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PLAYBOOK TEMPLATES

Independent Contractor Agreement

An Independent Contractor Agreement defines engagement terms for non-employee service providers. This playbook guides drafting on scope of work, ownership of deliverables, and classification risk mitigation.

Scope of Work

Why This Matters: A well-defined scope reduces the risk of disputes over deliverables, prevents scope creep, and safeguards the company against unplanned costs or unmet obligations.

Negotiation strategy

If you're the Company:

Ensure the scope of work is comprehensive and aligns with the company's objectives. Include detailed descriptions of services and deliverables to avoid ambiguity.

If you're the Contractor:

Negotiate for clear performance standards and acceptance criteria. Ensure that the scope allows for flexibility in service delivery while meeting the client's needs.

Essential elements

1

Description of Services

Detailed service outline.
2

Deliverables

List of required outputs.
3

Performance Standards

Quality and execution benchmarks.

Action framework

ACCEPT

Propose edits if the scope lacks clarity or detail, ensuring all elements are covered.

EDIT

Reject if the scope is too vague or does not align with business objectives.

ADD

Add language for missing elements like milestones or change management.

PRO TIP

Always ensure the scope of work is aligned with both parties' expectations to prevent future disputes.

Example clauses

FAVORABLE

Comprehensive Scope of Work

"The Consultant shall provide the following services: [detailed description of services]. The services shall be performed in accordance with the specifications and standards set forth in this Agreement."
NEUTRAL

Basic Scope Outline

"The Consultant will perform services as agreed upon in the contract."
UNFAVORABLE

Vague Scope Description

"The Consultant will provide necessary services as needed."

Fallbacks

High-Risk Projects

In high-risk projects, ensure the scope includes detailed risk management and contingency plans to address potential issues.

International Engagements

For international projects, include considerations for cross-border regulations and cultural differences in the scope.

Long-Term Contracts

In long-term contracts, incorporate periodic reviews and updates to the scope to adapt to changing needs and conditions.
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