Only once the contract or legal agreement has been signed, does it become a legally binding contract. This means that if it’s breached, legal repercussions ensue. It’s not all doom and gloom, it’s also an essential requirement to protect all the participants that are about to embark in business together.
In the contract, you provide project details, outline payment terms, mention each of the parties involved and their responsibilities to one another. The document also mentions terms and conditions and dispute resolution processes.
It’s truly one of the most important documents any business will have–and that’s why as a freelancer or small business owner, it’s crucial you know how to write one. It allows a professional and legally protected relationship that, in turn, will allow your business to grow.
There are many types of contracts and agreements that you might need depending on your business and industry.
Some examples of contracts that exist are:
By making your contracts online, you’re saving yourself the time and effort of having them printed and posted–and you’re protecting the environment too!
Note: Ready to create your own contract with an easy-to-use, professional, and legally-vetted online contract creator? Access our wide variety of business contracts, proposals, and invoice templates by signing up for free today.
Since a contract is such an important document, you’ll want to make sure all the necessary information is included. This will help you shield yourself from troublesome clients and partners, but also start your business relationship with the best foot forward.
Here are the essential elements to include in your online contract:
Now that you have a broad idea of what elements any simple contract should include. Let’s dig a little deeper and understand what each of them should address:
Since a contract is a legally binding document, the first thing you need to do is specify who the agreement is binding. Add all the necessary details for each of the parties to be properly identified: legal name, phone number, email address, and office or business postal address.
Your contract will be useless if it doesn’t have legally sound terms. Equally, it will be gibberish if it’s full of legal jargon that only a lawyer can understand. Find a happy medium.
You need the right language so that your contract is legally valid, but also a language that all the parties that sign the contract will comprehend. To do so, you have a terms and definitions section, in it you clarify the meaning of the terms you’ll be using.
Bonsai top tip: Ask advice from your nearest law firm on what terms you’ll need for a contract that will work in your country, state/province, and industry.
A contract is also a way to secure your business and set expectations of the work that will be carried out by each party.
In the project details section, you’ll specify everyone’s responsibilities, the aims of the project, and what a successful project looks like. This way, everyone is clear and once you get your contract signed everyone will know exactly what cards are on the table.
The scope of the project or project details is an overview of the venture that will ensue once the agreement is signed. The deliverables and milestones on the other hand are the nitty-gritty aspects of the contract.
This section will state the specific outcomes of each of the project’s phases and it’s a chance for the two or more parties involved to discuss and agree on the deliverables.
As a freelancer, your time is extremely valuable and you need to look after this precious commodity. That’s why you need to make sure that you know how your project milestones and deliverables will be approved by your clients. Otherwise, you might risk spending extra months and resources waiting to get your client’s approval and delaying the entire project, while having to turn down new opportunities.
Dedicate a section of your contract to explain exactly how your client will approve your work, and how many revisions they have–and their expected dates.
A contract is not only important to outline what each party has to do, it’s also what will guarantee that your work as a freelancer is valued, and will be paid for in a timely manner.
We know how hard you work. That’s why your work should be correctly valued, and you shouldn’t have to be waiting around for your paycheck to arrive. Make sure you avoid any of these issues by showing your pricing, payment details and terms.
By being as clear and transparent about this information, you’re increasing your chances of smooth and punctual payments. Just what we like to see.
Bonsai top tip: Clearly state the due dates for each payment. Don’t be afraid to use bold or italics to get your point across.
Depending on the industry and work that you’ll be doing, there might be confidential information, copyrights, and other IP rights to consider.
It’s important to mention if any special considerations regarding intellectual property will be needed. Additionally, if a non-disclosure agreement is signed, or copyrights are withheld ensure you specify until when these confidential and IP considerations will be.
In some businesses, even after the contract has terminated the NDAs are still legally applicable–think about Silicon Valley’s tech giants and their top secret information.
As a freelancer, you’re a special kind of worker–and also a special kind of human, but that’s for another article. This means there might be unique considerations you’ll need to add to your contract.
