Freelance design contract clauses: the ones general templates miss

The general contract advice is well covered, including by us: scope, payment terms, ownership on final payment, a revision cap, a termination clause. Those apply to a freelance accountant as much as to a freelance illustrator, and they are worth having.

This page is about the other set. The clauses that only bite people who make things: fonts, stock, source files, usage, portfolio rights. General contract templates skip them because they barely exist outside creative work, and the design-specific guides that do name them mostly stop at naming them. So what follows is the wording, plus the one piece of licensing detail that catches nearly everybody and is almost never written down anywhere.

Usage: where the work is allowed to go

This is the clause with no equivalent in a general contract, and its absence is the most expensive omission on the list.

Ownership answers who holds the rights. Usage answers what the client may do with them, and unless you say otherwise, transferring ownership hands over everything, everywhere, forever. That is sometimes the correct deal. It should never be the accidental one.

The Client is licensed to use the deliverables for [defined use: e.g. packaging and point of sale for the Ridgeline product line], in [territory], for [duration]. Uses beyond this — including [e.g. broadcast, paid media, merchandise, or application to other product lines] — are available under a separate licence, quoted on request.

Two practical notes. Write the permitted use as a positive list rather than as a set of exclusions, because a list of what is allowed stays accurate as the client's business changes and a list of prohibitions never does. And if you are transferring outright, say so in the same explicit way, so that nobody later argues about whether an unstated limit was implied.

Fonts: the one that catches almost everybody

You designed the identity in a typeface from a subscription library. The client asks for the working files, so you package the folder and send it. That is a licence breach, and it is routine.

Adobe's font licensing FAQ is unambiguous about the boundary. The font files may not be transferred to another user or another computer, which means they cannot be packaged with your artwork. What you may do is use the fonts to make things: vector artwork, outlined type, a PDF with the font embedded, a raster export. Those you can hand over and the client can use them for any purpose. They also keep working if your own subscription lapses later, because the data sits in the file rather than on your machine, which is the part most people do not realise and the reason this is a smaller problem than it first sounds.

Where it bites is live text. A client who wants to edit the wording themselves needs their own licence for that typeface, bought separately, and that is a cost nobody mentioned during the pitch. So mention it, in the contract:

Typefaces used in the deliverables are licensed to the Contractor and are not transferable. Outlined and embedded artwork is supplied and may be used without restriction. Where the Client requires editable live text, the Client is responsible for obtaining their own licence for [typeface names], listed in the handover notes.

Put the typeface names in writing at handover. It takes one line and it is the difference between a helpful note and an unpleasant discovery in eighteen months.

Stock, and everything else you did not make

The same logic runs through stock photography, icons, mockup templates and audio. Most standard licences are issued to the purchaser and are not transferable, and many restrict the number of impressions or the media the asset can appear in.

The clause is short and the discipline is a list:

Third-party assets used in the deliverables are licensed as set out in the handover notes. Licences held by the Contractor do not transfer to the Client. Where a licence must be held by the Client, this is identified at handover.

Then actually keep the list as you work. Reconstructing it eight weeks later from browser history is a job nobody has ever enjoyed.

Source files: define the phrase or do not use it

"Source files included" is in an enormous number of freelance contracts and means two different things to the two people signing.

To the client it usually means everything: your working document, the layer structure, the rejected directions, the discovery sketches. To you it usually means the final layered artwork for the delivered work. Both readings are reasonable, which is exactly why the phrase is dangerous.

Name the file types.

Delivered files: [e.g. .ai and .svg vector artwork for final marks, .pdf usage sheet, .png and .jpg exports at the sizes listed]. Working files, unused directions and development artwork are not included and remain the property of the Contractor. The full working archive is available for [fee] if required.

If they want the archive, sell it. It has value, and unlike most things you could charge extra for, it costs you nothing to hand over.

Portfolio rights, which you will lose by default

Your right to show the work is not automatic and it is frequently deleted, not out of malice but because the client's standard confidentiality paragraph was written by someone thinking about financial data.

Ask for it explicitly, and offer the compromise before they have to:

The Contractor may display the deliverables in a portfolio, in case studies and in awards submissions, from [date / from public launch]. The Client's confidential business information will not be disclosed.

The date is what unlocks the conversation. Almost every objection is about the launch, not about the work, and a clause that waits for the announcement removes the objection entirely.

A closing note on leverage

Clauses are how you avoid the fight. They are not how you win one, and it is worth being clear-eyed about the distance between the two.

There is a story in the Clients From Hell archive about a designer asked to fix a website, who found the page split down the middle — one half working, the other half reading "PAY HALF THE BILL, GET HALF THE PRODUCT." The previous developer had rendered his unpaid invoice in HTML on the client's live site. It is funny, and it is also a fairly precise picture of what your options look like once the work has been handed over and the money has not arrived.

Which is the argument for getting these clauses in before you start rather than after. The point of the font list, the usage line and the file-type list is not that you will one day enforce them. It is that the person on the other side will read them, and will not be surprised.