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Independent Subcontractor Agreement Template for India

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Key Requirements PROMPT example:

Independent Subcontractor Agreement

"I need an Independent Subcontractor Agreement under Indian law for a software development contractor who will be working remotely on our AI project from March 2025, with specific provisions for code ownership and data protection."

Document background
The Independent Subcontractor Agreement is essential for businesses operating in India that engage external service providers for specific projects or ongoing services. This document is crucial in today's dynamic business environment where companies increasingly rely on specialized contractors rather than permanent employees. The agreement should be used when engaging any independent contractor, consultant, or freelance professional to perform services while maintaining their independent status. It includes comprehensive provisions covering service scope, payment terms, intellectual property rights, confidentiality, and liability, all aligned with Indian legal requirements. The document ensures compliance with Indian contract law, tax regulations, and other relevant legislation while protecting both parties' interests. It's particularly important in distinguishing the contractor relationship from employment, helping avoid potential misclassification issues under Indian labor laws.
Suggested Sections

1. Parties: Identifies the contracting parties - the company/client and the subcontractor, including full legal names and addresses

2. Background: Explains the context of the agreement and the parties' intention to enter into a subcontractor relationship

3. Definitions: Defines key terms used throughout the agreement

4. Scope of Services: Detailed description of the services to be provided by the subcontractor

5. Term and Termination: Duration of the agreement and conditions for termination

6. Payment Terms: Compensation, payment schedule, expenses, and invoicing procedures

7. Independent Contractor Status: Clearly establishes the relationship as independent contracting, not employment

8. Confidentiality: Obligations regarding confidential information and trade secrets

9. Intellectual Property Rights: Ownership and rights to work product created during the engagement

10. Representations and Warranties: Promises and guarantees made by both parties

11. Indemnification: Protection against losses caused by breach or negligence

12. Limitation of Liability: Limits on parties' liability under the agreement

13. General Provisions: Standard clauses including notices, amendments, governing law, etc.

Optional Sections

1. Non-Compete: Restrictions on working with competitors - include when protecting market position is crucial

2. Insurance: Insurance requirements - include when services involve significant risks or regulatory requirements

3. Data Protection: Specific data handling requirements - include when personal or sensitive data is involved

4. Equipment and Resources: Provisions regarding tools and resources - include when specific equipment or software is required

5. Performance Metrics: Specific performance standards - include when quantifiable deliverables are crucial

6. Subcontracting: Rights to subcontract work - include when delegation might be necessary

7. Force Majeure: Provisions for unforeseen circumstances - include when long-term or critical services are involved

8. Training Requirements: Specific training or certification needs - include when specialized skills are required

Suggested Schedules

1. Schedule A - Scope of Work: Detailed breakdown of services, deliverables, and timelines

2. Schedule B - Fee Schedule: Detailed payment terms, rates, and payment milestones

3. Schedule C - Service Levels: Performance standards and metrics for service delivery

4. Schedule D - Approved Subcontractors: List of pre-approved subcontractors if applicable

5. Appendix 1 - Confidential Information: Specific details of confidential information covered

6. Appendix 2 - Required Insurance: Detailed insurance requirements and coverage limits

7. Appendix 3 - Equipment List: List of any equipment or resources provided by either party

8. Appendix 4 - Compliance Requirements: Specific regulatory or compliance requirements applicable to the services

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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Relevant Industries

Information Technology

Professional Services

Construction

Manufacturing

Healthcare

Education

Media and Entertainment

Financial Services

Telecommunications

Real Estate

Engineering

Marketing and Advertising

Research and Development

Creative Industries

Management Consulting

Relevant Teams

Legal

Human Resources

Procurement

Operations

Finance

Administration

Compliance

Risk Management

Project Management Office

Business Development

Relevant Roles

Legal Counsel

HR Manager

Procurement Manager

Project Manager

Operations Director

Finance Manager

Contracts Administrator

Business Development Manager

Department Head

Chief Operating Officer

Chief Financial Officer

General Counsel

HR Director

Procurement Director

Company Secretary

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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