For example, you might add a non-exclusivity clause to allow you to do work for other clients while you’re working for this particular client. After all, as a freelancer you’re probably juggling multiple clients and gigs at the same time.
Another example to consider would be time to be contacted. If you’re a freelancer that works remotely, you might state at what times the client can contact you, or how long you’ll take to respond to their emails or calls.
Ensure you’re stating a clear termination clause. When or how will the contract end? Is it date-dependent or project completion-dependent?
This is super important, otherwise you might be bound to your client forever–well maybe not forever, but longer than you expected.
Breach of contract is a term used when one of the parties fails to deliver their end of the bargain, or if one essential element is missing. The party that feels there has been an injustice or unfair treatment can sue for compensation.
However, it’s better to have dispute resolution processes in place–it’s always best to avoid court whenever you can.
Now you’re an expert on contracts! Well, sort of, now you know what the backbone of a contract includes, and why each is important–especially for a freelancer. Let’s get into how to write them.
So far, we’ve mentioned just the basics that any contract needs. As you can imagine, drafting a contract from scratch every time is time-consuming. You won’t only need the basics. You’ll also need some more industry and project-specific requirements.
Save yourself some valuable time and make your life easier by using this online contract creator.
Finding the right contract template is not always easy. You need to make sure it includes all of these essential elements. As well as making sure it has been legally vetted by top lawyers, and that it looks professional–oh, don’t forget you need it to work for your country and your industry!
Contract templates do half of the work for you. They allow you to spend your time on what you do best–on your skills and business, not on drafting paperwork.
Here are the main benefits of using an online contract creator:
Any contract generator won’t necessarily be the solution to all of your problems. If you’re not careful, you may end up using a faulty creator that will do more harm than good to your business and reputation.
To really seize the benefits of an online contract creator, make sure you:
By following those three simple tips you’re guaranteed to seize the full potential of using an online contract generator or template.
Making a watertight contract is a daunting task. You’ll probably spend a lot of time and resources trying to get one on your own. The best way to save yourself the trouble is by using an online freelance contract creator.
What’s so good about Bonsai’s contract generator? Let’s have a look:
Additionally, with Bonsai, you can create any free legal documents you can think of thanks to hundreds of templates available.
Simply download, edit, and sign to get started!
Although there's no specific length for a contract, you should keep it shorter than 20 pages long. What’s important is that it contains all of the essential information to secure and protect your business, set realistic expectations, and make sure everyone is starting the business relationship understanding what their responsibilities are.
It might take you four pages or ten or even more, don’t worry about the length, just make sure it is quality and necessary content.
The backbone of every contract should include the following terms to give it legal weight.
Your contract should include:
Thankfully, all of this important information is already included when using one of Bonsai's contract templates. All you'll need to do is fill in the details, proofread it, and send it on its way!
It is a must for freelancers to have contracts with their clients. As an independent contractor selling services, a written contract protects the freelancer from unpaid work projects or hours. This should be the first task to complete before anything else. Good thing Bonsai has easy to use contract creator template ready. Try out our software today for free.
A freelance contract contains details of the service being provided and expectations for both freelancer and the client. Key points to include are scope of work and payment terms. You can check out Bonsai contract creator to start drafting your freelancer contract.
You may draft a contract from scratch by using Microsoft Word or Google Doc. To save you the hassle, Bonsai has the easy to use contract creator ready for you to use and personalize. Start sending agreements to ramp up your business today.
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This Contract is between Sample Client (the "Client") and Freelance Plus, a California sole proprietorship (the "Contractor").
The Contract is dated [the date both parties sign].
1.1 Project. The Client is hiring the Contractor to do the following: Marketing consulting
1.2 Schedule. The Contractor will begin work on July 22, 2023 and will continue until the work is completed. This Contract can be ended by either Client or Contractor at any time, pursuant to the terms of Section 6, Term and Termination.
1.3 Payment. The Client will pay the Contractor a flat fee of $5,000.00 (USD). Of this, the Client will pay the Contractor $750.00 (USD) before work begins.
