Independent Contractor Agreement Template

This Independent Contractor Agreement (the “Agreement”) is entered into as of October 10, 2026 (the “Effective Date”) between:

Client: Brazos Ridge Builders LLC, a Texas limited liability company
Address: 2400 Cedar Bend Drive, Suite 210, Austin, Texas 78758

Contractor: Lone Star Takeoff & Drafting LLC, a Texas limited liability company
Address: 915 West Mesquite Lane, Round Rock, Texas 78664

Client and Contractor are each a “party” and together the “parties.” The parties agree as follows.

1. Services

Contractor will perform the following services for Client: quantity takeoffs, construction cost estimates and CAD drafting for Client’s residential remodeling projects, as requested by Client from time to time (the “Services”). Contractor will deliver quantity takeoffs and cost estimates in Client’s spreadsheet format, and permit-set drawings in PDF and DWG format (the “Deliverables”).

Contractor will perform the Services in a professional and workmanlike manner and in compliance with applicable law, and will obtain at its own expense any licenses or permits it needs to perform them. Work outside the scope of the Services requires a written amendment signed by both parties.

2. Term

This Agreement begins on October 17, 2026 and continues until April 16, 2027, unless the parties extend it in writing or it is terminated earlier under Section 12 (the “Term”).

3. Compensation

Client will pay Contractor $85.00 per hour for time actually spent performing the Services. The parties estimate that the Services will require 120 hours, for an estimated total fee of $10,200.00.

Contractor will not exceed the estimated total fee without Client’s prior written approval and will notify Client promptly if it expects the Services to require more hours than estimated. Client is not obligated to pay for hours in excess of the estimate that it has not approved in writing.

4. Invoicing and Payment

Contractor will invoice Client monthly for Services performed, showing the dates worked, the hours spent and a brief description of the work, together with any reimbursable expenses. Client will pay each invoice within 30 days after receiving it. If Client disputes any part of an invoice in good faith, it will notify Contractor in writing within that period and pay the undisputed portion on time.

5. Expenses

Contractor is responsible for its own costs of doing business, including tools, equipment, software, vehicles and office space. Client will reimburse reasonable out-of-pocket expenses that Contractor incurs specifically for the Services, at cost and supported by receipts, provided that any single expense over $250.00 has been approved by Client in writing in advance.

6. Independent Contractor Status

Contractor is an independent contractor, not an employee, partner, joint venturer or agent of Client. Contractor determines the manner, means, methods and schedule by which it performs the Services; Client’s interest is in the results. Contractor may perform services for other clients during the Term, provided that it complies with Section 8.

Contractor and its personnel are not eligible to participate in any of Client’s employee benefit plans or programs, such as health insurance, retirement plans or paid time off. Client will not withhold income taxes or Social Security or Medicare taxes from payments to Contractor. Contractor is solely responsible for all federal, state and local taxes on its compensation, including self-employment taxes, and for the wages, benefits, taxes and insurance of any personnel it engages.

Contractor will give Client a completed IRS Form W-9 before the first payment. Client will report payments to Contractor on IRS Form 1099-NEC where required by law. Contractor has no authority to enter into contracts or incur obligations on Client’s behalf.

7. Work Product and Intellectual Property

All Deliverables and other materials that Contractor creates for Client under this Agreement (the “Work Product”) belong to Client. To the extent permitted by law, the Work Product is a “work made for hire” as defined in the U.S. Copyright Act, 17 U.S.C. § 101. To the extent any Work Product is not a work made for hire, Contractor hereby assigns to Client all right, title and interest in it, including all copyrights and other intellectual property rights. Contractor will sign any further documents Client reasonably requests to confirm Client’s ownership.

Contractor keeps ownership of the tools, templates, know-how and materials it owned before this Agreement or develops independently of it (“Contractor Materials”). To the extent Contractor Materials are incorporated into the Work Product, Contractor grants Client a non-exclusive, perpetual, royalty-free license to use, copy and modify them as part of the Work Product.

8. Confidentiality

Contractor will keep confidential all non-public information that Client discloses to it or that it learns in performing the Services, including information about Client’s customers, projects, pricing and business plans (“Confidential Information”), and will use Confidential Information only to perform the Services. This obligation does not apply to information that is or becomes public through no fault of Contractor, that Contractor knew or developed independently, or that Contractor receives from a third party without a duty of confidentiality. Contractor may disclose Confidential Information when required by law, after giving Client prompt notice where legally permitted. When this Agreement ends, or earlier at Client’s request, Contractor will return or destroy Client’s Confidential Information.

Defend Trade Secrets Act notice. Under 18 U.S.C. § 1833(b), an individual will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that is made (a) in confidence to a federal, state or local government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law; or (b) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the individual’s attorney and use the trade secret information in the court proceeding if the individual files any document containing the trade secret under seal and does not disclose the trade secret except pursuant to court order. Nothing in this Agreement prohibits Contractor from reporting a possible violation of law to a government agency.

9. Non-Solicitation

During the Term and for 12 months after it ends, neither party will, directly or through others, solicit for employment or engagement any employee of the other party with whom it had contact in connection with the Services. General advertisements that are not targeted at those employees do not breach this Section. This Section applies only to the extent permitted by applicable law.

10. Insurance

During the Term, Contractor will maintain at its own expense commercial general liability insurance with limits of not less than $1,000,000 per occurrence, and workers’ compensation insurance as required by the law of the state where Contractor’s personnel perform the Services. Contractor will provide certificates of insurance on Client’s request.

11. Indemnification

Contractor will defend, indemnify and hold harmless Client and its officers, employees and agents from and against all claims by third parties, including government authorities, and the resulting losses and expenses, including reasonable attorneys’ fees, to the extent arising from (a) the negligence or willful misconduct of Contractor or its personnel, (b) Contractor’s breach of this Agreement, or (c) any taxes, wages, benefits or other amounts owed by Contractor to any government authority or to its own personnel.

12. Termination

Either party may terminate this Agreement for any reason by giving the other party at least 14 days’ written notice. Either party may terminate this Agreement immediately by written notice if the other party materially breaches it and does not cure the breach within 10 days after receiving written notice of it.

When this Agreement ends, Contractor will deliver to Client all completed and in-progress Work Product, and Client will pay Contractor for Services performed and approved expenses incurred through the effective date of termination. Sections 6, 7, 8, 9, 11 and 13 survive the end of this Agreement.

13. Governing Law and General Provisions

This Agreement is governed by the laws of the State of Texas, without regard to its conflict-of-laws rules.

This Agreement is the entire agreement between the parties about its subject matter and supersedes all prior discussions and agreements about it. It may be amended only in a writing signed by both parties. Contractor may not assign this Agreement or subcontract the Services without Client’s prior written consent. If any provision is held unenforceable, the remaining provisions remain in effect. Notices must be in writing and delivered to the addresses stated above or to another address a party designates by notice. This Agreement may be signed in counterparts, including counterparts delivered electronically, each of which is an original.

Signatures

The parties have signed this Agreement as of the Effective Date.

CLIENT: Brazos Ridge Builders LLC

______________________________
Daniel Whitaker, Managing Member
Date: ____________________

CONTRACTOR: Lone Star Takeoff & Drafting LLC

______________________________
Rachel Nguyen, Manager
Date: ____________________