Whether it’s a small job or a major project, you should always have a freelance contract in place.
There are various reasons for this, some of which I’ve touched on before. However, I think the most important one is that a freelance contract sets out everyone’s expectations in writing and makes each party’s duties and responsibilities clear from the get go.
Now, let’s be clear. No-one wants things to go awry. And most of the time they won’t. But deliberately ignoring the possibility is not only short-sighted, it’s downright stupid. The one time things go wrong, not having a contract WILL come back to bite you in the ass. You can take that to the bank.
A contract avoids a lot of unnecessary strife because – guess what? – you can’t argue with a signed document that sets out in plain language exactly what’s going to happen.
Unsurprisingly, contracts are routine in most business transactions; and they should be routine in your freelance business too. A serious client will have no problem signing a contract. In fact, they might just suggest one themselves.
But, you may be wondering, what types of clauses should you include in a freelance contract?
Let’s have a look.
A Brief Preamble: Keeping A Sense of Proportion
I shouldn’t need to tell you this, but I’ll do it just in case.
While signing a contract should be an essential step whenever you take on a new client, you should be careful not to get carried away. Sending over a 10-page whopper full of incomprehensible legal jargon when you’ve been hired to write a couple of blog posts is overkill. It’s also off-putting, for the simple reason that a long and complex contract is uncalled for given the job at hand. You’re writing two blog posts, not developing a new spacesuit design for NASA.
Of course, if you’re hired to handle a big, commercially sensitive copywriting project that will take up most of your time for months and involve multiple stages, a lengthier and meatier contract may be justified. Use your judgement and be reasonable. My rule of thumb is that a contract’s complexity should be directly proportional to the size and complexity of the job at hand. The simpler the job, the simpler the contract (and vice-versa, of course).
That said, there are some essentials you should invariably include. These are the clauses I’m going to deal with in this post.
With that out of the way, let’s get started.
Fasten your seatbelts!
1. Defining Your Brief
This is probably the single most important clause in your contract, because it establishes what your service does and does not include.
A key thing to understand here is that you need to be as specific as possible. Leaving room for interpretation is just as bad as not having a contract, because the potential for arguments is still there. List every deliverable, and spell out exactly what it consists of. Here are some things to consider:
- Will you be doing all the research, or is the client going to provide some materials? What materials will the client provide?
- Will you take care of SEO optimisation yourself, or will it be done in-house by the client?
- Will you be providing royalty-free images alongside your written deliverables?
- Are there any specific length requirements?
- What’s the client’s preferred delivery format? Google Docs? Word? Perhaps you’re going to upload to their CMS directly?
- How many rounds of edits are included in your fee?
Use simple, unambiguous and declaratory language; and make it clear you’re being hired solely to perform the services in this clause. For the avoidance of doubt, add a sentence to the effect that anything not specifically mentioned is outside the scope of the agreement and has to be negotiated separately. This will stop scope creep in its tracks.
When you’ll deliver is just as important as what you’ll deliver, so you need to specify the exact dates when your work is due. If the project is complex, or involves multiple stages, you should list the dates of all agreed milestones.
Personally, I always include three deadlines in my contracts:
- Deadline 1 – My first draft deadline.
- Deadline 2 – The time-frame within which the client is to review the work and either approve it or ask for edits. This avoids situations where you have to drop everything to do edits months after you thought you were done with a project.
- Deadline 3 – My final deadline.
As a freelancer, your reputation is crucial. If you become known as someone who’s fickle or constantly misses deadlines, no-one will want to work with you.
Be smart and use this clause to set yourself up for success. Pick a realistic deadline, giving yourself some room to manoeuvre in case something goes wrong. As far as I’m concerned, it’s always better to underpromise and overdeliver than to set unrealistic expectations and come up short.
3. Your Fee
Obviously, you’ll want to get paid, which is why you’re taking the trouble to draft a freelance contract in the first place. Right?
Well, this clause is your chance. You’ll need to include four things here:
a. When is payment due?
On most projects, payment is due on two dates – a deposit before you start, and the remainder on completion. However, if you’re working on a big project, you may want to split the payments to coincide with specific milestones. If so, this is where you should list them.
b. What are the amounts?
This is self-explanatory.
It’s standard practice in the freelance world to take 50% of your fee as a deposit and the other 50% on delivery. Where payment is split over a number of milestones, though, it’s not unusual to take a smaller deposit. For example, you may agree to take a 25% deposit, 25% upon concluding phase 1 and the remaining 50% on completion. It really boils down to the nature of the project and what works for you and your client.
c. What are your payment terms?
In other words, how much time does the client have to pay you after you submit your invoice?
Usually, payment within 14 days of the invoice should be fine. However, this time frame may be shorter or longer, depending on what you’ve agreed with the client.
d. What are the consequences of late payment?
You should also add specific clauses dealing with late payment.
An obvious one is what happens if your deposit isn’t paid on time. Be clear that you won’t start work until you’re in receipt of your deposit. And don’t forget to mention that it’s non-refundable.
Another clause worth considering is a late payment clause whereby you reserve the right to charge interest should an invoice become overdue. I’m not sure how this works in the US (or even whether it can be done). However, in the UK this is definitely possible; and you can calculate interest using this nifty late payment calculator.
Finally, you need to set out what happens if you or the client want out of your arrangement.
The obvious scenario is one where you have a long-term contract for ongoing work and the client no longer needs your services, or you’re no longer available. A simple sentence requiring the party who wishes to terminate to give x amount of notice should work fine.
Unfortunately, it’s not always this clear cut. This is where things can get sticky.
You’ll want to include a kill-fee, which will cover you in case the client decides to cancel the project after you’ve invested a significant amount of time. This can be either a flat fee or a percentage of the final amount due. You should also set out what will happen in case of a professional dispute which makes it impossible to carry on with the work.
Round the contract out with an arbitration or mediation clause. Arbitration and mediation are faster, more flexible and a lot cheaper than taking a dispute to court.
What clauses do you always include in your freelance contract? Sound off in the comments below.