1.4 Expenses. The Client will reimburse the Contractor's expenses. Expenses do not need to be pre-approved by the Client.
1.5 Invoices. The Contractor will invoice the Client at the end of the project. The Client agrees to pay the amount owed within 15 days of receiving the invoice. Payment after that date will incur a late fee of 1.0% per month on the outstanding amount.
1.6 Support. The Contractor will not provide support for any deliverable once the Client accepts it, unless otherwise agreed in writing.
2.1 Client Owns All Work Product.
As part of this job, the Contractor is creating “work product” for the Client. To avoid confusion, work product is the finished product, as well as drafts, notes, materials, mockups, hardware, designs, inventions, patents, code, and anything else that the Contractor works on—that is, conceives, creates, designs, develops, invents, works on, or reduces to practice—as part of this project, whether before the date of this Contract or after. The Contractor hereby gives the Client this work product once the Client pays for it in full. This means the Contractor is giving the Client all of its rights, titles, and interests in and to the work product (including intellectual property rights), and the Client will be the sole owner of it. The Client can use the work product however it wants or it can decide not to use the work product at all. The Client, for example, can modify, destroy, or sell it, as it sees fit.
2.2 Contractor's Use Of Work Product.
Once the Contractor gives the work product to the Client, the Contractor does not have any rights to it, except those that the Client explicitly gives the Contractor here. The Client gives permission to use the work product as part of portfolios and websites, in galleries, and in other media, so long as it is to showcase the work and not for any other purpose. The Client does not give permission to sell or otherwise use the work product to make money or for any other commercial use. The Client is not allowed to take back this license, even after the Contract ends.
2.3 Contractor's Help Securing Ownership.
In the future, the Client may need the Contractor's help to show that the Client owns the work product or to complete the transfer. The Contractor agrees to help with that. For example, the Contractor may have to sign a patent application. The Client will pay any required expenses for this. If the Client can’t find the Contractor, the Contractor agrees that the Client can act on the Contractor's behalf to accomplish the same thing. The following language gives the Client that right: if the Client can’t find the Contractor after spending reasonable effort trying to do so, the Contractor hereby irrevocably designates and appoints the Client as the Contractor's agent and attorney-in-fact, which appointment is coupled with an interest, to act for the Contractor and on the Contractor's behalf to execute, verify, and file the required documents and to take any other legal action to accomplish the purposes of paragraph 2.1 (Client Owns All Work Product).
2.4 Contractor's IP That Is Not Work Product.
During the course of this project, the Contractor might use intellectual property that the Contractor owns or has licensed from a third party, but that does not qualify as “work product.” This is called “background IP.” Possible examples of background IP are pre-existing code, type fonts, properly-licensed stock photos, and web application tools. The Contractor is not giving the Client this background IP. But, as part of the Contract, the Contractor is giving the Client a right to use and license (with the right to sublicense) the background IP to develop, market, sell, and support the Client’s products and services. The Client may use this background IP worldwide and free of charge, but it cannot transfer its rights to the background IP (except as allowed in Section 11.1 (Assignment)). The Client cannot sell or license the background IP separately from its products or services. The Contractor cannot take back this grant, and this grant does not end when the Contract is over.
2.5 Contractor's Right To Use Client IP.
The Contractor may need to use the Client’s intellectual property to do its job. For example, if the Client is hiring the Contractor to build a website, the Contractor may have to use the Client’s logo. The Client agrees to let the Contractor use the Client’s intellectual property and other intellectual property that the Client controls to the extent reasonably necessary to do the Contractor's job. Beyond that, the Client is not giving the Contractor any intellectual property rights, unless specifically stated otherwise in this Contract.
The Contractor won’t work for a competitor of the Client until this Contract ends. To avoid confusion, a competitor is any third party that develops, manufactures, promotes, sells, licenses, distributes, or provides products or services that are substantially similar to the Client’s products or services. A competitor is also a third party that plans to do any of those things. The one exception to this restriction is if the Contractor asks for permission beforehand and the Client agrees to it in writing. If the Contractor uses employees or subcontractors, the Contractor must make sure they follow the obligations in this paragraph, as well.
