Contractor Contract Template

Create a contractor contract quickly with a polished, professional design. Use Bonsai to sign, invoice clients, manage payments with e-signatures included.
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What is a contractor contract template?

A Contractor Contract Template is a reusable, customizable agreement framework that helps you formalize work arrangements with independent contractors. It follows a standard independent contractor agreement structure and captures the key terms you need—scope, payment, IP, confidentiality, and more—to guide the relationship between a client and a contractor. By using this template, you can tailor language to fit each project while keeping the overall terms consistent and professional, reducing the risk of misclassification or disputes.

Definition and purpose

A contractor contract template is a pre-built framework you can reuse for independent contractor agreements.

Used to formalize the relationship between a business or individual client and a contractor, the template spells out obligations, deliverables, and legal protections. It covers the core terms like scope of work, payment terms, IP ownership, confidentiality, and termination to create a clear, professional baseline.

Using a template saves time compared with drafting from scratch, while keeping language consistent and business-friendly. It also helps reduce misclassification risk by explicitly treating the worker as an independent contractor rather than an employee, which is especially important for tax and compliance in 2025.

Key parties and relationships

The typical parties in a contractor contract template are the client and the independent contractor.

The template is designed for independent contractors, not employees, so language should reflect autonomy, control over work, and lack of an employer-employee relationship. You’ll often see phrases like “engagement,” “services,” and “deliverables” instead of “employment” and “wages.” This frame helps set expectations for both sides and makes later sections easier to tailor.

To set context for later sections, it's useful to contrast independent contractors with employees: contractors usually control how/when they work, provide their own tools, invoice for work, and handle their own taxes, while employees typically receive payroll withholding and benefits. The template should keep this distinction clear, which also supports compliance with tax and labor rules.

Core components of the template

A solid contractor contract template should include several essential sections that clearly define the relationship, the work, and the protections for both sides.

In 2025, templates increasingly emphasize explicit contractor status and tax responsibilities, making it easy to customize for each project. They also map out deliverables, acceptance criteria, and termination conditions so both sides know how to end the engagement gracefully. For example, many templates specify net 30 payment terms and note that the client won’t withhold payroll taxes; instead, the contractor handles taxes and may receive Form 1099-NEC if payments exceed $600 in a year.

  • Identification of parties
  • Project description and services
  • Term and termination
  • Location/jurisdiction
  • Payment and billing terms
  • Contractor status and tax responsibilities
  • Intellectual property and ownership of work
  • Confidentiality and non-disclosure
  • Non-compete and non-solicitation (if used)
  • Dispute resolution and governing law
  • Signatures and dates

Who should use a contractor contract template?

A contractor contract template helps independent contractors, freelancers, and service firms work faster and with fewer disputes. In 2025, the freelance economy remains strong, with tens of millions of people freelancing and a growing share of work handled through contractor arrangements. Having a standard, professional contract is valuable whether you’re a solo freelancer, a small business, or a larger service firm because it clearly states expectations, protects time and payment, and supports scalable growth.

Independent contractors and freelancers

A Contractor Contract Template can be a practical starting point for solo professionals to protect their time, define the scope, and secure payment without heavy legal jargon.

Using a standard, client-ready contract gives you a consistent starting point you can send to every new client. It helps you lock in the essentials—who’s the client and contractor, what work is being done, when it’s due, and how payment will be made. By keeping the template simple, you reduce back-and-forth and speed up onboarding, so you can take on more work without sacrificing clarity. Core terms typically include the scope of work, the deliverables, milestones, payment terms, IP ownership, confidentiality, termination, and governing law. With these in place, you only customize project-specific details like the exact deliverables and deadline dates. For example, a logo redesign might specify deliverables such as AI, EPS, and PNG files, acceptance criteria, and a milestone-based payment schedule (50% upfront, 50% on delivery).

Small and growing businesses

Small firms—agencies, studios, and companies that hire multiple contractors—benefit from a standard template to keep engagements consistent and compliant.

A single, solid core agreement helps you manage risk and ensure policy alignment across all engagements. When you work with contractors in different roles, you can layer in role-specific clauses without rewriting the whole contract. For example, a construction contractor might need safety and indemnity language, while a marketing consultant might need data-protection and client confidentiality terms. The result is a clear, scalable approach that makes reviews faster and reduces conflicting terms across projects. Many teams use a modular contract approach—a master agreement plus rider addenda for each role. This keeps terms consistent while letting you tailor clauses to the work. Keep the master up to date and store all versions in a contract management tool or shared drive; pair it with a reputable e-signature platform like DocuSign, PandaDoc, or HelloSign to speed approvals and maintain a clean audit trail.

Clients who regularly hire contractors

Clients who frequently hire independent contractors can use a contractor contract template to clearly document expectations, avoid classification confusion, and show that contractors are not employees. This is especially important when work crosses locations or jurisdictions.

For client teams, a standard contract reduces the risk of misclassification and missed obligations. It helps set expectations around scope, timelines, and deliverables, and it makes it easier to document that workers are independent contractors rather than employees. When you work across states, provinces, or countries, a solid template also clarifies governing law, payment responsibilities, and termination terms, which keeps projects moving smoothly. Adopt a living document by keeping a master template and location-specific addenda, and store signed copies in a centralized system. Using e-signatures—whether DocuSign, PandaDoc, or HelloSign—keeps onboarding fast and auditable. Regular reviews of the template ensure it reflects current laws and company policy, so you stay compliant while keeping contractor relationships simple and efficient.

