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Independent Contractor Agreement for Malaysia

Independent Contractor Agreement Template for Malaysia

A comprehensive legal agreement governed by Malaysian law that establishes and regulates the relationship between a client and an independent contractor. This document clearly defines the scope of services, payment terms, and the independent nature of the relationship while ensuring compliance with Malaysian legislation, including the Contracts Act 1950 and relevant employment laws. It includes essential provisions for intellectual property rights, confidentiality, and liability protection, while maintaining clear differentiation from an employment relationship.

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What is a Independent Contractor Agreement?

This Independent Contractor Agreement template is designed for use in Malaysia when engaging external service providers or consultants on a non-employment basis. It complies with Malaysian contract law and employment legislation, ensuring clear distinction from employment relationships. The document is particularly relevant when organizations need to engage specialized services without creating an employer-employee relationship. It includes comprehensive provisions for service scope, compensation, intellectual property rights, confidentiality, and liability allocation, while adhering to local legal requirements. The agreement is structured to protect both parties' interests while maintaining flexibility in commercial relationships.

What sections should be included in a Independent Contractor Agreement?

1. Parties: Identification of the contracting parties, including full legal names, registration numbers for companies, and addresses

2. Background: Context of the agreement and brief description of why the parties are entering into this contract

3. Definitions: Definitions of key terms used throughout the agreement

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

5. Term and Termination: Duration of the agreement and circumstances under which it can be terminated

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

7. Independent Contractor Status: Clear statement of independent contractor relationship and disclaimer of employment relationship

8. Contractor's Obligations: Key responsibilities and commitments of the contractor

9. Client's Obligations: Key responsibilities and commitments of the client

10. Intellectual Property Rights: Ownership and rights to work product created during the engagement

11. Confidentiality: Protection of confidential information and trade secrets

12. Indemnification: Mutual or one-way indemnification provisions

13. Insurance: Required insurance coverage to be maintained by the contractor

14. Governing Law and Jurisdiction: Specification of Malaysian law as governing law and jurisdiction for disputes

15. General Provisions: Standard boilerplate clauses including notices, amendment process, and severability

What sections are optional to include in a Independent Contractor Agreement?

1. Non-Compete: Restrictions on contractor's ability to work with competitors (include only if necessary and ensure compliance with Competition Act 2010)

2. Non-Solicitation: Restrictions on soliciting clients or employees (include when protecting client relationships is crucial)

3. Performance Metrics: Specific KPIs or performance standards (include when services can be objectively measured)

4. Equipment and Resources: Provisions regarding tools and resources provided by either party (include when specific equipment or resources are required)

5. Compliance with Policies: Requirement to comply with client's specific policies (include when contractor will work on-site or interact with client systems)

6. Force Majeure: Provisions for unforeseen circumstances preventing performance (include when long-term or critical services are involved)

7. Assignment and Subcontracting: Rights to assign or subcontract obligations (include when flexibility in service delivery is needed)

8. Data Protection: Specific provisions regarding handling of personal data (include when personal data processing is involved)

What schedules should be included in a Independent Contractor Agreement?

1. Schedule 1 - Scope of Services: Detailed description of services, deliverables, and technical specifications

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

3. Schedule 3 - Service Levels: Specific performance metrics, response times, and quality standards

4. Schedule 4 - Required Insurance Coverage: Detailed insurance requirements including types and minimum coverage amounts

5. Schedule 5 - Approved Subcontractors: List of pre-approved subcontractors if applicable

6. Appendix A - Client Policies: Relevant client policies that contractor must comply with

7. Appendix B - Required Reports: Templates or formats for required reporting

Authors

Alex Denne

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

Jurisdiction

Malaysia

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions

























Clauses

































Relevant Industries

Technology

Construction

Professional Services

Healthcare

Education

Manufacturing

Creative Industries

Consulting

Financial Services

Real Estate

Engineering

Marketing and Advertising

Information Technology

Research and Development

Media and Entertainment

Relevant Teams

Legal

Human Resources

Procurement

Operations

Finance

Compliance

Risk Management

Project Management Office

Business Development

Administration

Relevant Roles

Legal Counsel

HR Manager

Procurement Manager

Project Manager

Operations Director

Business Development Manager

Finance Manager

Contract Administrator

Compliance Officer

Risk Manager

Department Head

Managing Director

Chief Executive Officer

Chief Financial Officer

Chief Operating Officer

Industries








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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