Contractor Agreement Template for Philippines

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Key Requirements PROMPT example:

Contractor Agreement

"I need a Contractor Agreement for hiring a software developer based in Manila for a 6-month project starting January 2025, with specific provisions for remote work and code ownership."

Document background
The Contractor Agreement is a crucial legal document used in the Philippines when engaging independent contractors for specific projects or services. It serves as the primary instrument for defining the business relationship between the contracting company and the independent contractor, carefully structured to comply with Philippine labor laws, particularly the Labor Code and Department Order No. 174-17. The agreement is essential for businesses seeking to engage professional services without creating an employer-employee relationship, while ensuring proper documentation for tax and social security purposes. It includes comprehensive provisions covering service scope, compensation, intellectual property rights, confidentiality, and termination terms, tailored to meet both parties' needs while maintaining compliance with local regulations. This document is particularly relevant in today's growing gig economy and project-based business environment in the Philippines.
Suggested Sections

1. Parties: Identifies the contracting parties - the company/client and the contractor, including their complete legal names and addresses

2. Background: Outlines the context of the agreement, including the contractor's expertise and the company's need for services

3. Definitions: Defines key terms used throughout the agreement for clarity and consistency

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

5. Term and Termination: Duration of the agreement, renewal terms, and conditions for termination by either party

6. Compensation and Payment Terms: Fee structure, payment schedule, expenses, and invoicing requirements

7. Independent Contractor Status: Explicit declaration of independent contractor relationship and disclaimer of employment relationship

8. Contractor's Obligations: Key responsibilities, performance standards, and delivery requirements

9. Client's Obligations: Client's responsibilities including provision of necessary information and resources

10. Intellectual Property Rights: Ownership and rights to work products, pre-existing IP, and related matters

11. Confidentiality: Protection of confidential information and trade secrets

12. Representations and Warranties: Contractor's confirmations regarding capacity, expertise, and legal right to provide services

13. Indemnification: Mutual or one-way indemnification obligations for various risks

14. General Provisions: Standard clauses including notices, amendments, governing law, and dispute resolution

Optional Sections

1. Non-Compete: Restrictions on competing activities during and after the agreement term - optional based on nature of services and industry

2. Insurance: Requirements for professional liability or other insurance coverage - relevant for high-risk services

3. Equipment and Resources: Provisions regarding tools and resources - needed if specific equipment arrangements exist

4. Data Protection: Detailed data privacy obligations - required if personal data processing is involved

5. Force Majeure: Provisions for unforeseen circumstances - particularly relevant post-COVID

6. Anti-Corruption: Compliance with anti-corruption laws - important for government-related work or regulated industries

7. Subcontracting: Terms for engaging subcontractors - needed if subcontracting is permitted

8. Performance Metrics: Specific KPIs and performance standards - useful for complex or long-term engagements

Suggested Schedules

1. Schedule A - Services Description: Detailed scope of work, deliverables, and technical specifications

2. Schedule B - Fee Schedule: Detailed breakdown of fees, rates, and payment milestones

3. Schedule C - Service Levels: Performance standards, metrics, and quality requirements

4. Schedule D - Client Materials: List of materials, information, or resources to be provided by the client

5. Appendix 1 - Project Timeline: Detailed project schedule and milestones

6. Appendix 2 - Compliance Requirements: Specific regulatory or industry compliance requirements

7. Appendix 3 - Required Qualifications: List of required certifications, licenses, or qualifications

Authors

Alex Denne

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

Clauses
Relevant Industries

Information Technology

Construction

Professional Services

Healthcare

Education

Creative Industries

Manufacturing

Real Estate

Financial Services

Consulting

Digital Marketing

Engineering

Telecommunications

Business Process Outsourcing

Research and Development

Relevant Teams

Legal

Human Resources

Procurement

Operations

Finance

Information Technology

Project Management

Research and Development

Business Development

Compliance

Administrative

Facilities Management

Relevant Roles

Chief Executive Officer

Human Resources Director

Legal Counsel

Procurement Manager

Project Manager

Operations Director

Finance Manager

Department Head

IT Director

Creative Director

Freelance Consultant

Independent Developer

Contract Engineer

External Advisor

Facilities Manager

Research Consultant

Technical Specialist

Business Development Manager

Industries
Civil Code of the Philippines (Republic Act No. 386): Provides the fundamental rules on contracts, obligations, and other civil law matters that affect contractor agreements, including provisions on contract formation, validity, and enforcement
Labor Code of the Philippines (Presidential Decree No. 442): Contains provisions on independent contractors and job contracting, helping distinguish legitimate contractors from employment relationships, particularly Article 106 on contractor arrangements
Department Order No. 174-17: DOLE guidelines on contracting and subcontracting, defining legitimate contracting and prohibited labor-only contracting arrangements
National Internal Revenue Code: Governs taxation of independent contractors, including registration requirements, payment of taxes, and filing obligations
Social Security Law (Republic Act No. 11199): Mandates social security coverage for self-employed individuals including independent contractors
Anti-Dummy Law (Commonwealth Act No. 108): Relevant if the contractor is a foreign national, restricting foreign participation in certain activities reserved for Filipino citizens or corporations
Data Privacy Act of 2012 (Republic Act No. 10173): Regulates the collection, processing, and storage of personal information, relevant for contractor data protection and confidentiality provisions
Intellectual Property Code (Republic Act No. 8293): Governs intellectual property rights and ownership of work products created during the contractor relationship
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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