When to use a contractor contract template

Using a contractor contract template helps you manage risk, ensure clarity, and stay compliant with labor rules. It’s most useful in three common independent contractor use cases: a one-off paid project, ongoing or retainer work, and situations with potential classification risk. The template sets expectations for scope, deliverables, timelines, and payment, so both sides proceed with confidence. In 2025, many freelancers and small businesses rely on written contracts to prevent disputes and speed onboarding.

Before starting any paid project

The contractor contract should be in place before any work begins to prevent misunderstandings from day one.

Draft the scope, deliverables, deadlines, and payment terms in writing. A clear scope shows what’s included, what isn’t, and how success is measured. Include milestones, due dates, and how changes are handled. Also define ownership of work, acceptance criteria, and what happens if a deadline is missed. For a simple project, a 40% upfront payment, 30% at the halfway point, and 30% on delivery keeps cash flow predictable.

Three quick examples illustrate the value. A four-week consulting project benefits from signed scope and milestone dates; a design engagement should specify file formats and revision limits; a small construction job should cover safety requirements and inspection milestones. Signing the agreement before work starts is easy with tools like DocuSign, HelloSign, or Hello Bonsai’s built‑in eSignature flow, helping both sides feel secure about the arrangement.

For ongoing or retainer work

The contractor contract template also works well for recurring engagements, such as monthly retainers or long-term projects.

Use it to define term length (for example six months or twelve months), renewal conditions, and how scope or rate changes are handled over time. Include a clear notice period for cancellations, and specify whether the agreement auto-renews or requires a new term. Include how many hours are included per month and what happens if the work exceeds that cap.

When scope grows, the contract should spell out change processes, pricing, and invoicing. For example, a monthly retainer of $2,000 with 20 hours included, then $100 per additional hour, and a 30-day payment window. Regular reviews at the end of each term help adjust goals, rates, and resources so the arrangement remains fair and productive.

When there is legal or classification risk

Classification risk arises when it’s unclear whether someone is an employee or an independent contractor.

A detailed contractor contract template is especially important when classification could be in doubt, because it helps document the intended independent contractor relationship and autonomy. It should describe how the work is controlled, who owns the output, and how performance is measured. Include clear language about non-exclusivity, the right to work for others, and the contractor’s responsibility for taxes and benefits. Include the tools the contractor will provide, work location if relevant, and any required insurance or safety protocols. While a contract supports your position, it does not replace a formal status assessment by a lawyer if classification risk is high.

In practice, combine the template with a broader compliance plan. Use IRS guidance and state tests to review factors like control, financial arrangement, and degree of independence. If ambiguity remains, seek legal counsel and consider additional documentation, such as a separate engagement letter and records of multiple clients. By documenting autonomy and clear terms, you reduce the risk of misclassification and create a safer, more transparent relationship for both sides.

How to structure a contractor contract template

A practical, step-by-step guide to building or customizing a contractor contract template. This approach mirrors the structure common in independent contractor agreements: starting with the parties and location, then services, payment terms, and protective clauses, and ending with signatures. The goal is clarity and completeness so you can reuse the template for different clients in 2025 without legal jargon slowing you down.

To set contract location and governing law

Start the template with the effective date and the jurisdiction whose laws will govern the agreement. This matters for how the contract is enforced, how taxes are treated, and how disputes are resolved if they come up later. Clear location rules help both sides understand their rights and responsibilities from day one.

Use straightforward wording such as: “This Agreement shall be governed by the laws of [State/Province/Country], without regard to its conflict of laws principles.” Place this clause near the top so it’s easy to verify before work begins. If you operate across multiple regions, add a brief note about how amendments will handle changes in governing law to avoid later confusion.

To add client and contractor details

Clearly identify both parties in the template: include full legal names, business names (if applicable), roles (“Client” and “Contractor”), and contact information. This helps avoid misidentification and keeps records clean for invoicing and notices. Including the exact business structure (e.g., sole proprietorship, LLC) where relevant can prevent misunderstandings about liability and tax treatment.

Make these fields easy to edit for each new engagement. Use editable document sections or form fields so you can quickly update names, addresses, and emails without altering the rest of the contract. For teams, include a secondary contact if someone else will approve work or payments, and consider adding a short address line for mailing or billing purposes.

To describe services and project scope

Include a detailed services section that outlines exactly what the contractor will deliver. Use clear, specific language to list tasks, milestones, deliverables, timelines, and performance standards. This helps manage expectations and reduces scope disputes down the line.

Consider allowing room for attachments or a separate statement of work (SOW) so the template can handle both simple tasks and complex projects. A practical approach is to describe the core services in the contract and reference the SOW for detailed milestones and acceptance criteria. This keeps the core contract concise while giving you flexibility for different engagements.

To define term, schedule, and termination

Explain how the contract starts, how long it lasts, and whether it’s project-based or ongoing. Include how either party can terminate the agreement, such as notice periods or termination for cause versus convenience. Clear timing helps both sides plan resources and avoid surprises if work ends early.

Address what happens upon termination regarding final payments and return of materials. Include language on wind-down steps, who keeps work-in-progress assets, and how data or client materials will be handled. A practical clause might say that final invoices are due within 15 days of termination, with any outstanding expenses settled within 30 days.

To include billing and payment terms

Detail what goes into the payment section: compensation structure (hourly, flat fee, per milestone, or commission), rates and currency, invoicing schedule, payment methods, and due dates. Clear terms here reduce back-and-forth and speed up the payment cycle for both sides.

Include clauses for late fees, expenses and reimbursements, and how changes to scope or rates are approved. Since this section often needs customization, design the template so amounts and dates are easy to update. Recommend using common methods like ACH, wire, or card payments through tools such as Stripe, PayPal, or HelloSign’s integrated payment features where applicable.

