I built this generator to create IRS-compliant independent contractor agreements with proper classification language, intellectual property assignment, confidentiality protections, and flexible payment structures for hourly, fixed-fee, retainer, and milestone-based engagements.
This generator produces a comprehensive independent contractor agreement that addresses the key legal issues in any contractor engagement: proper worker classification, intellectual property ownership, confidentiality, payment terms, and termination provisions. The agreement is designed to reinforce independent contractor status under both IRS and state worker classification tests.
Misclassifying an employee as an independent contractor can result in significant penalties, including back taxes, overtime pay, benefits, and statutory damages. The IRS, DOL, and state agencies actively audit contractor classifications. This generator includes explicit language addressing behavioral control, financial control, and relationship factors â the three key areas the IRS examines when evaluating worker status.
Unlike employees, independent contractors generally own the intellectual property they create unless there is a written assignment. The Copyright Act's "work made for hire" doctrine has narrow application to contractor work. This agreement includes a clear IP assignment clause, moral rights waiver, and provisions for pre-existing materials to ensure proper ownership transfer.
Some states impose stricter classification tests. California's ABC test (AB5) presumes workers are employees. Massachusetts, New Jersey, and Illinois have similar stringent tests. Non-compete clauses are unenforceable in California and several other states. This generator allows you to customize provisions based on your jurisdiction.