Contracts and Legal Documents

Contracts and legal documents record business relationships. That’s it. Regrettably, a lot of small business owners often view contracts as complicated documents written in legalese that get in the way of making the sale. Another concern is that contracts and legal documents chalked full of legalese often lead to one side feeling like the other is trying to get one over on them; breaking down trust at the exact point in the business relationship were the parties need to be building it.

By and large most small business relationships are pretty straight forward, which is why North Carolina Small Business Law writes straight forward and easy to understand contracts and legal documents. Contracts that are easy to understand facilitates sales rather than hinder them. When both parties can clearly understand their rights and responsibilities without a legal interpreter (i.e. a lawyer) they will feel they were treated more fairly in the relationship, which helps the parties build and maintain a great business relationship.

North Carolina Small Business Law writes contracts and legal documents for all of your small business needs from web agreement, leases, employment contracts, and NDAs for an affordable flat fee. For a full listing of North Carolina Small Business Laws Contract and Legal Document drafting services please call 336-221-4457.

Flat Fee Contract Review

Gaining an understanding of what you are signing is crucial to the success of any new business relationship. Whether you are signing a contract with your employer, a new vendor, or landlord, North Carolina Small Business Law can review your contract to help you decide whether to pursue the deal as is or negotiate for better terms.

North Carolina Small Business Law offers a Flat Fee Contract Review for $25 per page* (minimum $100 review fee) in which your contract will be reviewed by a North Carolina licensed attorney for:

  • Legal Risks
  • Financial and Business Risks
  • Inconsistencies and/or structural problems
  • Possible Negotiating Opportunities

North Carolina Small Business Law will convert your document to a Word document and provide comments within the document pertaining to the four categories above. In addition, a 30-minute consult with an attorney to discuss the contract after it has been reviewed is provided. 

Important Limitations:

North Carolina Small Business Law (the “Firm) employs attorneys licensed in the State of North Carolina. The Firm does not review contracts that rely on law from any other jurisdiction. If you submit a contract that relies on law outside of North Carolina your purchase will be cancelled and/or refunded in full. The Firm will also not provide any substantial editing of the contract, including but not limited to: revising the structure of the contract, adding or deleting clauses, or making changes that depend on the specifics of your industry or business model.

*“Page” means a standard 8-1/2″ x 11″ sheet with 1″ margins all around, standard spacing, and 10 to 12-point type size.  A page with larger sheets, smaller typefaces, or double-column composition may count as multiple pages. Discounted per page rates may apply for agreements in excess of 10 pages. North Carolina Small Business Law does not charge for pages with signature blocks only or standard “miscellaneous” or “general” paragraphs such as “This Agreement is intended to be the entire agreement of the parties and may only be amended by a writing signed by all parties hereto…”

Independent Contractor

Independent Contractor Agreements or Freelance Agreements provide important legal protection, establish roles and responsibilities, and outline the services to be performed. Regardless, of whether you are the contractor or the business hiring the contractor it is important to have a well drafted Independent Contractor Agreement in place to protect all of the parties and helps set a positive tone for the business relationship.

An Independent Contractor Agreement needs to provide as much protection as possible, while also clearly establishing the expectations of both parties. The exact language and sections included in your specific Independent Contractor Agreement will vary depending on your industry, client type, and jurisdiction. Your contract may be only a page long or potentially several pages long. However, every Independent Contractor Agreement should include several key sections.

  1. The contract must define the relationship of the parties. It is important to establish a contractor-client relationship early on to protect against employee misclassification issues. If the work status of one of the parties becomes an issue later in the relationship it can have serious tax and financial consequences for both parties involved.
  2. The contract needs to define the specific work to be done. This way the client and the contractor both understand the roles and responsibilities involved in the project. The contract should lay out all of the tasks and deliverables, so each party knows what to expect from the other and what the specific scope of the project is.
  3. This may seem obvious but the contract needs to include the specific cost or billing rate of the contractor. It also needs to clearly establish how and when the bills will be paid by the client, this is often referred to as the term of the contract. Talking numbers is sometimes a tricky subject for many independent contractors and their clients, but it is a conversation that must be had and written into the Independent Contractor Agreement.
  4. Most Independent Contractor Agreements have deadlines. The contract needs to define how long the business relationship will last. Even if the exact time frame of the relationship is unknown, the contract should include an approximate timeline or an annual review of the contractor-client relationship. The contract should also lay out what constitutes a successful completion of the project.
  5. Every contract needs an escape hatch. Also, referred to as the termination clause. This clause outlines the rights of the parties to cancel the contract if certain conditions are present. For instance, if one party has fallen behind on their bills or breached the contract in some other way.

