The Freelance Writing Contract, Explained

Thanks to longtime chum David Geer for resurrecting this four-year-old post the other day with this comment:

This post is rocking awesome, and I’m not surprised, Lori, you always bring the good stuff.
I have a selfish request: could you post an article with an example of a solid writer contract in its entirety? I could use it, and I bet some other folks could, too.
I’d even pay a few bucks if you want to throw it up for sale somewhere.

Thank you, David, for both the compliment and the reminder that sometimes it’s good to look at another writer’s paper.

No need to open your wallets, my friends. Today, let’s talk about contracts — what goes in them, when to use them. On the latter point, the answer is always. Always with exceptions, that is. We’ll get into that later.

But before I get started, a disclaimer:

I am not an attorney, nor am I an expert in contracts or contract law. I’m a freelancer who pieced together her own modicum of security and who is sharing my end result. Please do NOT rely on this post as anything more than a “Here’s what I did that worked for me” post. If you need help drafting a contract, please hire someone who knows what they’re doing. I am not that person.

There. Now we know I’m not here to be the source of all things contractual.

I use a pretty simple contract. In fact, I pieced my contract together using elements from other writers’ contracts, and my own needs. For example, I was getting constantly stuck answering to multiple reviewers who were not on the original project. I call it the Posse. These are people who come in at the tail-end of your project and are suddenly giving you feedback, usually without you knowing who the hell they are.

One simple paragraph stopped it for me.

  Third Parties. This agreement is made between the Client and the Contractor and all decisions anddiscussions of the project described herein will be exclusive of any thirdparty not expressly named herein. Any review or input of a third party directly or indirectly in the writing process by the Client without the written consent of both the Client and the Contractor prior to the start of the project willvoid this agreement and all fees contained in this agreement will be due theContractor in full and immediately. The Contractor and Client can then opt toenter into a new agreement at an additional, agreed-upon fee, to include saidthird party(ies).

My contracts have been modified over the years, but that clause remains. And I’m careful to point it out to the client in the email the contract is attached to. You’re going to have to modify your contracts to suit you — you just are. But maybe this will help you understand what basics should be in there:

This agreement between Lori D. Widmer (the Contractor) and XXX (the Client) describes the conditions the Contractor will perform writing for the proposed blog posts and describes the conditions under which the Client will accept and pay for the services of the Contractor.

Scope of Work: In the Client’s estimation, the project requires that the Contractor complete the project described in this agreement. The Contractor will provide the following services:

• (Here you spell out what you and your client have agreed to, such as 4 blog posts a month at 500 words each)

This is a Work for Hire: The writing and consulting the Contractor is providing on the project(s) will be considered a Work For Hire and therefore explicitly states the Contractor will retain no rights, claims, or ownership in any part or the work, at any stage of the work, even if the Contractor provides ideas, input, or suggestions. This agreement is on a month-to-month basis and either party retains the right to end this agreement at their discretion. Under this agreement, the Client will retain all rights to the notes, drafts, computer records, emails and written documents relevant to the manuscript and exercises all rights of ownership and copyright protection.

Fees: The Contractor’s fee for writing is $XXX per YYY. Payment can be made via check to: YOUR NAME AND ADDRESS or PayPal. PayPal ID: YOURS.

Payment of Fees: The Contractor will submit an invoice each month for that month’s total. Client will pay invoices within 15 days of receipt. Invoices may include late fees, which will be applied to invoice balances that are 30 days from the date of original invoice. Late fees will be ten (10) percent of the amount due at the end of each month.

Confidentiality: As part of this Agreement for services, the Contractor agrees that information that is of proprietary nature will be discussed between the Client and Contractor and as such the Contractor agrees to keep such information confidential. The confidential information may include, but not limited to specific book projects, concepts, processes, philosophies, financial information, or other information normally deemed proprietary.

This confidentiality extends to all employees, agents, subcontractors and representatives of the undersigned and extends to any subsidiaries and affiliates. This provision will survive the termination of this Agreement, but shall not apply to information that is now, or subsequently becomes part of the public domain.

Third Parties. This agreement is made between the Client and the Contractor and all decisions and discussions of the project described herein will be exclusive of any third party not expressly named herein. Any review or input of a third party directly or indirectly in the writing process by the Client without the written consent of both the Client and the Contractor prior to the start of the project will void this agreement and all fees contained in this agreement will be due the Contractor in full and immediately. The Contractor and Client can then opt to enter into a new agreement at an additional, agreed-upon fee, to include said third party(ies).

Entire Agreement and Revisions: This Agreement supersedes all other conversations and agreements, either expressed or implied. Any changes to this Agreement must be mutually agreed to by the parties in writing. This Agreement makes no guarantee of publication of the manuscript. By signing this contract, Customer acknowledges responsibility for the accuracy of the information contained in the final document. Customer also certifies by signature of this contract that Customer will review final document material for accuracy and to determine that final document is free of errors.

