A client contract you can actually send

What should a client contract cover?

The clauses that earn their place are the ones that answer a question somebody will ask when the relationship is strained.

• The work, what is in scope, and explicitly what is not.
• Payment, how much, when, and what happens if it is late.
• Changes, how a change to the work is agreed and priced.
• Intellectual property, who owns the output, and when ownership passes.
• Confidentiality, what each side must keep quiet about.
• Termination, how either party ends it, with what notice.
• Liability, what each side is on the hook for, and what is excluded.
• Governing law, which country’s courts decide.

The two most commonly missing are **changes** and **IP transfer on payment**. The first is where scope creep becomes an argument. The second is where an unpaid invoice becomes a client using work they have not paid for.

Who owns the work?

Whoever the contract says, and silence does not mean the client.

In the UK and much of Europe, copyright in commissioned work sits with the creator by default unless it is assigned in writing. A client who paid for a logo and has no assignment clause may have a licence to use it and not the right to change it or register it as a trade mark. In the US, work-for-hire rules differ again and depend on employment status.

The version that works for both sides is transfer on final payment: you keep ownership until the invoice clears, then it passes to the client. They get what they paid for, you keep leverage until you are paid, and neither side has to trust the other.

How do you handle scope changes?

With a clause that says a change needs to be agreed in writing before it is done, and priced separately.

Without it, every "could you just" is a negotiation with no reference point, and the answer is usually yes because saying no feels awkward mid-project. With it, the answer is not no, it is "yes, here is what that adds", which is a much easier sentence to say.

The clause does not need to be aggressive. Something to the effect that changes to the scope will be agreed in writing and charged at the stated rate is enough. Its value is having something to point at, not its severity.

Do you need a lawyer?

For a template you will use repeatedly, it is worth one review. For a single small engagement, a clear written agreement both parties signed is far better than nothing, which is what most small agencies actually have.

The honest position: a template gives you a structure and the clauses that usually matter. It does not know your jurisdiction, your industry’s rules, or the specific risk in this piece of work. For anything with real money or real liability attached, have somebody qualified read it once. You then own a reviewed template you can use for years.

What you fill in

Type and title

Service agreement, consultancy agreement, and a title.

Both parties

Full legal names and addresses. Not trading names.

Effective date and term

When it starts and how long it runs.

Background

Why the parties are entering into it. Optional, usually two lines.

Clauses

One per obligation, each with a heading so it can be referred to by name.

Governing law

Which jurisdiction applies.

What happens after you fill it in

Questions

Is this legally binding?

Whether an agreement is enforceable depends on its terms, the parties, and the law that applies. This template is a starting point, not legal advice; have a qualified professional review any agreement you will rely on.

Can I add my own clauses?

Yes. Clauses are a list, so add as many as you need and they number themselves.

Does it work outside the UK?

The structure is standard. The governing law field is yours to set, and the specifics of what is enforceable vary.

Can the client sign it here?

Yes. Send it for signature and the signed copy returns with a record of who signed and when.

What if we already have terms?

Use this for the engagement specifics and reference your standard terms in a clause.