What Should Be in a Freelance Contract in the UK

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What should be in a freelance contract in the UK? The 10 essential clauses covering payment, IP, IR35, termination and late payment rights.

What Should Be in a Freelance Contract in the UK

Ask any experienced freelancer about the project that taught them to always use a contract, and you’ll get a story involving unpaid invoices, endless revisions, or a client who vanished. In the UK, a freelance contract isn’t just sensible paperwork — it’s the document that decides who owns the work, when you get paid, and what happens when things go wrong. Here’s exactly what should be in a freelance contract in the UK, clause by clause.

A quick note: I’m not a solicitor, and this isn’t legal advice. For high-value or complex engagements, get a lawyer to review your template. But the contract below covers what the vast majority of UK freelancers need.

Why a freelance contract matters under UK law

Without a written agreement, you’re relying on implied terms and whatever was said in emails — a miserable basis for resolving a dispute. A proper contract does three things: it proves the working relationship (important for employment status and IR35 considerations), it sets payment terms you can enforce, and it makes you look professional, which wins better clients.

Under the Late Payment of Commercial Debts (Interest) Act 1998, business clients must pay within 30 days unless your contract says otherwise — and you can charge statutory interest plus compensation on late payments. But you can only lean on these rights confidently if your terms are written down.

What should be in a freelance contract in the UK: the essential clauses

1. The parties and the project scope

Name both parties (you and the client, including company numbers if applicable) and describe the work precisely. Vague scope is where disputes breed. Instead of “website copy,” write “10 pages of website copy (Home, About, Services ×5, Blog ×2, Contact), up to 800 words per page, based on the client brief dated 14 March.” List what’s excluded too.

2. Deliverables and timeline

Spell out what you’ll deliver, in what format, and by when — including what you need from the client and when. “Final delivery within 10 working days of receiving all client materials” protects you when the client goes quiet for three weeks then demands everything tomorrow.

3. Fees and payment terms

This is the clause that gets freelancers paid. Include:

  • The fee — fixed price, day rate, or hourly rate, stated exclusive of VAT if you’re VAT registered
  • Deposit — 30–50% upfront is standard and completely reasonable
  • Milestones — for bigger projects, tie payments to deliverables, not just the end date
  • Payment deadline — 14 or 30 days from invoice is typical; state it explicitly
  • Late payment — reference your right to statutory interest under the Late Payment Act
  • Expenses — what’s covered and whether they need pre-approval

4. Revisions and change requests

The number-one source of freelancer misery: the client who wants “just one more tweak” fourteen times. State how many rounds of revisions are included (two is standard) and your rate for additional changes. Define what counts as a revision versus a brand-new request.

5. Intellectual property and ownership

This one surprises people. Under UK law, a freelancer generally retains copyright in work they create unless the contract assigns it. So decide explicitly: does ownership transfer on final payment (the usual arrangement), or do you license the work while retaining copyright? If you want to show the work in your portfolio, say so — many clients are fine with it if asked upfront, and furious if they discover it later.

Also cover moral rights (your right to be credited) and whether the client can modify the work after delivery.

6. Confidentiality

A simple mutual confidentiality clause protects both sides — the client’s business information and your methods and rates. Define what counts as confidential and how long the duty lasts (one to two years after the project is typical).

7. Termination

Either party should be able to end the agreement with written notice — 14 or 30 days is common. Crucially, state what happens to payment: the client pays for all work completed up to termination, plus any non-recoverable costs you’ve committed to. Include a kill fee (25–50% of the remaining project value) for client-cancelled projects if you turn down other work to take theirs.

8. Liability and indemnity

Cap your liability — typically at the total fees paid under the contract. Without a cap, a mistake in your work could theoretically expose you to unlimited damages. Each side should indemnify the other against claims arising from their own breaches (for example, you warrant the work is original; the client warrants the materials they supplied don’t infringe anyone’s rights).

9. IR35 and employment status wording

If you work through a limited company, include clauses confirming you’re an independent contractor: you control how the work is done, you can send a substitute, you’re not entitled to employee benefits, and you’re responsible for your own tax and National Insurance. This supports your CEST employment-status position, though no contract wording alone decides IR35.

10. Governing law and signatures

State that the contract is governed by the laws of England and Wales (or Scotland/Northern Ireland as appropriate), and get it signed — electronic signatures are legally valid in the UK. An unsigned contract sent by email is better than nothing, but a signed one is far stronger.

Clauses worth adding for specific freelance work

  • Non-solicitation: stops the client poaching your subcontractors (keep it narrow and time-limited)
  • Portfolio rights: explicit permission to showcase the work
  • AI-generated content disclosure: increasingly relevant — state whether you’ll use AI tools and who checks the output. Our guide on using AI to write business emails covers the disclosure question in more depth
  • Data protection: if you’ll handle personal data, reference UK GDPR compliance

Where to get a freelance contract template

Don’t start from a random Google result. Decent starting points include templates from IPSE, the association for the self-employed, which are drafted with UK freelancers in mind, or a solicitor-drafted template you reuse. Expect to pay £100–£300 once for a solid template — it pays for itself the first time a client pays late and you point at clause 3.

Red flags in contracts clients send you

Sometimes the shoe is on the other foot: the client sends their contract or terms. Read these with particular care, because client-drafted terms protect the client:

  • Unlimited liability or uncapped indemnities. Never accept unlimited liability as a freelancer — insist on a cap tied to fees paid, as in your own template.
  • IP assignment before payment. Some contracts transfer all intellectual property on creation, not on payment. If the client doesn’t pay, you’ve lost both the money and the work. Push for transfer on cleared payment.
  • Excessive non-competes. A clause barring you from working with any competitor for 12 months could destroy your business. Narrow non-competes to specific named competitors and short periods — or reject them.
  • Payment terms of 60–90 days. Large corporates impose these routinely. You can negotiate — or price the delay into your fee.
  • “Work for hire” language. An American concept that occasionally appears in UK contracts; clarify that UK law applies and IP terms are as agreed.
  • Vague scope with fixed price. The deadliest combination: a fixed fee for “all work required to complete the project”. Insist on defined deliverables and a change-request mechanism.

You are allowed to negotiate — and professional clients expect it. Mark up their contract with your amendments, or attach your own terms as prevailing. The freelancers who get the worst deals aren’t the least talented; they’re the least willing to push back on paper. For the tax and status clauses that matter in these negotiations, our guide to employment rules covers related IR35 ground from the engager’s side.

The practical takeaway

Build one strong template containing the ten clauses above, get it reviewed once by a solicitor, and send it before every project — no exceptions, no matter how friendly the client seems. The freelancers who get burned are almost never the ones with contracts; they’re the ones who thought “this client seems nice, we’ll skip it this time.” If you’re turning freelance work into something bigger, read our guide on turning a hobby into a full-time business next.

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