Independent Contractor Agreement

About this Common Paper document

What is an Independent Contractor agreement?

An Independent Contractor Agreement is a contract between a company and a self-employed individual or entity (the contractor) that outlines the terms of their work arrangement, sometimes referred to as a 1099 worker. Unlike employees, contractors are not entitled to benefits or protections typically associated with full-time employment. The IC Agreement specifies the scope of work, payment terms, deadlines, intellectual property rights, confidentiality, and other key terms. It serves as a clear, legally binding framework for a business relationship where the contractor performs work on a project basis or for a fixed term.

How is the Independent Contract Agreement different from a Professional Services Agreement?

The Independent Contractor Agreement is typically used when engaging an individual or sole-proprietor business for specific, time-limited work that doesn’t require the contractor to be part of the client’s organization. It’s most common when the contractor works independently, outside of the company’s usual workforce, and retains control over how and when the work is performed.

In contrast, a Professional Services Agreement (PSA) is often used when a company hires a professional services firm or individual with specialized expertise for broader, ongoing services. A PSA might cover long-term or complex engagements where the professional services provider is expected to deliver results on an ongoing basis.

The key difference is that the Independent Contractor Agreement emphasizes discrete work with an individual consultant, while the Professional Services Agreement typically involves more continuous, integrated services with a firm or larger organization.

What is the difference between an Independent Contractor and a Freelancer?

In practical terms, an Independent Contractor and a Freelancer often refer to the same type of worker: someone who provides services to clients on a temporary or project basis. However, “Independent Contractor” is a legal term used in contracts, while “Freelancer” is more of a colloquial term. Both are typically self-employed and do not work as employees of a company.

How do I use this Independent Contract Agreement?

To use the Common Paper Independent Contractor Agreement, download a copy of it in your preferred format. Then finalize the terms of the agreement with your counterparty and input those terms into the corresponding bracketed sections of the SOW. Finally, have the receiving party sign the agreement via the signing process of your choice.

What license is this agreement released under?

Common Paper agreements are free to use and modify under CC BY 4.0.