Utah construction independent contractor agreement template

Utah Construction Independent Contractor Agreement

This Utah Construction Independent Contractor Agreement ("Agreement") is made and entered into as of [Date], by and between:

[Client Name], residing at [Client Address], hereinafter referred to as "Client,"

and

[Contractor Name], residing at [Contractor Address], Utah License Number: [Contractor License Number], hereinafter referred to as "Contractor."

1. Scope of Work

Option A: Contractor shall perform the following construction services: [Description of Work], as further detailed in the attached plans and specifications, Exhibit A. The work includes, but is not limited to, [Examples of Work, e.g., Framing, Electrical, Plumbing, Roofing].

Option B: Contractor shall provide labor and equipment to perform [Description of Work], as directed by Client.

Option C: Contractor will complete project according to plans provided, including completion milestones detailed in Exhibit B.

2. Project Site and Schedule

The project site is located at [Project Address].

Option A: The work shall commence on [Start Date] and be substantially completed by [End Date].

Option B: The work schedule will be determined by Client and Contractor, subject to weather and material availability.

The regular working hours shall be [Working Hours].

3. Materials and Equipment

Option A: Contractor shall supply all materials, tools, and equipment necessary to perform the work, except for [List of Materials Client Will Provide].

Option B: Client shall supply all materials. Contractor will supply all necessary tools and equipment.

Option C: Contractor will supply tools and small equipment. Client will supply larger equipment such as [Examples of Large Equipment].

4. Compensation and Payment

Option A: Fixed Price: Client shall pay Contractor a fixed price of [Dollar Amount] for the completed work.

Option B: Progress Payment: Client shall pay Contractor according to the following schedule: [Payment Schedule Linked to Milestones].

Payment 1: [Milestone] - [Dollar Amount/Percentage]

Payment 2: [Milestone] - [Dollar Amount/Percentage]

Option C: Time and Materials: Client shall pay Contractor at a rate of [Dollar Amount] per hour for labor and the actual cost of materials, plus a [Percentage]% markup on materials.

Retainage: A retainage of [Percentage]% will be withheld from each progress payment, to be released upon final completion and acceptance of the work. (Note: Utah’s Prompt Payment Act may limit retainage).

Invoices shall be submitted by Contractor to Client every [Frequency, e.g., week, two weeks, month] and shall include detailed documentation of work performed and materials used.

Sales Tax: Contractor is responsible for all applicable Utah sales tax on materials. Contractor agrees to hold harmless Client for any unpaid taxes.

5. Independent Contractor Status

Contractor is an independent contractor and not an employee of Client. Client shall not be responsible for withholding income tax, self-employment tax, unemployment insurance, or workers' compensation insurance on behalf of Contractor.

Contractor shall be solely responsible for obtaining workers’ compensation coverage or filing for exemption as required by Utah law, and for paying all applicable taxes.

Contractor acknowledges understanding of form 1099 filing requirement by client.

6. Licenses and Insurance

Contractor represents and warrants that they possess all necessary and current state and local licenses, registrations, and permits required to perform the work, including a valid Utah contractor license.

Contractor shall maintain the following insurance coverage:

Liability Insurance: [Dollar Amount] minimum coverage.

Workers' Compensation Insurance: As required by Utah law (or proof of exemption).

Vehicle Insurance: If applicable.

Client shall be named as an additional insured party on Contractor's liability insurance policy.

7. Lien Waivers

As a condition of each progress payment and final payment, Contractor shall provide Client with lien waivers from Contractor and all subcontractors (if any) in accordance with Utah’s State Construction Registry (SCR) requirements.

Contractor understands and will comply with all requirements for preliminary notice filings.

8. Subcontracting

Option A: Contractor shall not subcontract any portion of the work without the prior written consent of Client.

Option B: Contractor may subcontract portions of the work, provided that all subcontractors are pre-approved in writing by Client and hold valid Utah licenses and insurance.

Contractor shall be responsible for the acts and omissions of all subcontractors.

9. Site Inspections and Safety

Client shall have the right to inspect the work at reasonable times.

Contractor shall comply with all applicable OSHA and Utah Occupational Safety and Health (Utah OSHA) regulations. Contractor shall immediately notify Client of any safety violations or incidents.

10. Confidentiality and Intellectual Property

Contractor shall keep confidential any proprietary information, designs, or trade secrets of Client.

Ownership of all completed work and intellectual property rights shall belong to Client, unless otherwise agreed in writing.

11. Warranty

Contractor warrants that all work shall be performed in a workmanlike manner and free from defects for a period of [Number] year(s) from the date of completion.

Contractor will transfer any manufacturer warranties for materials to Client.

Warranty claims must be made in writing within [Number] days of discovering the defect.

12. Default and Termination

Events of Default: Failure to perform the work in a timely and workmanlike manner, failure to comply with applicable laws and regulations, failure to maintain insurance coverage, or breach of any other material provision of this Agreement.

Notice and Cure: In the event of a default, the non-defaulting party shall provide written notice to the defaulting party and allow [Number] days to cure the default.

Option A: Termination for Convenience: Client may terminate this Agreement for convenience upon [Number] days written notice to Contractor.

Option B: Termination for Default: Either party may terminate this Agreement for default if the other party fails to cure a default within the cure period.

Upon termination, Contractor shall be entitled to payment for work performed up to the date of termination, less any damages caused by Contractor's default.

13. Dispute Resolution

Any disputes arising out of or relating to this Agreement shall be resolved through negotiation, followed by mediation in [City, Utah]. If mediation is unsuccessful, the dispute shall be resolved by binding arbitration in [City, Utah] in accordance with the rules of the American Arbitration Association.

This Agreement shall be governed by and construed in accordance with the laws of the State of Utah.

14. Compliance with Utah Law

This Agreement shall comply with all applicable Utah laws, including the Homeowner Protection Act, the Prompt Payment Act, building permit requirements, and environmental regulations.

Contractor shall provide Client with a mechanic's lien notification if required by Utah law.

15. Background Checks

Client reserves the right to require background checks on key Contractor personnel, as permitted by Utah law.

16. Recordkeeping and Audit

Contractor shall maintain accurate records of all work performed and materials used. Client shall have the right to audit Contractor's records related to the work.

17. Assignment

Contractor shall not assign this Agreement or any of its rights or obligations hereunder without the prior written consent of Client.

18. General Provisions

Severability: If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Entire Agreement: This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications and proposals, whether oral or written.

Amendment: This Agreement may be amended only by a written instrument signed by both parties.

Waiver: No waiver of any provision of this Agreement shall be effective unless in writing and signed by the waiving party.

Electronic Execution: This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Electronic signatures shall be binding and effective.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

____________________________

[Client Name]

____________________________

[Contractor Name]