This Acknowledgment of Independent Contractor Status agreement details an
independent contractor's services and rates for services, as well as includes provisions
related to tax implications and the contractor's status as an independent contractor.
This document contains both standard clauses as well as opportunities for
customization to ensure that the understandings of the parties are properly set forth. It is
useful for companies and small businesses that hire independent contractors to confirm
their status as an independent contractor, and this document serves that purpose.
ACKNOWLEDGEMENT OF INDEPENDENT CONTRACTOR STATUS
THIS ACKNOWLEDGEMENT OF INDEPENDENT CONTRACTOR STATUS
AGREEMENT (the “Agreement”) is made and entered into as of this ___ day of
____________, 20__ by and between ____________________ (the “Company”) and
___________________ (the “Independent Contractor” or “IC”).
WHEREAS, Company wishes to retain IC to perform certain services in the capacity of
WHEREAS, IC wishes to perform such services in exchange for the compensation
NOW THEREFORE, in consideration of the mutual promises, covenants, warranties, and
other good and valuable consideration as set forth herein, Company and IC hereby agree as
1. PURPOSE OF ENGAGEMENT: IC shall perform the following functions:
[Comment: DESCRIBE PURPOSE OF ENGAGEMENT AND FUNCTIONS TO
BE PERFORMED BY IC].
2. COMPENSATION: Company shall pay a fee to IC in the following manner:
[Comment: DESCRIBE IN DETAIL THE PAYMENT TERMS. IC SHOULD BE
PAID EITHER A COMMISSION, A CERTAIN RATE PER HOUR, OR
PIECEMEAL (BY UNIT OF PRODUCTION). IF YOU PAY AN IC BY SALARY,
IT IS LESS LIKELY THAT A COURT WILL DEEM THE IC AN
Company acknowledges that IC will not be paid a salary and is not entitled to any
medical, dental or vision, pension, retirement, or profit sharing plan or any other fringe
benefit that may accrue to Company employees.
3. RELATIONSHIP OF PARTIES: The relationship of the Parties is that of independent
contractors. Nothing contained in this Agreement and no action by either Party shall be
deemed to constitute any Party or any of such Party’s employees or agents to be an
employee or agent of the other Party or shall be deemed to create any partnership, joint
venture, association, syndicate among or between any of the Parties, or shall be deemed
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to confer on any Party any express or implied right, power, or authority to enter into any
agreement or commitment, express or implied, or to incur any obligation or liability on
behalf of the other Party.
A. Payment. IC is solely responsible for determination and payment of any taxes,
including but not limited to any federal, state, local or foreign taxes, and any sales or
use taxes, required to be collected or paid in connection with the transactions
contemplated by this Agreement and IC shall indemnify Company against any and all
B. Withholding. Company shall be entitled to deduct and withhold from any payments
pursuant to this Agreement in such amounts as may be required to be deducted or
withheld therefrom pursuant to any provision of federal, state, local, or foreign tax
law or any other applicable legal requirement. To the extent such amounts are so
deducted or withheld, such amounts shall be treated for all purposes under this
Agreement as having been paid to the person to whom such amounts would otherwise
have been paid.
C. Reporting. If IC is a U.S. taxpayer and receives payments from Company of ____
dollars ($__) or more in a tax year, Company will issue IC an Internal Revenue
Service (“IRS”) Form 1099 reporting such payments. If requested by Company, IC
must complete and return, via fax or mail, an IRS Form W-9 (Request for Taxpayer
Identification Number and Certification) as well. If IC receives payments from
Company of less than ____ dollars ($__) in a tax year, it is IC’s responsibility to
report such payments to the IRS.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed the
day and year first above written.
Print Name______________________ Print Name________________________
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