To clarify contractor status and tax responsibilities

State that the contractor is an independent contractor, not an employee, and is responsible for their own taxes, insurance, and benefits. This clarity protects both parties and aligns with most modern gig-work arrangements. Mention that there is no entitlement to employee benefits and that the contractor controls how the work is performed within the agreed scope.

Include a brief note about tax forms (for example, in the U.S., Form 1099-NEC for services, if applicable) and remind both sides to keep records for tax reporting. This helps prevent misclassification issues and ensures the client can issue proper payment reporting while the contractor handles self-employment tax obligations.

To add intellectual property and ownership clauses

Explain why ownership of the work product matters and when ownership transfers occur (for example, upon final payment or delivery). This section protects both the client’s rights to use the work and the contractor’s ability to reuse general skills and non-confidential tools.

Describe common options: the client owns deliverables, the contractor retains rights to background IP, or there’s a licensing arrangement. Use language that fits the project type—creative, technical, or professional services—and allow for exceptions if the contractor reuses generic frameworks or tools. A practical approach is to state that upon full payment, the client receives a perpetual, worldwide license to use the delivered work, while the contractor retains ownership of any non-custom background IP.

To include confidentiality and non-compete protections

Guide the reader on adding confidentiality provisions to protect sensitive information the client shares. Define what is confidential, how it should be handled, and how long the obligation lasts after termination. This helps safeguard trade secrets, client lists, and other sensitive data.

Briefly touch on optional non-compete and non-solicitation clauses, noting that enforceability varies by jurisdiction and they should be narrowly tailored to be reasonable. If you include these, limit duration and geographic scope, and clearly tie them to legitimate business interests. The template should offer a straightforward path to remove or adjust these clauses depending on local laws.

To define dispute resolution and governing law

Instruct how to include a brief section that states how disputes will be handled and confirms the governing law chosen earlier. Keeping this language concise helps both parties understand the process without needing legal counsel for common issues.

Outline a preferred path, such as negotiation followed by mediation or arbitration, or courts as a last resort. Mention the chosen governing law again to reinforce consistency. If you expect cross-border work, consider naming an arbitration body like AAA or JAMS and specifying a venue to minimize later forum shopping or confusion.

To add signature blocks and final details

Describe how to structure the closing of the contract with signature lines for both parties, printed names, titles (if signing on behalf of a company), and dates. This final step formalizes the agreement and makes it easy to track who signed what and when.

Note that in a digital environment, this area should be compatible with e-signature workflows, allowing each party to sign electronically in sequence. Recommend using DocuSign, Adobe Sign, or HelloSign for in-order signing, and store the finalized contract in a shared drive or a contract management tool like HelloBonsai, PandaDoc, or Google Drive for easy access and audit trails. This helps you close engagements smoothly and keeps your records tidy.

What to include in a contractor contract template

A solid contractor contract template covers the essential pieces of a working agreement and the protective clauses that keep both sides safe. In 2025, the best templates mix clarity with enforceable terms and easy updates. Use this section as a practical checklist to confirm your template includes standard areas of an independent contractor agreement and the protective language that’s easy to overlook.

Essential business and contact information

Start with the basics: list the exact legal names and current contact details for both parties. This helps prevent confusion if there are multiple entities or similar names.

Include each party’s primary business name, principal address, email, and primary phone number. Add registration numbers or tax IDs when applicable (for example, a U.S. EIN, a VAT number in Europe, or a local business registration). If there are related entities (like a parent company and a subsidiary), specify which entity signs the contract and which one will perform the work. This reduces mistakes and keeps billing and notices on track.

Clear scope of work and deliverables

A detailed scope is non-negotiable. It helps prevent scope creep and gives you a concrete plan to measure progress and success.

Describe each deliverable in concrete terms, breaking work into tangible outputs. Include quality standards, required formats, and any dependencies, such as client-provided access to systems or needed materials. Another important part is to specify timelines, milestones, and how acceptance will be determined, so there’s a clear definition of “done.”

To keep this section precise, consider including the following elements: deliverables and outputs; quality standards or performance goals; dependencies (client responsibilities or third-party inputs); a timeline with milestone dates; acceptance criteria and sign-off process; and a clear definition of when work is considered complete.

Payment, invoicing, and expense policies

Finance terms should be standardized in the template so both sides know how money flows. This reduces back-and-forth and speeds up payments.

Outline the fee structure (hourly, fixed price, or retainer) and specify the exact rates or price ranges where possible. State the billing intervals (weekly, biweekly, or monthly) and the payment deadline (Net 15 or Net 30, for example). Include late payment rules, deposits or retainers, and how reimbursable expenses are handled, with details on what documentation is required. Using a table or a simple structured format makes these numbers easy to scan and update in 2025.

Term Definition / Details Example (2025)
Fee structure Hourly rate, fixed price, or retainer Hourly: $65–$150; Fixed: $4,500 project; Retainer: $2,000/mo
Billing interval When invoices are issued Biweekly
Payment due When payment is due after invoice Net 30 days
Late payment Penalty applied 1.5% per month on past-due balances
Reimbursable expenses What qualifies and how to document Pre-approved expenses; receipts required; mileage at $0.58/mi

In addition, include notes on deposits or retainers, and a clear process for submitting expense claims (receipts, dates, and approved categories). Tools like QuickBooks, FreshBooks, or Expensify can help automate invoicing and expense tracking in 2025.

Confidentiality and data protection

Confidential information covers more than client lists. It includes data the contractor may access or generate during the project and how it should be handled.

