# Freelance Service Contract Template **This Freelance Service Contract (the “Agreement”) is entered into as of [Effective Date] (the “Effective Date”) by and between:** - **Client:** Name: **[Client Full Legal Name]** Address: **[Client Street Address]** City, State, ZIP: **[Client City, State, ZIP]** Email: **[Client Email]** Phone: **[Client Phone]** - **Freelancer:** Name: **[Freelancer Full Legal Name]** Business Name (if applicable): **[Freelancer Business Name]** Address: **[Freelancer Street Address]** City, State, ZIP: **[Freelancer City, State, ZIP]** Email: **[Freelancer Email]** Phone: **[Freelancer Phone]** --- ## 1. Scope of Services The Freelancer agrees to perform the following services (the “Services”) for the Client: - **Description of Services:** *[Detailed description of the work to be performed, deliverables, milestones, and any specifications]* - **Deliverables:** *[List each deliverable, format, and due date]* - **Timeline:** *Start Date:* **[Start Date]** *Completion Date:* **[Completion Date]** (or “as mutually agreed in writing”) --- ## 2. Compensation - **Fees:** The Client shall pay the Freelancer **[Fee Amount]** **[currency]** for the Services, payable as follows: - **Deposit:** **[Deposit Amount]** due upon signing this Agreement. - **Milestone Payments:** **[Amount]** upon completion of each milestone listed in Section 1. - **Final Payment:** **[Amount]** due upon final delivery and acceptance of all deliverables. - **Payment Method:** Payments shall be made via **[Bank Transfer/PayPal/Check/Other]** to the following account: *Account Name:* **[Account Name]** *Account Number:* **[Account Number]** *Routing/IBAN:* **[Routing/IBAN]** *Reference:* **[Invoice/Contract Number]** - **Late Fees:** Any invoice not paid within **[Number]** days of the due date shall accrue interest at **[Rate]%** per month. --- ## 3. Expenses The Client will reimburse the Freelancer for pre‑approved, reasonable expenses incurred in connection with the Services, including but not limited to **[travel, materials, software licenses, etc.]**. Receipts must be provided, and reimbursement will be made within **[Number]** days of receipt. --- ## 4. Intellectual Property - **Work Product Ownership:** Upon full payment, the Freelancer assigns to the Client all right, title, and interest in and to the deliverables, including all copyrights, patents, trade secrets, and other proprietary rights, except for pre‑existing materials owned by the Freelancer. - **License to Pre‑Existing Materials:** The Freelancer grants the Client a non‑exclusive, worldwide, royalty‑free license to use any pre‑existing materials incorporated into the deliverables solely for the purpose of the Services. - **Moral Rights:** The Freelancer waives any moral rights in the deliverables to the extent permitted by law. --- ## 5. Confidentiality - **Definition:** “Confidential Information” means any non‑public information disclosed by either party that is designated as confidential or that a reasonable person would understand to be confidential. - **Obligations:** Each party shall (a) use the Confidential Information solely for performing this Agreement, (b) protect it with at least the same degree of care it uses for its own confidential information, and (c) not disclose it to any third party without the other party’s prior written consent, except as required by law. - **Duration:** Confidentiality obligations survive termination of this Agreement for **[Number]** years. --- ## 6. Independent Contractor Status The Freelancer is an independent contractor and not an employee, agent, partner, or joint venturer of the Client. The Freelancer is solely responsible for all taxes, insurance, and benefits related to the compensation received under this Agreement. --- ## 7. Term & Termination - **Term:** This Agreement commences on the Effective Date and continues until the Services are completed and accepted, unless earlier terminated as provided herein. - **Termination for Convenience:** Either party may terminate this Agreement upon **[Number]** days’ written notice to the other party. - **Termination for Cause:** Either party may terminate immediately if the other party materially breaches any provision and fails to cure such breach within **[Number]** days after receipt of written notice. - **Effect of Termination:** Upon termination, the Freelancer shall deliver all completed work to date, and the Client shall pay for all Services performed and approved expenses incurred up to the termination date. --- ## 8. Warranties & Representations - **Freelancer Warranties:** The Freelancer represents and warrants that (a) the Services will be performed in a professional and workmanlike manner, (b) the deliverables will not infringe any third‑party rights, and (c) the Freelancer has the right to enter into this Agreement. - **Client Warranties:** The Client represents and warrants that it has the authority to enter into this Agreement and that any materials provided to the Freelancer do not infringe third‑party rights. --- ## 9. Limitation of Liability Except for liability arising from breach of confidentiality, indemnification obligations, or gross negligence, each party’s total cumulative liability to the other shall not exceed the total fees paid or payable under this Agreement. --- ## 10. Indemnification Each party shall indemnify, defend, and hold harmless the other party from any third‑party claims, damages, losses, or expenses (including reasonable attorneys’ fees) arising out of the indemnifying party’s breach of its representations, warranties, or obligations under this Agreement. --- ## 11. Governing Law & Dispute Resolution - **Governing Law:** This Agreement shall be governed by and construed in accordance with the laws of the State of **[State]**, without regard to its conflict‑of‑law principles. - **Dispute Resolution:** Any dispute arising out of or relating to this Agreement shall be resolved first through good‑faith negotiation. If the dispute cannot be resolved within **[Number]** days, the parties agree to submit the dispute to **[Mediation/Arbitration]** in **[City, State]** before a mutually agreed neutral third party. Judgment on the award may be entered in any court of competent jurisdiction. --- ## 12. Miscellaneous - **Entire Agreement:** This document constitutes the entire agreement between the parties and supersedes all prior negotiations, understandings, and agreements. - **Amendments:** Any amendment or modification must be in writing and signed by both parties. - **Assignment:** Neither party may assign its rights or obligations without the prior written consent of the other party, except to a successor entity in a merger or acquisition. - **Severability:** If any provision is held invalid or unenforceable, the remaining provisions will remain in full force and effect. - **Notices:** All notices shall be in writing and delivered by email (with read receipt) or certified mail to the addresses listed above. - **Counterparts:** This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. --- **IN WITNESS WHEREOF, the parties have executed this Freelance Service Contract as of the Effective Date.** _______________________________ **[Client Full Legal Name]** Title: **[Client Title, if applicable]** Date: **[Date]** _______________________________ **[Freelancer Full Legal Name]** Title: **[Freelancer Title, if applicable]** Date: **[Date]** --- ## How to use this template 1. **Replace every bracketed field** (e.g., `[Client Full Legal Name]`) with the appropriate information for your project. 2. Review each section to ensure the terms match the expectations of both parties (payment schedule, deliverables, timeline, etc.). 3. Add or delete sections as needed—for example, you may want to include a “Non‑Compete” clause or adjust the dispute‑resolution method. 4. Have both parties sign the agreement (electronic signatures are acceptable in most jurisdictions). 5. Keep a signed copy for your records and provide a copy to the other party. **Disclaimer:** This template is provided for general informational purposes only and does not constitute legal advice. Laws vary by jurisdiction, and specific circumstances may require additional provisions. **You should consult a qualified attorney** to review and, if necessary, customize this contract to ensure it complies with applicable laws and fully protects your interests.