Draft an independent contractor agreement — or know exactly what one asks of you.

Hiring a contractor? Describe the work in plain English and Initialed drafts the agreement. Been sent one by a client? Upload it and Initialed flags the clauses that can cost you — IP, indemnity, non-competes, payment — in plain English, in about two minutes. Ask it anything along the way.

Draft a contract, or add one to review.

Describe the agreement you need in plain English, or drop a PDF or Word file. Free to start.

Top risks free No credit card PDF or Word · ~2 min

independent-contractor-agreement.pdf

Reviewed

HighUncapped indemnity — you cover the client for “any and all claims”

Suggested redline

Contractor shall indemnify Client against any and all claims arising out of or relating to this Agreement Contractor shall indemnify Client only for third-party claims caused by Contractor’s negligence or willful misconduct, capped at the fees paid under this Agreement

HighAll IP assigned to client — including tools and templates you owned before

MediumNon-compete bars work for anyone in the client’s industry for 12 months

MediumClient sets your hours and requires its own equipment — reads like employment

LowNet-45 payment, and invoices are only payable once the client “approves” them

Illustrative results with suggested redlines — your review reflects your actual contract.

6 clauses

where contractors most often take on hidden risk

~2 min

to see what the agreement asks of you

Plain English

understand the agreement without the legalese

Draft, review, or ask questions — on any contract

Initialed is one place for the whole contract: write a new one from a plain-English description, pressure-test one you’ve been sent, and ask it anything in between.

Draft it

Describe what you need in plain English and Initialed writes a first draft — with placeholders where your details go, and the clauses your jurisdiction expects.

Review it

Upload one you’ve been sent and get risk-scored findings with suggested redlines you can accept in a click — in about two minutes.

Ask about it

Chat with the contract in plain English — “what am I agreeing to?”, “what’s missing?”, “is this clause normal?” — and get grounded answers.

What Initialed checks in your contractor agreement

An independent contractor agreement should treat you like an independent business — not an employee without the benefits, and not an insurer for the client. These are the clauses that decide that, in plain English, with what to ask for instead.

Control & independence

Labels don’t decide classification — how the work is controlled matters, and the rules vary by state. We flag terms that read like employment: set hours, required tools, exclusivity, open-ended duties.

We flag: client sets hours or location · must use client equipment · “other duties as assigned”

Payment, invoicing & expenses

We flag long payment windows, invoices that only become payable after a vague “approval,” missing late fees, and expenses you’re expected to absorb.

We flag: net-45/60/90 · payable “upon approval” · no late fee · expenses not reimbursable

IP & pre-existing materials

We flag assignments that sweep in tools, code, templates, or know-how you built before the engagement, and IP that transfers before you’re paid in full.

We flag: assigns “all work product” with no carve-out · IP transfers before payment

Non-compete & non-solicit

We flag restrictions broad enough to keep you from working in your own field, or from taking work from people you met through the client.

We flag: industry-wide non-compete · long post-term restriction · non-solicit of “any client”

Indemnity, insurance & liability

We flag uncapped, one-way indemnities and insurance requirements out of proportion to the job — the terms that make you the client’s insurer.

We flag: “any and all claims” · no liability cap · one-sided indemnity · high coverage minimums

Termination & final payment

We flag clauses that let the client end the engagement at any time without paying for work already done, or withhold final payment on exit.

We flag: termination without notice · pay only for “accepted” work · final invoice forfeited

Walk into any negotiation — or lawyer call — prepared.

Every flag comes with what to ask for instead — so you can push back with specifics, not a hunch.

Already signed?

You signed. Now the client’s treating it differently.

A payment’s late, the client is claiming IP you built before the engagement, or a non-compete is suddenly standing between you and your next client. Upload the signed agreement and Initialed explains — in plain English — exactly what you agreed to, which clauses can still bite, and whether this is worth taking to a lawyer.

We’re not a law firm and we don’t give legal advice. We’re the fast first step that tells you where you stand — so if you do call a lawyer, you arrive knowing exactly what to ask.

When it’s worth calling a lawyer

The client controls your work like an employer but pays you as a contractor
A non-compete or non-solicit could stop you working in your field
You’re being asked to hand over IP you created before the engagement
The client is withholding payment or threatening a claim against you

Initialed helps you recognize these fast and organize the facts — then you decide whether to bring in counsel.

How it works

STEP 1

Upload your contract

Drop in the PDF or Word file — one you’re about to sign, or one you already did. Tell us which side you’re on.

STEP 2

We review it, side-aware

Initialed reads the whole document and checks it against a protection checklist — the same rigorous pass every time.

STEP 3

Get ranked red flags

See the clauses working against you, ranked by impact — with what to ask for, or what to raise with a lawyer.

Frequently asked

Does calling someone an independent contractor make them one?

No. The label in the agreement doesn’t decide classification on its own — how the work is actually controlled matters, and the rules vary by state. Initialed flags terms that read like employment, such as set hours or required equipment, so you can raise them or take them to a lawyer.

Can I negotiate an independent contractor agreement?

Usually, yes — especially payment timing, IP carve-outs for your pre-existing work, the scope of any non-compete, and caps on indemnity. Initialed pairs every flag with what to ask for instead, so your counter is specific and reasonable.

I already signed — can this still help?

Yes. Upload the signed agreement and Initialed explains, in plain English, exactly what you agreed to and which clauses can still affect you — so you know where you stand and whether it’s worth taking to a lawyer.

Before you sign — or after you already did.

Upload your independent contractor agreement and see what it asks of you — IP, indemnity, non-competes, payment — in about two minutes. Your first credit is free.

Read before you sign

IP ownership & work-for-hire
Who owns the work you were hired to create, and when it transfers — why it should hinge on final payment, and how work-for-hire changes it.