List the types of confidential information the contractor may encounter—client lists, financial data, product plans, personal data, trade secrets, and any non-public information. Require appropriate handling, non-disclosure, and secure storage. For data handling, the template should align with applicable privacy obligations where relevant, without diving into jurisdiction-specific law. This keeps the agreement practical across locations and teams.

When it comes to protecting information, it helps to spell out security expectations: encrypted communications, access controls, and secure data retention or destruction at the end of the engagement. It’s also wise to specify how long confidentiality lasts after the project ends (for example, two to five years) and what happens to confidential materials if the contract ends.

  • Confidential information types (client data, lists, product plans)
  • Security measures (encryption, access controls)
  • Authorized disclosures (to affiliates or subcontractors with NDA)
  • Data retention and destruction on termination
  • Survival period for confidentiality obligations

Intellectual property, licenses, and moral rights

Clarify who owns the work and what rights are granted. This part helps prevent later disputes over IP and portfolio rights.

Explain whether the work is a work made for hire (where permitted) or if rights are assigned or licensed to the client. Note that in some creative fields, the contractor may retain portfolio rights or moral rights, and the template should address any permissions to showcase the work or credit the contractor. Be specific about which deliverables are owned by whom and what licenses are granted for use, reproduction, and modification. This clarity protects both sides as projects move forward.

To keep IP terms clear, include a short set of options the parties can choose from, such as: full assignment to the client, exclusive or non-exclusive license to use the work, or permission for the contractor to showcase the work in portfolios with written consent. This helps avoid ambiguity during reviews or when adding new work later.

  • Work-for-hire vs assignment
  • Client license vs contractor license
  • Portfolio rights and moral rights

Liability, indemnity, and insurance clauses

Without clear protection, both sides face avoidable risk. Set practical limits and responsibilities up front.

Include a reasonable limitation of liability, often tied to the fees paid under the contract, and carve out exceptions for willful misconduct, fraud, or breach of confidentiality. Add indemnification language where the contractor agrees to defend the client against third-party claims arising from the contractor’s work, within reasonable bounds. Some contracts may require the contractor to carry specific insurance coverage and provide proof upon request, such as general liability, professional liability (errors and omissions), and cyber liability. This combination protects both sides if something goes wrong and shows a professional, prepared stance.

In practice, you’ll commonly see a liability cap equal to the total fees paid in the 12 months before the claim, with higher caps for more sensitive projects. Require a certificate of insurance from the contractor and a provision that the client may request updated certificates during the engagement.

  • Liability cap (often 1x–2x fees paid in the prior 12 months)
  • Indemnification for third-party claims
  • Required insurance (GL, E&O, cyber)
  • Proof of insurance on request

Termination, renewal, and change management

Clear termination and renewal terms prevent surprises in longer engagements. These provisions also keep change work organized and documented.

Describe how either party may terminate and what notice is required (for example, 30 days). Explain how renewals work—whether automatic, and if so, what notice is needed to opt out or renegotiate terms. For changes in scope or pricing, require formal change management steps, such as change orders or updated statements of work, with written sign-off from both sides. This helps both parties track changes, costs, and timelines over time, reducing disputes and last-minute surprises.

For practical change management, include a simple process: if the scope changes, issue a change order; specify new milestones, revised fees if any, and a new delivery date; obtain written approval before work proceeds. This approach keeps long-running projects aligned and provides a clear trail for audits or reviews.

  • Termination for convenience or for cause with notice
  • Automatic renewal terms and opt-out process
  • Change orders and updated statements of work

How to adapt a contractor contract template for different roles

A solid contractor contract template can cover many roles, from creatives and consultants to construction pros and caregivers. The secret is keeping the core sections—scope, payment, risk and compliance, and local law—while tailoring specifics to each industry. In 2025, top templates from HelloBonsai and competitors emphasize reusable clauses and optional addenda, so you can switch contexts without rewriting the whole document.

To tailor scope and deliverables by service type

The scope should stay aligned with the service type, while the rest of the contract remains constant.

For consultants, the core contract can specify deliverables like a strategy report, two workshops, and follow-up reviews, with clear due dates and sign-off criteria. Attach milestones such as "draft due in 14 days" and "final draft due in 30 days," plus a change-control process to handle scope shifts. This detail helps both sides agree on what success looks like and when it’s accepted.

For construction work, list labor and materials, with milestones such as "foundation complete," "framing ready for inspection," and "final inspection." For a caregiver or coach, spell out hours of personal service, scheduling windows, and limits on overtime. In all cases, describe acceptance criteria so the client and contractor agree when work is complete, while using industry details to prevent ambiguity.

To adjust payment structures and milestones

Payment methods and milestone links should reflect field norms, while keeping the underlying structure intact.

Professional services often use hourly rates or fixed project fees, while trainers typically bill per session and construction projects use progress payments tied to milestones. The template’s payment section can accommodate these models by listing rate or flat-amount data, the payment schedule, and the invoicing terms. This keeps billing predictable and traceable for both parties.

For example, a consultant might receive 30% upfront, 40% after a draft, and 30% on delivery, while a construction contract might schedule payments at 20% on site mobilization, 40% at framing completion, and 40% after final inspection. Keep the same net-30 or net-15 terms across the sections to avoid confusion, and attach an invoice template for consistency.

To refine risk, safety, and compliance clauses

Raising risk and compliance language is common for physically demanding or regulated roles.

When safety is a factor, add explicit safety procedures, required licenses, and insurance coverage. For regulated work, require background checks, and adherence to standards such as OSHA 30 or local equivalents. The contract can designate who bears costs for safety training and incident reporting, with clear consequences for non-compliance. This level of detail protects both the client and the contractor.

