Freelance Agreement

Standard freelance/contractor agreement

Complexity

Standard

Estimated Time

~10 minutes

Best For

Freelancers and independent contractors, Small businesses and agencies

When to Use This Template

Good fit for:

  • Working with clients on defined projects
  • Short-term contract work
  • Providing services as an independent contractor

Not recommended for:

  • Employee relationships (use Employment Agreement)
  • Selling physical products (use Sale of Goods)

Key Clauses

Important clauses included in this template and what they mean for you.

Confidentiality
Standard

Both sides promise to keep shared business information private.

IP Assignment
Standard

You give up ownership of what you create. The client owns it completely.

Termination
Standard

Either side can end this contract with proper notice.

Non-Compete
Risky

You can't work with their competitors for a period after this ends.

Non-Solicitation
Standard

Neither side can try to hire the other's team members for a while.

Indemnification
Standard

If you cause a legal problem, you cover the costs. Same for them.

Limitation of Liability
Favorable

Caps how much either side can owe if something goes wrong.

Dispute Resolution
Standard

Sets rules for how to handle disagreements before going to court.

Governing Law
Standard

Decides which state's laws apply if there's a dispute.

Common Mistakes

Watch out for these pitfalls when using this template.

Including Non-Compete without understanding risks

Why it matters:

WARNING: This limits your future work opportunities. Consider carefully before agreeing. California, North Dakota, and Oklahoma ban these clauses entirely. If you do agree, negotiate a shorter time period or narrower geographic scope. Only accept if the pay justifies the restriction.

How to avoid it:

Carefully review state restrictions and negotiate terms to align with your situation.

State-Specific Notes
StateClauseRestriction
CANon-Competeunenforceable
NDNon-Competeunenforceable
OKNon-Competeunenforceable

Always verify current state laws before executing agreements. State laws change frequently, and some clauses may be unenforceable in certain jurisdictions.

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