Freelance services agreement template

This Freelance Services Agreement (the "Agreement") is made on __________ between __________, of __________ (the "Client"), and __________, of __________ (the "Freelancer").

1. Services

The Freelancer will provide the following services and deliverables (the "Services"): __________

Any change to the Services, including additional work, must be agreed in writing, which may be by email, before it starts, together with any change to the fee or timing.

2. Fees and Expenses

The Client will pay the Freelancer __________. Expenses are payable only if the Client approved them in writing before they were incurred.

3. Invoicing and Payment

The Freelancer will invoice the Client as set out above or, if nothing is set out, when the Services are completed. The Client will pay each correct invoice __________. If the Client disputes part of an invoice, it will tell the Freelancer promptly in writing and pay the undisputed part on time.

4. Independent Contractor

The Freelancer is an independent contractor and not an employee, partner or agent of the Client. The Freelancer decides how the Services are carried out, provides their own equipment, and is responsible for their own taxes and any required insurance.

5. Ownership of the Work

Once the Client has paid in full for the Services, the Client owns the deliverables created specifically for it under this Agreement, and the Freelancer transfers to the Client all rights in them to the extent the law allows. The Freelancer keeps ownership of tools, templates and materials that existed before this Agreement or were developed independently of it, and grants the Client a non-exclusive, perpetual license to use any of them that are included in the deliverables.

The Freelancer may mention the Client and show the deliverables in a portfolio only with the Client’s permission.

6. Confidentiality

Each party will keep confidential any non-public information it receives from the other in connection with this Agreement and will use it only to perform or receive the Services. This obligation continues after the Agreement ends. It does not prevent either party from reporting a possible violation of law to a government or regulatory authority, or from making a disclosure protected by whistleblower laws.

7. Quality of Work

The Freelancer will perform the Services with reasonable skill and care and in line with any written description in clause 1. If a deliverable does not match that description, the Client will tell the Freelancer within 14 days of delivery and the Freelancer will correct it within a reasonable time.

8. Limitation of Liability

To the extent the law allows, neither party is liable for indirect or consequential loss, and each party’s total liability under this Agreement is limited to the total fees paid or payable under it. Nothing in this Agreement limits liability for fraud, or for any liability that cannot be limited by law.

9. Term and Termination

This Agreement starts on the effective date and continues until the Services are completed. Either party may end it early by giving __________ written notice. The Client will pay for Services performed and approved expenses incurred up to the date the Agreement ends.

10. General

This Agreement is governed by __________. It is the entire agreement between the parties about its subject. It may only be changed in writing signed by both parties, and neither party may assign it without the other’s written consent. It may be signed in counterparts and with electronic signatures, each of which is treated as an original.