Make these clauses optional to fit risk levels. Include an opt-in safety addendum or a regulatory-compliance addendum that can be toggled on or off depending on the industry. This approach keeps the base structure intact while letting you scale protections up or down without rewriting the entire document.

To localize legal language and jurisdiction

Local rules affect governing law, dispute resolution, and worker protections, so adapt these parts thoughtfully.

Choose governing law and venue that match the contractor’s location, and adjust dispute resolution preferences to local norms. Some industries face restrictions on non-compete clauses or stricter worker protections, so align these provisions with regional rules and recent court guidance. This ensures the contract remains enforceable and fair in the contractor’s jurisdiction.

Reuse the base structure of the contractor contract template by using modular clauses and regional addenda, then have a local attorney review any role-specific language. In 2025, many templates incorporate updated state and province rules and a simple toggle to switch jurisdictions, helping you stay compliant while keeping a single master document.

How to write and finalize your contractor contract template

Turning a generic Contractor Contract Template into a ready-to-sign agreement takes a practical, repeatable workflow. This guide walks you through a step-by-step process to add project details, tailor terms, verify contractor status, and execute the contract with both parties. Following these steps helps freelancers and small businesses turn a blank template into a solid, legally sound agreement in 2025.

Step 1: Collect essential project and party information

Before you edit the Contractor Contract Template, gather all inputs you’ll need to customize it quickly and accurately.

Collect both parties’ full legal names and contact details, a clear project description, start and end dates, milestones, pricing and the payment schedule, and the governing jurisdiction. Also note any special conditions—such as IP assignments, confidentiality requirements, data handling, or proof of insurance—that will affect the contract. Having a single source of truth, like a data sheet or form, makes later edits faster and reduces back-and-forth changes.

Finally, compile any region-specific items, such as tax IDs, VAT/GST status, and notices addresses. If the work crosses borders, capture export controls or data transfer considerations up front. This upfront collection keeps the template tidy and minimizes errors when you fill in the final details.

Step 2: Customize scope, term, and payment sections

Now you tackle the most variable parts of the Contractor Contract Template: scope of work, project duration, and how you bill.

Convert generic placeholders into specific, measurable commitments. For example, instead of "provide services," write "deliver 5 blog posts per month, 900–1,200 words each, with client approval within 2 business days." Include acceptance criteria, deadlines, and clear milestones so both sides know what counts as complete. Next, set the term and termination rules to fit the project: include start and end dates, any renewal options, and a termination for convenience clause if needed. Finally, align invoicing frequency and due dates with your actual practice—whether you bill monthly, on milestones, or after delivery—and specify deposits or retainer amounts if used.

As you finalize, keep the language concrete and avoid vague promises. If you normally charge net 15 days, state that explicitly and tie it to deliverables. When possible, reference a milestone schedule and a change-order process to prevent scope creep and disputed payments later.

Step 3: Review contractor status and compliance language

Make sure the contract clearly reflects an independent contractor relationship rather than an employee arrangement.

The section on contractor status should describe who controls the work. For example, the contractor sets their own schedule, uses their own tools, and pays their own taxes and benefits. Avoid language that implies ongoing benefits, supervision, or exclusive engagement. This helps ensure the agreement aligns with common worker classification guidance in 2025, which often emphasizes the right to control and other economic factors. For readers in specific regions, take a moment to check local guidance from the tax authority or labor department and adjust the language accordingly.

If you’re unsure, include a short, plain-language statement that the parties intend an independent contractor relationship for tax and legal purposes. This reduces ambiguity and supports the contract’s validity while you seek regional guidance if needed.

Step 4: Refine protective clauses and optional sections

Next, review core protections and any optional add-ons to match the project's risk level.

Focus on confidentiality, IP ownership, and termination, plus liability and any non-compete pieces. Make sure confidentiality is scoped to the project and time-limited, with clear definition of what counts as confidential and what happens to materials at the end. Clarify IP ownership and licenses: who owns Deliverables, what rights the client has to use pre-existing tools, and whether a license back to the contractor is needed for future work. If non-compete clauses are used, ensure they are reasonable in scope, geography, and duration to avoid enforceability issues. Finally, set reasonable liability limits and termination conditions that mirror the project’s risk. Remove any clauses that are irrelevant to the work to keep the contract clean and easier to enforce later.

In practice, this means you keep standard protections that matter, such as data security or breach notices, and drop sections that don’t fit the project. When in doubt, document the rationale for keeping or removing a clause so stakeholders understand the risk decision and maintain clarity for signature later.

Step 5: Get professional input when necessary

Call in legal or professional help for high‑value or high‑risk engagements.

For contracts involving large sums, multi‑jurisdiction work, or complex IP handoffs, a qualified attorney or IP specialist can save you money and trouble by spotting gaps you might miss. As a rule of thumb, if the deal is six figures, crosses borders, or involves significant ownership changes, plan for professional review. A free template for contractors remains a powerful starting point, but a professional review helps align the document with local laws, industry regulations, and best practices.

If you can’t hire a lawyer, consider alternative options like legal clinics, paid document review services, or templates from reputable sources that offer limited guidance. Even a short redline with a specialist can help ensure you’re protected without delaying your project.

Step 6: Send, sign, and store the contract

Finish by circulating the final draft, collecting signatures, and organizing the files.

Share the contract with the other party and invite comments or edits as needed. Use an e‑signature tool (DocuSign, HelloSign, PandaDoc, or the built‑in option in your contract platform) to capture signatures quickly and legally. Once signed, save the final copy in a central, organized location with clear versioning and access permissions. Version control is key: label the file with the date of execution and a version number, and ensure both sides have access to the final signed copy before work begins.

