This agreement ("Agreement") is entered into as of [Date], by and between [Client Name] ("Client") and [Contractor Name] ("Contractor").

1. Services

The Contractor agrees to provide certain services ("Services") to the Client as outlined in Exhibit A attached hereto and incorporated herein by reference.

2. Scope of Work

The Services shall include [Description of Services to be provided by Contractor].

3. Compensation

In consideration for the Services provided by the Contractor, the Client agrees to pay the Contractor a total fee of [Total Amount] as outlined in Exhibit A.

4. Payment Terms

Payment shall be made as follows:

  • [Specify Payment Schedule, e.g., 50% upon signing of this Agreement and 50% upon completion of Services]
  • Payment shall be made by [Payment Method, e.g., check, bank transfer, etc.]

5. Ownership of Work Product

All work product, deliverables, and materials created or developed by the Contractor in connection with the Services ("Work Product") shall be considered "works made for hire" as defined under the copyright laws of the United States and Canada. The Client shall be the sole and exclusive owner of all right, title, and interest in and to the Work Product, including all intellectual property rights therein.

6. Confidentiality

The Contractor agrees to keep confidential all information provided by the Client and shall not disclose such information to any third party without the Client's prior written consent.

7. Independent Contractor Status

The Contractor acknowledges and agrees that they are an independent contractor and not an employee, partner, or agent of the Client. The Contractor shall be solely responsible for payment of all taxes, including income taxes, and shall not be entitled to any employee benefits from the Client.

8. Term and Termination

This Agreement shall commence on the Effective Date and shall continue until the completion of the Services unless earlier terminated as provided herein. Either party may terminate this Agreement upon written notice to the other party in the event of a material breach of this Agreement by the other party.

9. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of [State/Province], without regard to its conflicts of law provisions.

10. Entire Agreement

This Agreement constitutes the entire understanding between the parties concerning the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral.

11. Signatures

By signing below, the parties acknowledge that they have read, understood, and agree to be bound by the terms and conditions of this Agreement.

Client Signature: ________________________ Date: ______________

Contractor Signature: ________________________ Date: ______________