Freelance Contract Generator

The freelance contract generator creates a service agreement covering scope of work, timeline, payment terms, revision limits, intellectual property ownership, and termination conditions. Used by freelancers and agencies before starting any project. Print or save as PDF. Free, no account required.

Completeness
13%
1
Freelancer & Client Details
Service Provider (You)
Client
2
Project & Scope of Work
Explicit exclusions prevent scope creep. Anything not listed above as a deliverable is automatically out-of-scope.
3
Timeline & Milestones
4
Payment Terms
$
$
5
Revisions & Intellectual Property
6
Kill Fee & Optional Clauses
Live Preview (15 clauses + signature block)
Freelance Service Agreement
Project Name
Effective Date: April 19, 2026
Design Services
50% Kill Fee
2 Revisions
Service Provider
Service Provider
Freelancer
Client
Client
1. Engagement

Client ("Client") engages Service Provider ("Service Provider") to perform Design Services for the project known as "the Project" ("Project"), subject to the terms and conditions of this Freelance Service Agreement ("Agreement"). This Agreement is effective as of April 19, 2026.

The Service Provider is an independent contractor, not an employee of the Client. Nothing in this Agreement shall be construed to create a partnership, joint venture, agency, franchise, or employment relationship between the parties.

2. Scope of Work

The Service Provider agrees to perform the following services ("Deliverables"):

[Describe specific deliverables, formats, quantities, platforms, and technical specifications here.]

Any services not explicitly described above are outside the scope of this Agreement.

3. Change Orders

Any requests by the Client to modify the scope of work, deliverables, or timeline after execution of this Agreement must be submitted in writing. The Service Provider will provide a written change order stating the new work, the additional fee, and the revised timeline. No additional work shall commence until the Client and Service Provider have signed the change order.

Verbal requests to expand scope do not constitute an agreement to perform additional work at no additional cost. The Client acknowledges that scope changes may affect the Project timeline and that the Service Provider bears no responsibility for delivery delays caused by unresolved scope change requests.

4. Project Timeline
  • Project Start Date: [TBD]
  • Final Delivery Date: [TBD]

The Service Provider will use commercially reasonable efforts to meet the timeline above. Delays caused by the Client (including late provision of materials, content, feedback, or approvals) will extend the timeline by an equivalent period and will not constitute a breach by the Service Provider.

Rush delivery requests outside the timeline above are subject to a rush fee as mutually agreed in writing.

5. Payment Terms

The total fee for the Project is $[Total Amount]. A deposit of 50% is due on signing before work begins. The remaining balance is due within Net 7 days of final delivery. Final files will not be released until the full balance is paid.

6. Late Payments

Invoices not paid within the agreed Net 7 day term will accrue a late payment fee of 1.5% per month (or the maximum amount permitted by applicable law, whichever is lower) on the outstanding balance.

The Service Provider reserves the right to suspend all work on the Project immediately upon non-payment of any amount due. Work will resume only after all outstanding amounts, including accrued late fees, are paid in full. Any timeline delays resulting from a payment suspension are solely the Client's responsibility.

7. Revisions

This Agreement includes 2 rounds of revisions. A revision round is defined as a consolidated set of feedback submitted at one time in writing. Each revision round must be submitted after review of the most recent version of the deliverable.

Additional revision requests beyond the 2 rounds included will be billed at the Service Provider's standard hourly rate, which will be communicated in advance. Additional revisions will not commence until the Client has approved the associated change order.

Revisions must be submitted within 14 days of delivery of each version. Feedback not submitted within this window may require re-familiarisation time, which may be billed separately.

8. Intellectual Property

Upon receipt of final payment in full, the Service Provider hereby assigns to the Client all right, title, and interest in and to the Deliverables, including all intellectual property rights therein (the "Work Product"). Prior to receipt of final payment, the Service Provider retains all rights to the Work Product.

The assignment above does not include any pre-existing tools, frameworks, libraries, templates, or methodologies owned by the Service Provider prior to this Agreement and incorporated into the Deliverables ("Background IP"). The Client is granted a non-exclusive, perpetual licence to use any Background IP incorporated in the Deliverables for the purpose for which the Deliverables were created.

The Service Provider represents and warrants that the Deliverables will be original work and will not knowingly infringe any third-party intellectual property rights.

9. Confidentiality

Each party agrees to hold in confidence and not to disclose to any third party any Confidential Information of the other party obtained in connection with this Agreement. "Confidential Information" means any non-public information designated as confidential or that should reasonably be understood to be confidential given the nature of the information.

The Service Provider shall not disclose the Client's business strategies, product plans, financial data, or any proprietary information shared during the Project. This obligation survives termination of this Agreement for a period of two (2) years.

The Service Provider may include the Project (or a general description thereof) in their portfolio and promotional materials unless the Client requests in writing, at the time of signing, that the Project remain confidential.

10. Independent Contractor

The Service Provider is an independent contractor. The Client will not control the manner or means by which the Service Provider performs services under this Agreement. The Service Provider is responsible for all taxes, insurance, and business expenses arising from this Agreement. The Client will not withhold income taxes, Social Security, or any other payroll taxes on the Service Provider's behalf.

The Service Provider has the right to perform services for other clients during the term of this Agreement, provided that such work does not create a conflict of interest or materially impair performance under this Agreement.

11. Termination & Kill Fee

Either party may terminate this Agreement upon written notice to the other party. If the Client terminates this Agreement after work has commenced, the following apply:

  • A kill fee of 50% of the remaining unpaid project fee is due within 7 days of termination notice.
  • The Client shall pay for all work completed and approved to date at the agreed project rate.
  • The Client retains rights only to deliverables fully paid for, including the kill fee.
  • The deposit is non-refundable in all cases.