Keep the process transparent by maintaining a change log and notifying stakeholders of updates. Regularly review the template (at least annually) to reflect new laws or client requirements, so your Contractor Contract Template stays current for 2025 and beyond.

How Bonsai helps manage contractor contract templates

Bonsai turns contractor contract templates from static documents into living, reusable agreements that stay in sync with your client work, projects, time tracking, and invoicing. As of 2025, Bonsai supports a connected contract workflow that lets you create, reuse, track, and automate contractor contracts alongside projects and finances—all in one place.

To create reusable contractor contract templates

Set up a master contractor contract template once, then reuse it for every new engagement by editing only the variable fields.

In Bonsai, go to Contracts > Templates and click New Template. Choose Contract, name your template, and add standard clauses for scope of work, payment terms (Net 30 with optional late charges), intellectual property, confidentiality, and termination. You can also include a branded signature block so every new contract looks like your business. Next, define placeholders for the fields you’ll change for each engagement, such as ClientName, ContractorName, StartDate, EndDate, and Fee. Save the document as a branded template, and when you start a new engagement, select the template and edit only the variables. Bonsai will pull data from your client and project records, format the document, and, after a quick preview, send it for e-signature. This approach typically saves 5–8 minutes per contract and reduces drafting errors compared with rebuilding from scratch.

To track and manage contractor contracts in one place

All contractor agreements live in the same workspace you use for clients and projects, so everything stays in one place.

The central Contracts tab shows every agreement with a clear status: Draft, Sent, Viewed, Signed, or Expired. You can open a contract to see discussions, edits, and attachments tied to that document, making it easy to track progress without digging through email threads. Because contracts are linked to their project, the latest signed copy sits alongside milestones, budgets, and timelines, so your team always works from the current version. Clients can access a secure portal to view the most recent version, with permissions controlled by you. Filters help you see, for example, that a client has 2 active contracts and 1 awaiting signature, so your project team stays aligned and responsive.

To automate approvals, reminders, and downstream workflows

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Open the contractor contract template in your Bonsai workspace, then edit key fields such as parties, scope, payment terms, milestones, termination, and ownership of work. Add branding if needed, preview the terms, and save as a draft or apply to the current project. Changes stay within the Bonsai platform and can be reused.
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Contractor Contract Template

Independent Contractor Agreement

Template preview
First Name
Last Name
Acme LLC.
Client
First Name
Last Name
Corporation Corp.


This Contract is between Client (the "Client") and Acme LLC, a California limited liability company (the "Contractor").

The Contract is dated [the date both parties sign].

1. WORK AND PAYMENT.

1.1 Project. The Client is hiring the Contractor to do the following: Details to be provided.

1.2 Schedule. The Contractor will begin work on [DATE] and will continue until the work is completed. This Contract can be ended by either Client or Contractor at any time, pursuant to the terms of Section 6, Term and Termination.

1.3 Payment. The Client will pay the Contractor a rate of [RATE] (USD) per hour. Of this, the Client will pay the Contractor $1,500.00 (USD) before work begins.

1.4 Expenses. The Client will reimburse the Contractor's expenses. Expenses do not need to be pre-approved by the Client.

1.5 Invoices. The Contractor will invoice the Client at the end of the project. The Client agrees to pay the amount owed within 15 days of receiving the invoice. Payment after that date will incur a late fee of 1.5% per month on the outstanding amount.

1.6 Support. The Contractor will not provide support for any deliverable once the Client accepts it, unless otherwise agreed in writing.

2. OWNERSHIP AND LICENSES.

2.1 Client Owns All Work Product. As part of this job, the Contractor is creating “work product” for the Client. To avoid confusion, work product is the finished product, as well as drafts, notes, materials, mockups, hardware, designs, inventions, patents, code, and anything else that the Contractor works on—that is, conceives, creates, designs, develops, invents, works on, or reduces to practice—as part of this project, whether before the date of this Contract or after. The Contractor hereby gives the Client this work product once the Client pays for it in full. This means the Contractor is giving the Client all of its rights, titles, and interests in and to the work product (including intellectual property rights), and the Client will be the sole owner of it. The Client can use the work product however it wants or it can decide not to use the work product at all. The Client, for example, can modify, destroy, or sell it, as it sees fit.

2.2 Contractor's Use Of Work Product. Once the Contractor gives the work product to the Client, the Contractor does not have any rights to it, except those that the Client explicitly gives the Contractor here. The Client gives permission to use the work product as part of portfolios and websites, in galleries, and in other media, so long as it is to showcase the work and not for any other purpose. The Client does not give permission to sell or otherwise use the work product to make money or for any other commercial use. The Client is not allowed to take back this license, even after the Contract ends.

2.3 Contractor's Help Securing Ownership. In the future, the Client may need the Contractor's help to show that the Client owns the work product or to complete the transfer. The Contractor agrees to help with that. For example, the Contractor may have to sign a patent application. The Client will pay any required expenses for this. If the Client can’t find the Contractor, the Contractor agrees that the Client can act on the Contractor's behalf to accomplish the same thing. The following language gives the Client that right: if the Client can’t find the Contractor after spending reasonable effort trying to do so, the Contractor hereby irrevocably designates and appoints the Client as the Contractor's agent and attorney-in-fact, which appointment is coupled with an interest, to act for the Contractor and on the Contractor's behalf to execute, verify, and file the required documents and to take any other legal action to accomplish the purposes of paragraph 2.1 (Client Owns All Work Product).