Until this Contract ends, the Contractor won’t: (a) encourage Client employees or service providers to stop working for the Client; (b) encourage Client customers or clients to stop doing business with the Client; or (c) hire anyone who worked for the Client over the 12-month period before the Contract ended. The one exception is if the Contractor puts out a general ad and someone who happened to work for the Client responds. In that case, the Contractor may hire that candidate. The Contractor promises that it won’t do anything in this paragraph on behalf of itself or a third party.
5.1 Overview. This section contains important promises between the parties.
5.2 Authority To Sign. Each party promises to the other party that it has the authority to enter into this Contract and to perform all of its obligations under this Contract.
5.3 Contractor Has Right To Give Client Work Product.
The Contractor promises that it owns the work product, that the Contractor is able to give the work product to the Client, and that no other party will claim that it owns the work product. If the Contractor uses employees or subcontractors, the Contractor also promises that these employees and subcontractors have signed contracts with the Contractor giving the Contractor any rights that the employees or subcontractors have related to the Contractor's background IP and work product.
5.4 Contractor Will Comply With Laws.
The Contractor promises that the manner it does this job, its work product, and any background IP it uses comply with applicable U.S. and foreign laws and regulations.
5.5 Work Product Does Not Infringe.
The Contractor promises that its work product does not and will not infringe on someone else’s intellectual property rights, that the Contractor has the right to let the Client use the background IP, and that this Contract does not and will not violate any contract that the Contractor has entered into or will enter into with someone else.
5.6 Client Will Review Work.
The Client promises to review the work product, to be reasonably available to the Contractor if the Contractor has questions regarding this project, and to provide timely feedback and decisions.
5.7 Client-Supplied Material Does Not Infringe.
If the Client provides the Contractor with material to incorporate into the work product, the Client promises that this material does not infringe on someone else’s intellectual property rights.
This Contract is ongoing until the work is completed. Either party may end this Contract for any reason by sending an email or letter to the other party, informing the recipient that the sender is ending the Contract and that the Contract will end in 7 days. The Contract officially ends once that time has passed. The party that is ending the Contract must provide notice by taking the steps explained in Section 11.4. The Contractor must immediately stop working as soon as it receives this notice, unless the notice says otherwise. The Client will pay the Contractor for the work done up until when the Contract ends and will reimburse the Contractor for any agreed-upon, non-cancellable expenses. The following sections don’t end even after the Contract ends: 2 (Ownership and Licenses); 3 (Competitive Engagements); 4 (Non-Solicitation); 5 (Representations); 8 (Confidential Information); 9 (Limitation of Liability); 10 (Indemnity); and 11 (General).
The Client is hiring the Contractor as an independent contractor. The following statements accurately reflect their relationship:
- The Contractor will use its own equipment, tools, and material to do the work.- The Client will not control how the job is performed on a day-to-day basis. Rather, the Contractor is responsible for determining when, where, and how it will carry out the work.- The Client will not provide the Contractor with any training.- The Client and the Contractor do not have a partnership or employer-employee relationship.- The Contractor cannot enter into contracts, make promises, or act on behalf of the Client.- The Contractor is not entitled to the Client’s benefits (e.g., group insurance, retirement benefits, retirement plans, vacation days).- The Contractor is responsible for its own taxes.- The Client will not withhold social security and Medicare taxes or make payments for disability insurance, unemployment insurance, or workers compensation for the Contractor or any of the Contractor's employees or subcontractors.
8.1 Overview.
This Contract imposes special restrictions on how the Client and the Contractor must handle confidential information. These obligations are explained in this section.
8.2 The Client’s Confidential Information.
8.3 Third-Party Confidential Information.
It’s possible the Client and the Contractor each have access to confidential information that belongs to third parties. The Client and the Contractor each promise that it will not share with the other party confidential information that belongs to third parties, unless it is allowed to do so. If the Client or the Contractor is allowed to share confidential information with the other party and does so, the sharing party promises to tell the other party in writing of any special restrictions regarding that information.
