Independent Contractor Agreement Template
An independent contractor agreement sets out the terms on which a self-employed contractor provides services to a principal. Use our free New Zealand template to document scope, fees, intellectual property, and the true contractor relationship under the Employment Relations Act 2000 and IRD rules.
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The Contractor shall perform the Services in a professional and workmanlike manner consistent with industry standards applicable in New Zealand. The Contractor shall determine the manner and means of performing the Services, subject to the Client's requirements as to the results of the Services.
What Is an Independent Contractor Agreement?
An independent contractor agreement, sometimes called a consultancy agreement or services agreement, is a contract under which a principal engages a contractor who is self-employed rather than an employee. The contractor operates their own business, invoices for services rendered, manages their own tax obligations, and bears the commercial risk of how the work is performed.
In New Zealand, whether a worker is an employee or an independent contractor is determined by the "real nature of the relationship" test in section 6 of the Employment Relations Authority Act — with the Supreme Court’s decision in Bryson v Three Foot Six Ltd [2005] NZSC 34 and the Court of Appeal’s decisions in the Leota and Barry v C I Builders cases refining the factors. Key indicators include control, integration, intention of the parties, the fundamental test of working on one’s own account, and economic reality.
A properly drafted contractor agreement protects both parties: it clarifies scope and price, allocates risk, deals with confidentiality and intellectual property, and helps demonstrate the genuine contractor nature of the relationship. Getting this right matters because if a worker is later found to be an employee, the principal can be liable for unpaid holiday pay under the Holidays Act 2003, KiwiSaver contributions, and personal grievance remedies under the Employment Relations Act 2000.
What's Covered in This Template
Our contractor agreement covers every clause needed for a genuine New Zealand independent contractor engagement.
Parties and Status
Identification of principal and contractor (including NZBN where held) and a declaration that the contractor is self-employed.
Scope of Services
Detailed description of the services to be performed, deliverables, and any specific milestones.
Term and Termination
Fixed-term or rolling engagement with termination for convenience, breach, or insolvency.
Fees, Invoicing and GST
Day rate, fixed fee or milestone payments, GST treatment, and invoicing cycle under the Goods and Services Tax Act 1985.
Tax and Schedular Payments
Acknowledgement that the contractor is responsible for income tax and that schedular payment rules may apply under the Income Tax Act 2007.
Intellectual Property Assignment
Assignment to the principal of deliverables created during the engagement, with a carve-out for pre-existing IP.
Confidentiality
Obligation to protect the principal’s confidential information during and after the engagement.
Privacy Act 2020 Compliance
Handling of any personal information in line with the 13 Information Privacy Principles.
Insurance and Indemnity
Requirement to hold public liability and professional indemnity insurance and mutual indemnities.
Health and Safety
Obligations under the Health and Safety at Work Act 2015, recognising the contractor as a PCBU in their own right.
Restraint of Trade
Reasonable non-competition and non-solicitation limits where a legitimate interest exists.
Dispute Resolution
Escalation, mediation, and the jurisdiction of the District Court or High Court for any unresolved disputes.
How to Create a Contractor Agreement
Complete the short form and generate a tailored contractor agreement in minutes.
- 1
Enter Party Details
Provide the principal and contractor’s names, NZBNs, and contact details.
- 2
Describe the Services
Set out the scope of work, deliverables, location, and any performance standards or KPIs.
- 3
Set Fees and Invoicing
Choose the fee structure (day rate, fixed fee, milestone), invoicing cycle, and GST treatment.
- 4
Configure IP and Confidentiality
Decide who owns the work product, how pre-existing IP is treated, and the scope of confidentiality.
- 5
Review and Download
Check the restraint, insurance, and termination terms, then download the agreement as a PDF ready to sign.
Legal Considerations
Independent contractor engagements have tax, employment, and health-and-safety implications unique to New Zealand.
This template is for informational purposes only and does not constitute legal or tax advice. If there is any doubt about the nature of the relationship, take advice from a New Zealand employment lawyer.
Reviewed for New Zealand law
Employee vs Contractor Classification
Section 6 of the Employment Relations Act 2000 requires the Employment Relations Authority or Employment Court to determine the real nature of the relationship, regardless of how the parties labelled it. In Bryson v Three Foot Six Ltd [2005] NZSC 34, the Supreme Court confirmed that the label "contractor" is not conclusive; the totality of the relationship governs. Recent decisions such as Leota v Parcel Express Ltd [2020] NZEmpC 61 have re-emphasised that lower-bargaining-power workers will often be found to be employees despite contractor documentation.
Schedular Payments and Tax
Certain contractor services (listed in Schedule 4 of the Income Tax Act 2007) are subject to schedular payment withholding. Contractors can also elect a 0% rate where they hold a Certificate of Exemption, or can choose a voluntary withholding rate. Both parties should confirm the correct rate with Inland Revenue and ensure GST treatment (where applicable) is set out in the agreement.
Health and Safety Duties
Under the Health and Safety at Work Act 2015, both the principal and the contractor may be PCBUs (Persons Conducting a Business or Undertaking) with overlapping duties. Section 34 requires PCBUs with overlapping duties to consult, cooperate, and coordinate activities to ensure the health and safety of workers. The agreement should acknowledge this and allocate practical responsibilities.
Intellectual Property Default Position
Absent a written assignment, the default position under the Copyright Act 1994 is that the author (the contractor) owns copyright in works they create, subject to the commissioned works rule in section 21(3). To ensure the principal owns deliverables, an express assignment (supported by consideration) should be included in the agreement, along with a waiver of moral rights where appropriate.
Frequently Asked Questions
Engage Contractors the Right Way
Create a clear, compliant New Zealand independent contractor agreement in minutes. Protect both parties and reduce misclassification risk.
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