2.4 Contractor's IP That Is Not Work Product. During the course of this project, the Contractor might use intellectual property that the Contractor owns or has licensed from a third party, but that does not qualify as “work product.” This is called “background IP.” Possible examples of background IP are pre-existing code, type fonts, properly-licensed stock photos, and web application tools. The Contractor is not giving the Client this background IP. But, as part of the Contract, the Contractor is giving the Client a right to use and license (with the right to sublicense) the background IP to develop, market, sell, and support the Client’s products and services. The Client may use this background IP worldwide and free of charge, but it cannot transfer its rights to the background IP (except as allowed in Section 11.1 (Assignment)). The Client cannot sell or license the background IP separately from its products or services. The Contractor cannot take back this grant, and this grant does not end when the Contract is over.

2.5 Contractor's Right To Use Client IP. The Contractor may need to use the Client’s intellectual property to do its job. For example, if the Client is hiring the Contractor to build a website, the Contractor may have to use the Client’s logo. The Client agrees to let the Contractor use the Client’s intellectual property and other intellectual property that the Client controls to the extent reasonably necessary to do the Contractor's job. Beyond that, the Client is not giving the Contractor any intellectual property rights, unless specifically stated otherwise in this Contract.

3. COMPETITIVE ENGAGEMENTS.

The Contractor won’t work for a competitor of the Client until this Contract ends. To avoid confusion, a competitor is any third party that develops, manufactures, promotes, sells, licenses, distributes, or provides products or services that are substantially similar to the Client’s products or services. A competitor is also a third party that plans to do any of those things. The one exception to this restriction is if the Contractor asks for permission beforehand and the Client agrees to it in writing. If the Contractor uses employees or subcontractors, the Contractor must make sure they follow the obligations in this paragraph, as well.

4. NON-SOLICITATION.

Until this Contract ends, the Contractor won’t: (a) encourage Client employees or service providers to stop working for the Client; (b) encourage Client customers or clients to stop doing business with the Client; or (c) hire anyone who worked for the Client over the 12-month period before the Contract ended. The one exception is if the Contractor puts out a general ad and someone who happened to work for the Client responds. In that case, the Contractor may hire that candidate. The Contractor promises that it won’t do anything in this paragraph on behalf of itself or a third party.

5. REPRESENTATIONS.

5.1 Overview. This section contains important promises between the parties.

5.2 Authority To Sign. Each party promises to the other party that it has the authority to enter into this Contract and to perform all of its obligations under this Contract.

5.3 Contractor Has Right To Give Client Work Product. The Contractor promises that it owns the work product, that the Contractor is able to give the work product to the Client, and that no other party will claim that it owns the work product. If the Contractor uses employees or subcontractors, the Contractor also promises that these employees and subcontractors have signed contracts with the Contractor giving the Contractor any rights that the employees or subcontractors have related to the Contractor's background IP and work product.

5.4 Contractor Will Comply With Laws. The Contractor promises that the manner it does this job, its work product, and any background IP it uses comply with applicable U.S. and foreign laws and regulations.

5.5 Work Product Does Not Infringe. The Contractor promises that its work product does not and will not infringe on someone else’s intellectual property rights, that the Contractor has the right to let the Client use the background IP, and that this Contract does not and will not violate any contract that the Contractor has entered into or will enter into with someone else.

5.6 Client Will Review Work. The Client promises to review the work product, to be reasonably available to the Contractor if the Contractor has questions regarding this project, and to provide timely feedback and decisions.

5.7 Client-Supplied Material Does Not Infringe. If the Client provides the Contractor with material to incorporate into the work product, the Client promises that this material does not infringe on someone else’s intellectual property rights.

6. TERM AND TERMINATION.

This Contract is ongoing until the work is completed. Either party may end this Contract for any reason by sending an email or letter to the other party, informing the recipient that the sender is ending the Contract and that the Contract will end in 7 days. The Contract officially ends once that time has passed. The party that is ending the Contract must provide notice by taking the steps explained in Section 11.4. The Contractor must immediately stop working as soon as it receives this notice, unless the notice says otherwise. The Client will pay the Contractor for the work done up until when the Contract ends and will reimburse the Contractor for any agreed-upon, non-cancellable expenses. The following sections don’t end even after the Contract ends: 2 (Ownership and Licenses); 3 (Competitive Engagements); 4 (Non-Solicitation); 5 (Representations); 8 (Confidential Information); 9 (Limitation of Liability); 10 (Indemnity); and 11 (General).

7. INDEPENDENT CONTRACTOR.

The Client is hiring the Contractor as an independent contractor. The following statements accurately reflect their relationship:

  • The Contractor will use its own equipment, tools, and material to do the work.
  • The Client will not control how the job is performed on a day-to-day basis. Rather, the Contractor is responsible for determining when, where, and how it will carry out the work.
  • The Client will not provide the Contractor with any training.
  • The Client and the Contractor do not have a partnership or employer-employee relationship.
  • The Contractor cannot enter into contracts, make promises, or act on behalf of the Client.
  • The Contractor is not entitled to the Client’s benefits (e.g., group insurance, retirement benefits, retirement plans, vacation days).
  • The Contractor is responsible for its own taxes.
  • The Client will not withhold social security and Medicare taxes or make payments for disability insurance, unemployment insurance, or workers compensation for the Contractor or any of the Contractor's employees or subcontractors.

8. CONFIDENTIAL INFORMATION.

8.1 Overview. This Contract imposes special restrictions on how the Client and the Contractor must handle confidential information. These obligations are explained in this section.