North Carolina Small Business Law offers two options for Independent Contractor Agreements.

Custom Independent Contractor Agreement - $495

  • Drafted specifically for your business or industry
  • 1 Hour of Consultation

Basic Template Independent Contractor Agreement - $195

  • Standard Template Independent Contractor Agreement.
  • Instruction Guide in how to fill out the template
  • 30 Minutes of Consultation

Common Independent Contractor Agreement Questions

What is the difference between employing a person and engaging them as an independent contractor?

Employing someone involves placing them on your payroll. The business owner will pay the individual an hourly rate, salary, commission or some combination of those three pay methods. All the income earned by the employee is subject to federal, state, and local taxes, which the employer withholds from the employee’s paycheck. All income earned during the calendar/tax year is reported to the employee and to the federal government by the employer on the form W-2.

Unlike an employee an independent contractor is self-employed. The Independent Contractor Agreement the business owner enters into with the independent contractor provide services to a client in exchange for an agreed upon fee (lump sum, hourly, weekly, monthly, etc.), which may include some form of commission. Independent contractors are not placed on an employer’s payroll; instead, the independent contractor invoices the client for work performed and the client pays the independent contractor through Accounts Payable. The client does not withhold federal, state, and local taxes from the payment, and the independent contractor is responsible for satisfying all tax obligations. All income earned during the course of a calendar/tax year is reported to the independent contractor and to the federal government by the client on form 1099. The independent contractor is responsible to the employer for the end “product” but determines his/her own work methods. Most organizations are careful to distinguish independent contractors from employees. The federal government has adopted common law principles to determine an independent contractor relationship for federal income tax purposes. (Please refer to the checklist at the end, which can be used to assist in determining if someone is an employee or an independent contractor.) You should also be aware that courts in different jurisdictions may apply different tests for making the determination.

What are my IRS obligations if I hire an independent contractor?

If the person you are contracting to do work for you is a self-employed person you will need to have them complete a Form W-9 and you'll need to fill out a 1099-MISC, both forms can easily be downloaded from the IRS website. The W-9 is to gather their contact information and tax identification number. The 1099-MISC is how they report income on their individual income tax return. You are required to do this if you pay them more than $600 within a year. To satisfy your IRS obligation, you'll have to send the completed 1099 Form to the IRS and the contract worker before January 31st of the following year.

For added IRS protection, you'll want to keep for your record documents that can prove the person was a contract worker and not an employee. The burden of proof is on you to prove this, the IRS usually will assume the person was an employee unless you can prove otherwise. If you get audited you'll want on hand the freelance contract, a list of the contractor's qualifications, and all invoices and proof of payments. If you are unsure whether the contractor you are working with would qualify as an employee or independent contractor to the IRS, you can make a request for determination by filing a Form SS-8.

Employment Agreement

Sales Agreement

Operating Agreement (Sole-Member)

Operating Agreement (Multi-Member, Manager Managed)

Operating Agreement (Multi-Member, Member Managed)

Bylaws (for C-Corps & S-Corps)

Bylaws (501(c)(3) Non-Profit

Partnership Separation Agreement

General Release & Waiver

General Settlement Agreement

Asset Purchase Agreement

Membership / Shareholder Purchase Agreement

Bill of Sale (Asset Purchase)

Non-Disclosure Agreement (NDA)

An NDA is exactly what its name implies. A legally binding contract in which a person or business promises not to disclose your companies trade secrets. Unlike other contracts, North Carolina law requires NDAs to be narrowly written to serve a legitimate business interest and adhere to North Carolina’s statutory definition of a “Trade Secret.” Thus, an NDA that is drafted too broadly can invalidate the agreement and leave a business vulnerable to a vengeful employee or unethical vendor.

North Carolina Small Business Law works with businesses and individuals to draft strong NDAs that protect their intellectual property. A well drafted NDA is a great tool to prevent your trade secrets from getting into the hands of your competitors. To discuss the benefits of an NDA or protecting your Trade Secrets give Attorney Jeffrey Bloomfield a call at 316-221-4457 or email him at Jeff@ncsmallbusinesslaw.com

Non-Disclosure Agreement - $250

  • NDA Customized to your specific needs.
  • 1 Hour Consultation

Buy-Sell Agreement

Website Privacy Policy

Website Terms and Conditions

End User License Agreement (EULA)

Commercial Lease

Residential Lease

Equipment Lease