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Independent contractor agreement template

Short answer

An independent contractor agreement sets out the terms for a self-employed person or company providing ongoing services to a business, and records that they are not an employee. This template is free to fill in and download as a PDF, and you can send it for e-signature in Sign PDF with the Client's and Contractor's boxes placed for you.

Updated 25 October 2026

What's in this independent contractor agreement

The full text. Words in brackets are filled in from the form above.

1. Parties. This agreement is between [Client name] of [Client address] (the Client) and [Contractor name] of [Contractor address] (the Contractor). It starts on [Start date] and continues until ended under this agreement.
2. Services. The Contractor will provide the following services: [Services]. The Contractor will carry out the services with reasonable skill and care and in line with any law that applies to them.
3. Independent status. The Contractor is an independent business and not an employee, worker, partner or agent of the Client. The Contractor decides how, when and where to carry out the services, provides their own equipment, and is free to work for others provided this does not breach this agreement. The Contractor is not entitled to employee benefits.
4. Rate and invoicing. The Client will pay the Contractor [Rate]. The Contractor will invoice on this basis: [Invoicing]. Invoices will show the work done and the time spent where the rate is time based.
5. Expenses. The Contractor bears their own costs unless the Client agrees in writing in advance to reimburse a particular expense, which will be invoiced at cost with receipts.
6. Taxes. The Contractor is responsible for their own tax, social security and similar contributions on payments under this agreement, and for any registration their business needs.
7. Insurance. The Contractor will hold the insurance reasonably needed for the services, such as public liability or professional indemnity insurance, and will show evidence of it on request.
8. Ownership of work. Once the Client has paid for it, all rights in work product the Contractor creates specifically for the Client under this agreement belong to the Client, and the Contractor will sign any document reasonably needed to confirm this. The Contractor keeps their pre-existing materials, tools and methods and grants the Client a licence to use any of them included in the work product.
9. Confidentiality. The Contractor will keep confidential all non-public information about the Client's business, customers and systems, use it only to provide the services, and return or delete it when this agreement ends. This duty continues after the agreement ends.
10. Ending the agreement. Either party may end this agreement by giving [Notice period in days] days' written notice. Either party may end it immediately by written notice if the other seriously breaches it and does not put the breach right within 7 days of being asked to. The Client will pay for services provided up to the end date.
11. Liability. Neither party is liable for indirect or consequential loss, or for loss of profit. Each party's total liability under this agreement is limited to the amounts paid or payable in the 12 months before the claim. Nothing in this agreement limits liability that cannot be limited by law.
12. Governing law. This agreement is governed by the laws of [Governing law], and the courts of that place have jurisdiction over any dispute arising from it.
13. Entire agreement. This is the entire agreement between the parties about the services. Any change must be in writing and signed by both parties. It may be signed electronically.
Signed by: the Client, the Contractor, each with a signature, printed name and date.

When to use it

Use it when a business takes on a self-employed person or small company for ongoing work billed by the hour, day or month: a part-time developer, a bookkeeper, a sales rep on commission, a site supervisor, a cleaner covering several properties. It runs until either side gives notice, rather than ending with one project.

For a single project with a fixed price and deliverables, a freelance services agreement or a statement of work is a closer fit.

What the key clauses do

These are the clauses searchers expect in a contractor agreement, and the ones that matter if the relationship is ever questioned.

Independent status: the contractor controls how the work is done, uses their own equipment, can work for others and handles their own tax. This is the heart of the agreement.
Rate and invoicing: hourly, daily or monthly pay, invoiced on a set cycle.
Ownership: work made for the client belongs to the client once paid, so there is no doubt later.
Confidentiality: protects the client's systems, customers and plans.
Notice: either side can end it with an agreed number of days' notice, or immediately for serious breach.

How to adapt it

A contract that says 'independent contractor' does not settle the question on its own. Tax authorities and courts in most countries look at how the work really happens: who sets hours, who supplies tools, whether the person can send a substitute, and whether they work for others. If the reality looks like employment, the label will not help.

This template is a starting point, not legal advice. Misclassification can carry tax and employment penalties, so for long or full-time engagements, or regulated work, have a lawyer or accountant check it against the governing law you choose.

Getting the contractor agreement signed

Fill in the boxes above and download the contractor agreement as a PDF, free and with no account. To get it signed, send it from Sign PDF: the signature, name and date boxes for the Client and the Contractor are already placed and labelled, so you only add each signer's email.

Each signer opens an email link, confirms a six-digit code sent to their inbox and signs in the browser on a phone or laptop, with no app and no account. When the last person signs, the boxes are written into the PDF, a certificate of completion is added at the end, and the file is sealed with a digital signature and a timestamp so any later change shows.

The Light plan at $5 a month covers 2 documents a month. The Full plan at $10 a month has no limit and lets you save this document as a template, with a signing order and reminders.

Questions people ask

What is the difference between a contractor and an employee?

A contractor runs their own business: they choose how to do the work, use their own tools, can work for others and handle their own tax. An employee works under the employer's control. Most countries decide this from the facts, not the contract title.

Can the contractor work for other clients?

Yes. This template allows it, as long as they keep the client's information confidential. Freedom to work for others is one of the signs of genuine self-employment.

Who owns what the contractor creates?

Under this template, the client owns the work product made for it once the related invoices are paid. The contractor keeps their own tools, methods and earlier materials.

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