The kill fee compensates the Service Provider for time blocked for this Project and lost opportunity cost. This fee is reasonable and agreed upon by both parties as a genuine pre-estimate of the Service Provider's losses.

If the Service Provider terminates this Agreement, the Service Provider shall complete all work in progress to a reasonable handover state and deliver all completed work to the Client within 7 days. The Service Provider shall refund any portion of the deposit attributable to unperformed work.

12. Warranties & Representations

The Service Provider warrants that:

  • The Deliverables will be original and will not infringe any third-party intellectual property rights to the Service Provider's knowledge.
  • The Service Provider has the right to enter into this Agreement and grant the rights described herein.
  • The Services will be performed with reasonable skill and care consistent with professional standards.

The Client warrants that:

  • The Client has the right to use all materials provided to the Service Provider for the Project.
  • Materials provided to the Service Provider do not infringe the intellectual property rights of any third party.
  • The Client has the authority to enter into this Agreement.

Except as expressly stated above, the Services are provided "as is" without warranty of any kind. The Service Provider does not warrant that the Deliverables will meet any particular business outcome, revenue target, or performance metric.

13. Limitation of Liability

To the maximum extent permitted by applicable law, the Service Provider's total liability to the Client for any claims arising from or related to this Agreement shall not exceed the total fees paid by the Client under this Agreement.

In no event shall the Service Provider be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of data, or loss of business opportunity, even if the Service Provider has been advised of the possibility of such damages.

The Client acknowledges that the fees charged under this Agreement have been set in reliance upon these limitations of liability, and that this limitation forms an essential basis of the bargain between the parties.

14. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to conflict of laws principles. Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of the State of Delaware, United States.

15. General Provisions

Entire Agreement: This Agreement constitutes the entire understanding between the parties regarding the Project and supersedes all prior discussions, proposals, and representations.

Amendments: Any modification to this Agreement must be made in writing and signed by both parties.

Severability: If any provision of this Agreement is found to be unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and all other provisions remain in full force.

Waiver: Failure to enforce any provision of this Agreement does not constitute a waiver of the right to enforce it in the future.

Force Majeure: Neither party is liable for delays caused by circumstances beyond their reasonable control, including natural disasters, government actions, or internet outages. If a force majeure event lasts more than 30 days, either party may terminate this Agreement with 7 days' written notice.

Signature Page
By signing below, both parties confirm they have read, understood, and agree to be bound by this Agreement.
Service Provider
Service Provider
Signature
Printed Name
Date Signed
Client
Client
Signature
Printed Name
Date Signed
Generated by ToolCenterHub. Review all terms before signing. Consult a qualified attorney for high-value contracts or regulated industries.

Service agreement template: what a freelance contract must include

A complete freelance contract must include: the scope of work with specific deliverables listed, the project timeline and milestone dates, the payment schedule including deposit amount, milestone payments, and final payment upon delivery, the number of revisions included before additional charges apply, who owns the intellectual property rights to the final deliverables, a kill fee clause for when the client cancels after work has begun, and how disputes will be handled.

The service agreement template generated by this tool covers all of these clauses. The scope section is a free-text field where you describe exactly what is being delivered and explicitly exclude anything that is not included. Specificity in the scope clause is the single most effective protection against scope creep and payment disputes. Include deliverable format, quantity, platform, and any technical specifications that define done.

Freelance contract generator: intellectual property and payment terms

The intellectual property clause in a freelance contract determines who owns the work product after payment. Three common arrangements are: full IP transfer to the client on final payment (most common for bespoke client work), license granting the client usage rights while the freelancer retains ownership (common for templates and tools sold to multiple clients), and IP transfer excluding underlying tools and frameworks that the freelancer uses across multiple projects.

Freelance payment terms in the contract should specify: deposit percentage due before work begins (25 to 50 percent is standard), milestone payment triggers, final payment due before IP transfer and final file delivery, and late payment penalties. The freelance contract generator includes a payment schedule table where you list each payment, the amount, and the trigger event. Clear payment terms in writing reduce the most common source of freelance disputes: disagreement about when payment is due.

Frequently asked questions

A freelance contract must include: the parties' names, the specific scope of work and deliverables, the timeline and milestones, the payment schedule with amounts and triggers, the number of revisions included, intellectual property ownership clauses, a kill fee for client cancellations, late payment terms, and governing law. Missing any of these elements creates ambiguity that typically resolves in the client's favor in a dispute.

By default in most jurisdictions, the creator owns the copyright to work they create. To transfer those rights to the client, the contract must contain an explicit IP assignment clause. Most client contracts call for full IP transfer on final payment. The freelancer should carve out pre-existing tools, code libraries, and frameworks they use across projects, these should remain the freelancer's property even when incorporated into the client deliverable.

Standard freelance payment terms include a deposit of 25 to 50 percent due before work begins, milestone payments tied to defined deliverables during the project, and a final payment due before IP transfer and final file delivery. Net 7 is the most favorable term for freelancers. Net 30 is acceptable for established clients with good payment history. Include a late payment penalty (typically 1.5 percent per month) and reserve the right to suspend work for non-payment.

Scope changes after contract signing should be handled through a written change order that specifies the new work, the additional cost, and the revised timeline. The contract should state that scope changes require a written change order signed by both parties before additional work begins. Without this clause, clients can argue that verbal scope changes were implicitly agreed upon. The freelance contract generator includes a change order clause in the scope section.

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