Neither party is liable for breach-of-contract damages that the breaching party could not reasonably have foreseen when it entered this Contract.
10.1 Overview.
This section transfers certain risks between the parties if a third party sues or goes after the Client or the Contractor or both. For example, if the Client gets sued for something that the Contractor did, then the Contractor may promise to come to the Client’s defense or to reimburse the Client for any losses.
10.2 Client Indemnity.
In this Contract, the Contractor agrees to indemnify the Client (and its affiliates and their directors, officers, employees, and agents) from and against all liabilities, losses, damages, and expenses (including reasonable attorneys’ fees) related to a third-party claim or proceeding arising out of: (i) the work the Contractor has done under this Contract; (ii) a breach by the Contractor of its obligations under this Contract; or (iii) a breach by the Contractor of the promises it is making in Section 5 (Representations).
10.3 Contractor Indemnity.
In this Contract, the Client agrees to indemnify the Contractor (and its affiliates and their directors, officers, employees, and agents) from and against liabilities, losses, damages, and expenses (including reasonable attorneys’ fees) related to a third-party claim or proceeding arising out of a breach by the Client of its obligations under this Contract.
11.1 Assignment.
This Contract applies only to the Client and the Contractor. The Contractor cannot assign its rights or delegate its obligations under this Contract to a third-party (other than by will or intestate), without first receiving the Client’s written permission. In contrast, the Client may assign its rights and delegate its obligations under this Contract without the Contractor's permission. This is necessary in case, for example, another Client buys out the Client or if the Client decides to sell the work product that results from this Contract.
11.2 Arbitration.
As the exclusive means of initiating adversarial proceedings to resolve any dispute arising under this Contract, a party may demand that the dispute be resolved by arbitration administered by the American Arbitration Association in accordance with its commercial arbitration rules.
11.3 Modification; Waiver.
To change anything in this Contract, the Client and the Contractor must agree to that change in writing and sign a document showing their contract. Neither party can waive its rights under this Contract or release the other party from its obligations under this Contract, unless the waiving party acknowledges it is doing so in writing and signs a document that says so.
11.4 Notices.
(a) Over the course of this Contract, one party may need to send a notice to the other party. For the notice to be valid, it must be in writing and delivered in one of the following ways: personal delivery, email, or certified or registered mail (postage prepaid, return receipt requested). The notice must be delivered to the party’s address listed at the end of this Contract or to another address that the party has provided in writing as an appropriate address to receive notice.
(b) The timing of when a notice is received can be very important. To avoid confusion, a valid notice is considered received as follows: (i) if delivered personally, it is considered received immediately; (ii) if delivered by email, it is considered received upon acknowledgement of receipt; (iii) if delivered by registered or certified mail (postage prepaid, return receipt requested), it is considered received upon receipt as indicated by the date on the signed receipt. If a party refuses to accept notice or if notice cannot be delivered because of a change in address for which no notice was given, then it is considered received when the notice is rejected or unable to be delivered. If the notice is received after 5:00pm on a business day at the location specified in the address for that party, or on a day that is not a business day, then the notice is considered received at 9:00am on the next business day.
11.5 Severability.
This section deals with what happens if a portion of the Contract is found to be unenforceable. If that’s the case, the unenforceable portion will be changed to the minimum extent necessary to make it enforceable, unless that change is not permitted by law, in which case the portion will be disregarded. If any portion of the Contract is changed or disregarded because it is unenforceable, the rest of the Contract is still enforceable.
11.6 Signatures.
The Client and the Contractor must sign this document using Bonsai’s e-signing system. These electronic signatures count as originals for all purposes.
11.7 Governing Law.
The laws of the state of California govern the rights and obligations of the Client and the Contractor under this Contract, without regard to conflict of law principles of that state.
11.8 Entire Contract.
This Contract represents the parties’ final and complete understanding of this job and the subject matter discussed in this Contract. This Contract supersedes all other contracts (both written and oral) between the parties.
THE PARTIES HERETO AGREE TO THE FOREGOING AS EVIDENCED BY THEIR SIGNATURES BELOW.
