The Freelancer and Client is referred to individually as a “Party” and collectively as the “Parties”.
This Freelance Contract (the “Contract”) is entered into and made valid upon signature by both Parties (the “Effective Date”).
WHEREAS, the Client wishes to engage Freelancer for certain freelance services (the "Services"), as described more fully below;
WHEREAS, the Freelancer has the skills, qualifications, and expertise required to provide the Services to the Client;
WHEREAS, the Freelancer wishes to render such Services to the Client;
NOW, therefore, in consideration of the promises and covenants contained herein, as well as other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged), the Parties do hereby agree as follows:
[Insert detailed description of the specific freelance services that will be rendered under this contract]
Subject to the terms and conditions of this Contract, the Freelancer hereby agrees to render the Services to the Client, and the Client agrees to pay the Freelancer the Fees required for the Services.
Neither Party is by virtue of this Contract authorized as an agent, employee, or legal representative of the other. Neither Party shall have the power to control the activities and operations of the other and its status at all times will continue to be that of an independent contractor relationship.
The Client shall not be permitted to place any location restrictions on the Freelancer. The Freelancer does not use any equipment, including electronic equipment, owned by the Client and the Freelancer does not maintain any equipment at the Client's place of business. The Freelancer may work anywhere the Freelancer chooses. [Subject to agreement between parties]
The Client may not control the hours or timing that the Freelancer works. The Freelancer must keep track of hours for billing purposes only. There is no expectation that the Freelancer works full-time hours. [Subject to agreement between parties]
The Freelancer shall not be permitted to use sub freelancers in the provision of Services to the Client. The Freelancer was hired specifically for the Freelancer's own skill set and may not outsource any work. [Subject to agreement between parties]
Method of Payment: the Freelancer will accept the following forms of payment:
[Insert forms of payment that the freelancer will accept for the fees under this agreement]
Tax Statement: Any and all charges payable under this Agreement are exclusive of taxes, surcharges, or other amounts assessed by state or federal governments. Taxes imposed upon or required to be paid by the Client or the Freelancer shall be the sole and exclusive responsibility of each, respectively.
For any past due payment or past due deadlines, a late fee of the following will apply for either Party, depending on the cause of the lateness:
[Insert what the late fee will be, either as a percentage or a specific monetary amount]
Invoice Interval: Freelancer will be entitled to invoice the Client at the following time period: Weekly/Monthly/Quarterly/At Completion/Other
Invoice Period: The Client shall have the following time period in which to pay the Freelancer's invoice: [Insert within what time period the client must pay the invoices given by the freelancer]
The Freelancer shall be solely and exclusively responsible for any expenses incurred under this Contract. The Client shall not be under the obligation of paying or reimbursing expenses.
The Freelancer agrees that all work-product, inventions, trade secrets, and confidential and/or proprietary information conceived, created or developed by the Freelancer which is related to the Client's actual business or research and development or developed, made, or discovered by the Freelancer in the course of the performance of the Freelancer's duties for the Client, i.e. anything created through the provision of the freelance Services, shall be the property of the Client. The Freelancer hereby assigns to the Client the entire right, title, and interest in and to all work created and in and to all proprietary rights therein or based thereon including without limitation any and all copyrights, patents, trademarks, or other intellectual property rights relating to all work.
Freelancer hereby acknowledges and agrees that Client possesses certain non-public Confidential Information and may also possess Trade Secret Information, (collectively the "Proprietary Information") regarding their business operations and development. The Parties agree that the Proprietary Information is secret and valuable to the Client and that the Freelancer may have access to the Client's Proprietary Information. Each of the Parties desires to maintain the secret and private nature of any Proprietary Information given.
Confidential Information refers to any information which is confidential and commercially valuable to the Client. The Confidential Information may be in the form of documents, techniques, methods, practices, tools, specifications, inventions, patents, trademarks, copyrights etc.
Trade Secret Information shall be defined specifically as any formula, process, method, pattern, design or other information that is not known or reasonably ascertainable by the public, consumers, or competitors through which, and because of such secrecy, an economic or commercial advantage can be achieved.
The Freelancer hereby agrees to:
The Freelancer represents and warrants that it will perform the Services using reasonable care and skill for a Freelancer in their field and that any results, end products, or materials given by the Freelancer to the Client under the terms and conditions of this Contract will not infringe on or violate the intellectual property rights or any other right of any third party.
Except in cases of death or personal injury caused by either Party's negligence, either Party's liability in contract, tort or otherwise arising through or in connection with this Contract or through or in connection with the completion of obligations under this Contract shall be limited to Fees paid by the Client to the Freelancer.