Agreed to by the parties as noted below:

(Room here for your signature and the client’s)

Let’s break this down a little:

Scope of Work

To me, the scope of work section is as important at the payment section. You spell out exactly what you will be doing. And by doing that, you are implying that anything not named is outside of what the client can expect. Sure, you can decide later to do more, but you’ve just given yourself the option to tack on the extra fee for any additional work. And you should. Don’t get in the habit of giving work away.

Work for Hire

This section allows both your clients and you the wiggle room and legal separation you both need. If you’re working with a company that may reject a lot of your ideas, you may opt to change that language a bit to apply to only those ideas they purchase. I have one client who rejected eight out of twelve ideas I’d sent to them for their blog. Because I’d changed the language in the contract, I was free to use the rejected ideas without fear of consequence. Would a client come back on you for those ideas? Hard to say, but why not cover your butt now instead of finding out later?

Fees

I set this apart so there is little chance they won’t see the fee. It’s why I use bold font, too. But no matter how you decide to present your price, do put it in every contract. Sounds like “duh” advice, but you’d be surprised what some freelance writers will overlook. The simple stuff trips up even the best of us.

Payment of Fees

I guess there really are no unimportant sections in a contract. This one is one you should put some thought into. Always assume someone won’t pay you, then ask yourself “What’s my limit? When do I chase it, and how much of a late fee will make up for my trouble?” I give clients 15 days to pay in full. The extra 15 days are wiggle room (who doesn’t forget to pay something?). The late fees assure that they’ll clear the invoice quickly (in most cases).

Confidentiality

This doesn’t replace a Non-disclosure agreement (NDA), but it assures the client you’re not going to go to an industry event and blab about their proprietary information to their competitors. Most writers wouldn’t. But because a small minority of writers would, this needs to be in there. It gives your clients a little more confidence that they’re doing the right thing in hiring you.

Third Parties

My life became infinitely less complicated when I put this clause into my contract. No more 12-person review teams showing up after the contact person approved everything. No more listening to the concerns of the client’s wife/brother/best friend when they were asked to review the content. Any time you ask another person to see if something is okay, 99 percent of the time there will be revisions. People want to be helpful. That’s what happened when a client sent back revisions with strange initials next to the changes. I asked what they meant. He said it was his friends helping out, and they didn’t like this, that, and the other thing. In the end, they basically rewrote it to what he had originally. I still got paid because of this little clause.

Posses may be trying to help their friends, but they’re not helpful to you, the writer, who has no idea how to please a stranger (nor should you). Use some form of this language and save yourself a massive headache.

Entire Agreement and Revisions

If you don’t have language in your current contract that spells out your work is not coming with a guarantee of publication, get it. Don’t assume for a second that any client knows you’re just writing and your paycheck is not contingent on their success. It’s not. You help them shape ideas into manuscripts. Because my clients are always part of the work process, I won’t take responsibility for the outcome, particularly when they are indeed calling the shots on what the end product will look like.

And don’t overlook the line “Any changes to this Agreement must be mutually agreed to by the parties in writing.” Unfortunately, I’ve had to refer a client to that very line when they decided arbitrarily that the price they’d agreed to in writing no longer worked for them.

Here’s another part you should definitely have in your contract: “By signing this contract, Customer acknowledges responsibility for the accuracy of the information contained in the final document. Customer also certifies by signature of this contract that Customer will review final document material for accuracy and to determine that final document is free of errors.”

That means that if they find errors later, you’re covered. This is particularly important if you’re using information they’re supplying. I don’t trust anyone else’s research, and I won’t take the fall for someone taking a shortcut to the facts or creating their own facts. While it’s not happened to me, bet your life it’s happened. No agreement should shift the liability of another person’s mistake or false statements/facts to you.

Also, I’d be inclined to put a set number of revisions in this section. The client who received this particular contract was asking for blog posts, so a few revisions at most was all that was expected. But for other clients, I find that two revisions should be more than enough. After that, it becomes madness, and it becomes clear someone didn’t know what to ask for.

Other Types of Contracts

I mentioned earlier that there could be exceptions to a contract. I know writers who email terms to their clients and ask for acknowledgement of those terms to bind their agreement. I know writers who use scope-of-work statements and get those signoffs to bind everything. In the case of magazines, I’ve been known to work under their stated terms in email — I don’t bother sending a contract because they’ve said “We want X and we’ll pay Y for it.” Simple enough.

For ongoing client work, I tend to have one contract at the beginning that covers ongoing work. The contract above can certainly be amended to suit those needs by stating the scope of work as “ongoing projects as determined by the client” and the payment to be “as agreed upon in email between client and contractor” or something similar.

Writers, how do your contracts differ? What are your must-have items?