In this blogpost, Saumya Agarwal, Student, Amity Law School, Delhi writes about the important clauses a freelancing contract should contain.

Introduction

Freelancer is a person who is self-employed and not necessarily committed to a particular employer for a long-term. Sometimes, he also represents a company but does not necessarily have a particular employer. “Independent contractor” is also a term used for freelancing but freelancing is the term used more commonly by culture and creative industries.

Freelancing is abundance in the fields, professional and industries like music, journalism, publishing, screenwriting, filmmaking, app design, web design, website development, copy editing, etc.

Freelancers often handle their own accounts, market their own work, and draft their own agreements amongst other things they have to do for themselves. If they choose to pay the professionals they often end up working for long working hours which is more than the usual. Also, sometimes they do not have enough money to give for these works.

Drafting an agreement is not easy and without a professional at bay, it is quite a task. A good agreement will help both the freelancer and the client to have clarity as to what do they want from each other. This would avoid misunderstanding between the parties at a later stage. Here are some of the important clauses which the freelancer, as well as his clients, should keep in mind while drafting an agreement.

Important clauses

The most important thing to do is to use simple language to avoid confusion. A lawyer is not needed if you know how to draft a contract. Although, the advice of a legal expert should be taken before drafting an agreement.

1. Basics

• Names of the Parties
• Addresses of the Parties
• Names of the Organizations

While this information is probably well known to by both the parties but it is important to write it down so that both the parties are on the same page about their role and responsibilities while contracting the agreement.

2. Scope of the Agreement

The Scope of the work is as to what both the parties will do for each other. What nature of their work will they provide for each other. A vague and incomplete answer will result in litigation later on. So in the scope of the agreement both the parties should know what to expect out of each other.

3. Timing/Deadlines

There should be clarity in the deadlines for the work submission. If the project is divided into phases, deadlines should be assigned to each of the phases. If there is any change in the nature of the work, then the deadline should also be changed with it. Determining that time frame at the beginning and formalizing it in the terms and conditions of the contract will ensure that either party does not take advantage of each other.

If the terms of the agreement are not clear then that will give the other party more time and this will eventually result in disputes. Also, be sure to include the time frames on which the client needs to respond to submissions with their questions and concerns.

4. Payment and Collection

It is important that the agreement should have clear financial statements. There should be no ambiguity in the consideration. For most design work, billing by the job, rather than by the hour, is easier. There might be agreement on financial matters, but they should be included in the contract anyway for good measure.

Also, it is very important that the parties agree to include a Cancellation clause in the pricing section of the agreement. It actually protects the clients, freelancer as in case either of them backs out then the agreement stands terminated before completion.

The freelancer can be paid by the hour, by the project or whatever agreement has been decided upon by the parties, but it should be clear.

5. Payment Timing and Late Fees

‘When’ to be paid is as important as ‘how much.’ If a party expects to be paid when they deliver the work, then they should say so clearly. If the party expects to be paid something in advance, then they should say so as clearly as possible as to how much and when do they expect them from the other party.

6. Jurisdiction/ Governing law

The parties should agree to a jurisdiction. The agreement should clearly state that in the case of any dispute between the parties, the parties should be governed by the particular countries’ law.

7. Amendment

The parties should include a clause that states the procedure of amendment. It should also include a clause which allows the number of alterations and revisions in the agreement. Maximum limit of the number of amendments should also be agreed between the parties so that the privilege is not abused by either of the parties. Further, the parties should agree upon verbal or written changes in revising and altering the agreement. There should be clarity in wordings, and a mere commentary form of language should not be used. The parameter of work changes or if more work is required as compared to originally estimated, they can renegotiate the rate.

It should be kept in mind that professionalism should win at all times!