Washington creative independent contractor agreement template
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How Washington creative independent contractor agreement Differ from Other States
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Washington law requires strict criteria, such as independent business registration and the right to control, to classify as a contractor.
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Washington imposes unique workers' compensation requirements, even for creative contractors, if they have employees.
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State law prohibits certain restrictive covenants in independent contractor agreements that are enforceable elsewhere.
Frequently Asked Questions (FAQ)
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Q: Is a written contract required for creative independent contractors in Washington?
A: While not legally required, a written contract is strongly recommended to clarify the rights, scope of work, and payment terms.
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Q: Can a Washington creative independent contractor agreement include non-compete clauses?
A: Washington restricts non-compete clauses, especially for contractors earning below a set income threshold, making them often unenforceable.
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Q: What taxes are Washington creative independent contractors responsible for?
A: Contractors must pay federal taxes and state business taxes, such as Washington B&O tax, if applicable to their services.
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Washington Creative Independent Contractor Agreement
This Washington Creative Independent Contractor Agreement (the “Agreement”) is made and entered into as of [Date] by and between:
[Client Name/Business Name], located at [Client Address], UBI Number (if applicable): [Client UBI Number], hereinafter referred to as “Client,”
and
[Contractor Name/Business Name], located at [Contractor Address], UBI Number (if applicable): [Contractor UBI Number], hereinafter referred to as “Contractor.”
1. Services
Option A: The Contractor shall provide the following creative services to the Client: [Detailed Description of Services, e.g., graphic design, video production, copywriting, photography, illustration, web design].
Option B: The Contractor shall perform the services described in Exhibit A, attached hereto and incorporated by reference (Scope of Work).
The Scope of Work includes: [List of deliverables, technical and style requirements, creative briefs, reference materials, benchmarks for quality and originality].
2. Deliverables and Timelines
Option A: The Contractor shall deliver the following deliverables according to the following timeline: [List of deliverables, file formats, versioning, mockup/draft requirements, approval process, required revisions; timelines and deadlines for each deliverable].
Option B: Deliverables, milestones, and deadlines are outlined in Exhibit B, attached hereto and incorporated by reference (Project Timeline).
3. Work Location and Resources
Option A: The Contractor will perform the services remotely. The Client shall provide access to [Remote collaboration platforms].
Option B: The Contractor will perform services on-site at [Client Location].
The Client will provide: [List of equipment, software licenses, materials].
The Contractor is responsible for: [List of tools, software, licenses or materials provided by the Contractor].
4. Communication
Option A: The Contractor will provide project updates to [Client Contact Person] via [Communication Method, e.g., email, phone] on a [Frequency, e.g., daily, weekly] basis. Response time expected: [Response Time].
Option B: Regularly scheduled meetings will be held [Frequency, e.g., weekly] via [Meeting Platform, e.g., Zoom, in-person] to discuss project progress.
5. Compensation
Option A: The Client shall pay the Contractor a flat fee of [Dollar Amount] for the services described herein.
Option B: The Client shall pay the Contractor an hourly rate of [Dollar Amount] per hour.
Option C: The Client shall pay the Contractor according to the milestones outlined in Exhibit C, attached hereto and incorporated by reference (Payment Schedule).
Billing schedule: [Billing Schedule].
Invoicing requirements: [Invoicing Requirements].
Late payment policy: [Late Payment Policy, including interest rates compliant with Washington Law].
6. Expenses
Option A: The Client shall reimburse the Contractor for reasonable expenses incurred in connection with the services, pre-approved by the Client in writing.
Expense reporting requirements: [Expense Reporting Requirements, including documentation standards].
Option B: No expenses will be reimbursed unless explicitly stated in writing and pre-approved by the Client.
7. Intellectual Property
Option A: Work-for-Hire. All work product created by the Contractor pursuant to this Agreement shall be considered “work made for hire” as that term is defined under United States copyright law, and the Client shall own all right, title, and interest in and to such work product, including all copyrights, trademarks, and other intellectual property rights.
Option B: Assignment. The Contractor hereby assigns to the Client all right, title, and interest in and to the work product created pursuant to this Agreement, including all copyrights, trademarks, and other intellectual property rights.
The Contractor retains the right to display the work product in their portfolio.
Moral rights waiver: [Moral Rights Waiver, if applicable].
Licensing or use restrictions: [Licensing or Use Restrictions].
8. Confidentiality
The Contractor shall not disclose any confidential information of the Client to any third party.
This includes but is not limited to: [List of Confidential Information].
9. Non-Compete/Non-Solicitation
Option A: The Contractor shall not, during the term of this Agreement and for a period of [Number] months following the termination of this Agreement, directly or indirectly compete with the Client within [Geographic Area].
Non-compete terms are narrowly tailored to protect the Client’s legitimate business interests and comply with Washington's Non-Compete Statute (RCW 49.62) and applicable income thresholds.
Option B: The Contractor shall not solicit any employees or customers of the Client during the term of this Agreement and for a period of [Number] months following the termination of this Agreement.
10. Independent Contractor Status
The Contractor is an independent contractor and not an employee of the Client.
The Contractor is responsible for all federal, state, and local taxes, including Washington B&O tax registration and compliance.
The Contractor is responsible for obtaining and maintaining their own insurance, including general liability and professional liability insurance.
The Contractor is not eligible for unemployment or workers' compensation benefits unless self-elected.
11. Subcontracting
Option A: The Contractor may subcontract portions of the services with the prior written consent of the Client.
Any subcontractors must comply with all terms of this Agreement and applicable Washington law.
Option B: The Contractor may not subcontract any portion of the services without the prior written consent of the Client.
12. Liability and Indemnification
The Contractor shall be liable for any damages caused by their breach of this Agreement, failure to meet creative standards, untimely delivery, or intellectual property infringement.
The Contractor shall indemnify and hold harmless the Client from any claims arising from the Contractor’s negligence or willful misconduct.
13. Modification/Change Orders
Any modifications to this Agreement must be in writing and signed by both parties.
Procedures for submitting, approving, and billing for project changes: [Procedures for Submitting, Approving, and Billing for Project Changes].
14. Dispute Resolution
Any disputes arising out of or relating to this Agreement shall be resolved through:
Negotiation.
Mediation.
Arbitration, with venue in [City, Washington] and governed by Washington law.
15. Term and Termination
This Agreement shall commence on [Start Date] and shall continue until [End Date] or until terminated as provided herein.
Termination clauses: [Termination Clauses for Completion, Mutual Agreement, Breach, Adverse Regulatory Change, Insolvency, or Force Majeure].
Procedures for notice, final payment, and hand-off of all in-progress or completed creative works: [Procedures for Notice, Final Payment, and Hand-off of all in-progress or completed creative works].
16. Data Protection and Privacy
The Contractor shall comply with all applicable Washington data protection and privacy laws and regulations.
Data handling and security procedures: [Data Handling and Security Procedures].
17. Client Responsibilities
The Client shall provide timely feedback, approvals, and access to materials needed for project completion.
Consequences for client-caused delays: [Consequences for Client-Caused Delays].
18. Compliance with Laws and Ethics
The Contractor shall comply with all applicable laws, regulations, and industry codes of ethics.
Warranties regarding originality and non-infringement: [Warranties Regarding Originality and Non-Infringement].
19. Entire Agreement
This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications and proposals, whether oral or written.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
[Client Name/Business Name]
By: [Client Signature]
Name: [Client Printed Name]
Title: [Client Title]
[Contractor Name/Business Name]
By: [Contractor Signature]
Name: [Contractor Printed Name]
Title: [Contractor Title]