The Freelancer shall indemnify the Client for any damages, claims, liabilities, loss and expense including reasonable attorney’s fees arising out of any act or omission of the Freelancer in performing the Services or the breach of any provision of this Contract by the Freelancer.
Time shall be of the essence for the performance by the Freelancer of its obligations under the Contract. Any dates, periods, or times for performance specified in the Contract are to be met, and in default, the Freelancer will be in breach of the Contract. Specifically, the Freelancer shall have all work completed by: [Insert Date]
This Contract shall terminate automatically on the following date: [Insert Date]
This Contract may also be terminated by either Party, upon notice in writing:
GOVERNING LAW: This Contract shall be governed in all respects by the laws of the state of [Insert state name] and any applicable federal law. Both Parties consent to jurisdiction under the state and federal courts within the state of [Insert state name]. The Parties agree that this choice of law, venue, and jurisdiction provision is not permissive, but rather mandatory in nature.
ASSIGNMENT: This Contract, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by either Party.
AMENDMENTS: This Contract may only be amended in writing signed by both Parties.
NO WAIVER: None of the terms of this Contract shall be deemed to have been waived by any act or acquiescence of either Party. Only an additional written agreement can constitute waiver of any of the terms of this Contract between the Parties.
SEVERABILITY: If any provision or term of this Contract is held to be unenforceable, then this Contract will be deemed amended to the extent necessary to render the otherwise unenforceable provision, and the rest of the Contract, valid and enforceable.
ENTIRE AGREEMENT: This Contract constitutes the entire agreement between the Parties and supersedes any prior or contemporaneous understandings, whether written or oral.
HEADINGS: Headings to this Contract are for convenience only and shall not be construed to limit or otherwise affect the terms of this Contract.
FORCE MAJEURE: The Freelancer is not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.
A Freelance Contract is a document you can use to explain the relationship between yourself and any freelance workers you hire. As with any formal agreement, a Freelance Contract can help outline and define a relationship between the parties involved. Such an agreement ensures that deliverables are finalized in time and that there are clear terms around expectations and payments. A Freelance Contract is a legally binding document and can help eliminate any ambiguity, leading to a positive and productive working relationship.
Freelance Contracts are somewhat unique in that each one you create may have different terms depending on the basis under which you are hiring someone. However, you should still follow a consistent format to ensure every Freelance Contract you produce is straightforward yet robust. Furthermore, by using a Freelance Contract template, you will highlight your professionalism to any prospective freelancers, getting your working relationship off to a great start.
Look to include the following in all your Freelance Contracts:
Use a Freelance Contract whenever you are hiring freelance talent to work with your company. Whenever someone is coming to work in your business, either for a one-off project or you will be using them on an ad-hoc basis, but they will not be a contracted employee, you might use a Freelance Contract.
Depending on the nature of your relationship with the freelancer, you might use a Freelance Contract alongside another document like a Cooperation Agreement or need to complement the content of the contract with a Non-Disclosure Agreement.
In some jurisdictions, a Service Contract may be more suitable than a Freelance Contract, as different rules may apply around their use. For example, a Freelance Contract is typically used for what would be termed “intellectual” work and specific tasks, while a Service Contract is usually a more general document that may not cover specific roles and responsibilities.
A Freelance Contract is an ideal tool for helping you hire exceptional talent for a short-term role, one-off project, or on a retainer basis for ad-hoc work. As well as enabling you to take advantage of using the gig economy to find the best workers for your project wherever they are in the world, it also means you have a mutual agreement in writing that covers most of the things that would be in a traditional employment contract, such as hours of work, performance expectations, and details of salary and any specific add-ons or benefits.
Use Contractbook’s Freelance Contract template whenever you plan to hire a freelancer or team of freelancers to work with you on a project or on a contract basis. Remember to create any further documents you require to accompany your Freelance Contract, like a Non-Disclosure Agreement.
To create your Freelance Contract using Contractbook, use our form filler tool to enter all the necessary information and details, and your agreement will be ready to go!
This document can be used for a freelancer getting ready to enter into a new relationship with a client, or for a client preparing to hire a new freelancer. In this document, the form filler will be able to enter pertinent identifying details, such as whether the parties are individuals or businesses, and their respective addresses and contact information.
Freelance Contracts in the United States are subject to both Federal laws and specific state laws, which cover general contract principles like formation and mutual understanding. Federal laws may restrict what freelance services can be contracted for (for example, no one may enter into a contract for anything illegal) and certain broad categories, like contracting for something that looks more like an employment relationship, but individual state laws may govern the interpretation of the contract in case of a dispute.