8.2 The Client’s Confidential Information. While working for the Client, the Contractor may come across, or be given, Client information that is confidential. This is information like customer lists, business strategies, research & development notes, statistics about a website, and other information that is private. The Contractor promises to treat this information as if it is the Contractor's own confidential information. The Contractor may use this information to do its job under this Contract, but not for anything else. For example, if the Client lets the Contractor use a customer list to send out a newsletter, the Contractor cannot use those email addresses for any other purpose. The one exception to this is if the Client gives the Contractor written permission to use the information for another purpose, the Contractor may use the information for that purpose, as well. When this Contract ends, the Contractor must give back or destroy all confidential information, and confirm that it has done so. The Contractor promises that it will not share confidential information with a third party, unless the Client gives the Contractor written permission first. The Contractor must continue to follow these obligations, even after the Contract ends. The Contractor's responsibilities only stop if the Contractor can show any of the following: (i) that the information was already public when the Contractor came across it; (ii) the information became public after the Contractor came across it, but not because of anything the Contractor did or didn’t do; (iii) the Contractor already knew the information when the Contractor came across it and the Contractor didn’t have any obligation to keep it secret; (iv) a third party provided the Contractor with the information without requiring that the Contractor keep it a secret; or (v) the Contractor created the information on its own, without using anything belonging to the Client.

8.3 Third-Party Confidential Information. It’s possible the Client and the Contractor each have access to confidential information that belongs to third parties. The Client and the Contractor each promise that it will not share with the other party confidential information that belongs to third parties, unless it is allowed to do so. If the Client or the Contractor is allowed to share confidential information with the other party and does so, the sharing party promises to tell the other party in writing of any special restrictions regarding that information.

9. LIMITATION OF LIABILITY.

Neither party is liable for breach-of-contract damages that the breaching party could not reasonably have foreseen when it entered this Contract.

10. INDEMNITY.

10.1 Overview. This section transfers certain risks between the parties if a third party sues or goes after the Client or the Contractor or both. For example, if the Client gets sued for something that the Contractor did, then the Contractor may promise to come to the Client’s defense or to reimburse the Client for any losses.

10.2 Client Indemnity. In this Contract, the Contractor agrees to indemnify the Client (and its affiliates and their directors, officers, employees, and agents) from and against all liabilities, losses, damages, and expenses (including reasonable attorneys’ fees) related to a third-party claim or proceeding arising out of: (i) the work the Contractor has done under this Contract; (ii) a breach by the Contractor of its obligations under this Contract; or (iii) a breach by the Contractor of the promises it is making in Section 5 (Representations).

10.3 Contractor Indemnity. In this Contract, the Client agrees to indemnify the Contractor (and its affiliates and their directors, officers, employees, and agents) from and against liabilities, losses, damages, and expenses (including reasonable attorneys’ fees) related to a third-party claim or proceeding arising out of a breach by the Client of its obligations under this Contract.

11. GENERAL.

11.1 Assignment. This Contract applies only to the Client and the Contractor. The Contractor cannot assign its rights or delegate its obligations under this Contract to a third-party (other than by will or intestate), without first receiving the Client’s written permission. In contrast, the Client may assign its rights and delegate its obligations under this Contract without the Contractor's permission. This is necessary in case, for example, another Client buys out the Client or if the Client decides to sell the work product that results from this Contract.

11.2 Arbitration. As the exclusive means of initiating adversarial proceedings to resolve any dispute arising under this Contract, a party may demand that the dispute be resolved by arbitration administered by the American Arbitration Association in accordance with its commercial arbitration rules.

11.3 Modification; Waiver. To change anything in this Contract, the Client and the Contractor must agree to that change in writing and sign a document showing their contract. Neither party can waive its rights under this Contract or release the other party from its obligations under this Contract, unless the waiving party acknowledges it is doing so in writing and signs a document that says so.

11.4 Notices.

(a) Over the course of this Contract, one party may need to send a notice to the other party. For the notice to be valid, it must be in writing and delivered in one of the following ways: personal delivery, email, or certified or registered mail (postage prepaid, return receipt requested). The notice must be delivered to the party’s address listed at the end of this Contract or to another address that the party has provided in writing as an appropriate address to receive notice.

(b) The timing of when a notice is received can be very important. To avoid confusion, a valid notice is considered received as follows: (i) if delivered personally, it is considered received immediately; (ii) if delivered by email, it is considered received upon acknowledgement of receipt; (iii) if delivered by registered or certified mail (postage prepaid, return receipt requested), it is considered received upon receipt as indicated by the date on the signed receipt. If a party refuses to accept notice or if notice cannot be delivered because of a change in address for which no notice was given, then it is considered received when the notice is rejected or unable to be delivered. If the notice is received after 5:00pm on a business day at the location specified in the address for that party, or on a day that is not a business day, then the notice is considered received at 9:00am on the next business day.

11.5 Severability. This section deals with what happens if a portion of the Contract is found to be unenforceable. If that’s the case, the unenforceable portion will be changed to the minimum extent necessary to make it enforceable, unless that change is not permitted by law, in which case the portion will be disregarded. If any portion of the Contract is changed or disregarded because it is unenforceable, the rest of the Contract is still enforceable.

11.6 Signatures. The Client and the Contractor must sign this document using Bonsai’s e-signing system. These electronic signatures count as originals for all purposes.

11.7 Governing Law. The laws of the state of California govern the rights and obligations of the Client and the Contractor under this Contract, without regard to conflict of law principles of that state.

11.8 Entire Contract. This Contract represents the parties’ final and complete understanding of this job and the subject matter discussed in this Contract. This Contract supersedes all other contracts (both written and oral) between the parties.

THE PARTIES HERETO AGREE TO THE FOREGOING AS EVIDENCED BY THEIR SIGNATURES BELOW.

Contractor
First Name
Last Name
Acme LLC.
Client
First Name
Last Name
Corporation Corp.