Freelance contract template

FREELANCE SERVICES AGREEMENT

This agreement is made on [2026-01-05] between:

CLIENT: [Client legal entity name], [entity type], of [registered
address] ("Client")

CONTRACTOR: [Your legal name or entity], of [address] ("Contractor")

1. THE WORK
1.1 Contractor will provide the services and deliverables set out in the
    scope of work dated [2026-01-02], attached as Schedule A and forming
    part of this agreement (the "Work").
1.2 Where this agreement and Schedule A conflict, this agreement wins,
    except on the description of deliverables, where Schedule A wins.
1.3 Contractor will perform the Work with the skill and care reasonably
    expected of a competent professional in this field.

2. FEES AND PAYMENT
2.1 The fee for the Work is $[15,000.00], payable as set out in
    Schedule A.
2.2 A deposit of $[5,000.00] is payable before work begins. The deposit
    is non-refundable and is credited against the final invoice.
2.3 Invoices are payable within [14] days of the invoice date.
2.4 Late payment. Amounts unpaid after the due date accrue interest at
    [1.5]% per month, or the maximum rate permitted by law in
    [jurisdiction] if that is lower, from the day after the due date
    until paid.
2.5 Suspension. If any invoice is more than [14] days overdue,
    Contractor may suspend the Work on written notice until it is paid.
    Dates move by at least the length of the suspension.
2.6 Expenses over $[100.00] are approved in writing in advance and
    reimbursed at cost with receipts.
2.7 All fees are exclusive of [sales tax / VAT], which is added where
    applicable.

3. REVISIONS AND CHANGES
3.1 [Two] rounds of revisions are included per deliverable, as described
    in Schedule A.
3.2 A round means one consolidated set of written feedback from Client's
    named approver, returned within [5] business days of delivery.
3.3 Additional rounds are billed at $[350.00] per round, agreed in
    writing before the work starts.
3.4 A change to the Work — new deliverables, a new direction after
    approval, or a change to the objective — is agreed by a written
    change order stating the effect on fees and dates. Neither party is
    obliged to accept a proposed change.

4. CLIENT RESPONSIBILITIES
4.1 Client will name one approver with authority to give feedback and
    sign off, provide the materials and access listed in Schedule A, and
    respond to requests for approval within [5] business days.
4.2 Client is responsible for the accuracy and legality of everything it
    supplies, and warrants that it has the right to provide it.
4.3 If Client's delay exceeds [10] business days, Contractor may
    re-schedule the Work and invoice for work completed to date.

5. INTELLECTUAL PROPERTY
5.1 Until Contractor has been paid in full, Contractor owns all rights
    in the Work, and Client has a limited licence to view and review it
    internally only — not to publish, print, distribute, or use it
    commercially.
5.2 On receipt of payment in full, Contractor assigns to Client all
    copyright and other intellectual property rights in the final
    deliverables accepted by Client, worldwide and in perpetuity, and
    will sign any document reasonably needed to confirm that transfer.
5.3 Contractor retains ownership of: concepts, drafts, and routes not
    selected; working files not listed as deliverables; and Contractor's
    pre-existing tools, templates, libraries, and know-how. Where any of
    these are embedded in a deliverable, Client receives a perpetual,
    worldwide, royalty-free licence to use them as part of it.
5.4 Third-party assets — fonts, stock, plugins, music, open-source
    components — remain under their own licences. Contractor will
    identify them and, where possible, licence them in Client's name.
5.5 Portfolio. Contractor may show the completed Work in a portfolio,
    case study, and awards entries after [Client's launch date /
    [90] days from delivery], excluding anything marked confidential.

6. CONFIDENTIALITY
6.1 Each party will keep the other's confidential information private,
    use it only for this project, and protect it as carefully as its
    own. This continues for [3] years after the agreement ends.
6.2 It does not apply to information that is public through no fault of
    the receiving party, was already known to it, or must be disclosed
    by law — in which case the other party is told first where legally
    permitted.

7. INDEPENDENT CONTRACTOR
7.1 Contractor is an independent contractor, not an employee, partner,
    or agent of Client.
7.2 Contractor controls how and when the Work is performed, supplies
    their own equipment, may engage subcontractors (remaining
    responsible for their work), and may work for other clients.
7.3 Contractor is responsible for their own taxes, insurance, and
    benefits.

8. TERMINATION AND KILL FEE
8.1 Either party may terminate on [14] days written notice.
8.2 Either party may terminate immediately if the other materially
    breaches this agreement and fails to fix it within [10] business
    days of written notice.
8.3 On termination, Client pays: all fees for work completed to the
    termination date; all committed non-cancellable costs; and a kill
    fee of [50]% of the remaining unearned fee if Client terminates for
    convenience after work has begun.
8.4 The deposit is not refunded on termination.
8.5 Intellectual property transfers only for deliverables that have been
    paid for in full.

9. WARRANTIES AND LIMITS
9.1 Contractor warrants that the Work is original, that it does not to
    Contractor's knowledge infringe anyone else's rights, and that
    Contractor is free to enter into this agreement.
9.2 Except as stated in 9.1, the Work is provided without any other
    warranty. Contractor does not guarantee any business outcome —
    sales, traffic, rankings, funding, or results of any kind.
9.3 Neither party is liable for indirect, incidental, or consequential
    loss, including lost profits, lost data, or lost business.
9.4 Contractor's total liability under this agreement is limited to the
    total fees paid by Client under it.
9.5 Nothing in this agreement limits liability for death or personal
    injury caused by negligence, for fraud, or for anything else that
    cannot lawfully be limited.

10. GENERAL
10.1 Governing law: [jurisdiction]. The courts of [jurisdiction] have
     exclusive jurisdiction.
10.2 Disputes: the parties will first try to resolve any dispute by a
     good-faith conversation within [15] business days before starting
     proceedings.
10.3 Force majeure: neither party is liable for delay caused by events
     outside its reasonable control, provided it tells the other
     promptly and works to limit the impact.
10.4 Entire agreement: this agreement and Schedule A are the whole
     agreement and replace any earlier discussions or proposals.
10.5 Changes must be in writing and signed by both parties. Email
     confirmation is acceptable for change orders under 3.4.
10.6 Assignment: neither party may assign this agreement without the
     other's written consent, which will not be unreasonably withheld.
10.7 If any clause is unenforceable, the rest stays in force.
10.8 Notices go to the email addresses below and are deemed received on
     the next business day.

CLIENT                             CONTRACTOR
Name: ______________________       Name: ______________________
Title: _____________________       Title: _____________________
Email: _____________________       Email: _____________________
Signature: _________________       Signature: _________________
Date: ______________________       Date: ______________________

SCHEDULE A — SCOPE OF WORK
[Attach the signed scope of work: deliverables, exclusions, revision
rounds, acceptance criteria, timeline, and the payment schedule.]