As a designer, my product is ideas. Often a large amount of time needs to be invested in a project before there is something tangible, like a concept, to show the client, so it’s easy to see how designers can find themselves in a position of vulnerability. Unlike taking your car in for repairs, knowing you won’t get it back until you pay for the work done, designers have often sent PDF throughout the course of a project or even final files before full payment is received. If a client chooses not to pay a designer after the work has been done, possibly due to a personality conflict or a lack of understanding of how many hours went into something, the designer often feels they have no recourse. I have seen many situations where a client requests a change that could take the designer 10 hours, for which the client refuses to pay, citing that the designer had not yet provided a satisfactory design (based on possibly the unarticulated opinions). the client’s). This is where a well-written contract that clearly outlines what each party is getting out of the deal, and what each party is giving up, is helpful to both the freelancer and the client.
A contract, in its most basic form, will describe the final deliverables that a freelancer or consultant will provide to the client, and what the freelancer or consultant will receive in return for those deliverables. But this doesn’t do much to protect the freelancer from a client who insists the logo design isn’t perfect, or insists on ill-defined changes like “I need it to stand out.” This is where it’s important to describe the intermediate steps to the final deliverable, such as how many rounds of reviews are included, or how many hours of time the contract allows, and what the charge will be if a project extends beyond those hours. Of equal importance is making sure that your agreement is valid and can be used to protect the rights of each of the parties involved.
First of all, A CONTRACT is an agreement between two parties. For a contract to be legally binding, it must meet all of the following conditions:
- APPROVAL. There must be an offer, and that offer must be accepted. Both parties essentially must demonstrate a serious intent to be bound by the terms of the contract. The acceptance does not need to be in writing, and a signature is not required, as long as there is some kind of acceptance of the offer. For example, after seeing his proposal, a client may reply by email that he would like to go ahead with the project. This is a legal acceptance of your offer. What if you’re on the phone with your client discussing your proposal and your client says “Okay, let’s do it”? Does this qualify as an acceptance of your proposal? The answer is yes. The courts recognize this as an indication of serious intent to be bound by the terms of the contract and therefore consider it legally binding. Of course, it’s a good idea to have the terms of the contract in writing to avoid confusion over who is responsible for what, but in the vast majority of cases, a verbal agreement is just as valid as a written one.
- CONSIDERATION. Each party must give up some detriment. You are giving up your time and your company’s resources, and your customer is giving up their money. These elements must be clearly defined in the contract.
- CAPACITY To enter into a legal contract, you cannot be a minor, you must have the mental capacity to accept its terms (you cannot enter into a contract with someone who is in a coma or incapacitated by drunkenness, for example), and you must be able to to fulfill the obligations of the contract.
- LEGALITY. The contract must deal with lawful activities. You can’t have a legally binding contract to supply cocaine to all the prostitutes in the inner city (for example).
If these four conditions are met, then you have a legally binding contract.
In my entire first year as a freelancer, I never used contracts with my clients, and I think there are probably a lot of freelance designers who still don’t have a contract to use. There are several reasons why this is a bad idea, and as members of a strong and vibrant design community, we all have easy access to free contract templates written for creative professionals. If you are among those fly-by-the-seat-of-your-pants types, trading without the use of a standard contract, please stop reading and downloading this standard agreement available at AIGA website. Go ahead, this page will still be here when you come back.
One last term – BREACH OF CONTRACT. Designers should be aware that a stated intention not to meet the terms of a contract, for example if a client refuses to pay as agreed in the contract, is a breach of contract, and the courts provide legal recourse. in the form of damages in such cases. Your local chapter of the AIGA can provide you with referrals to attorneys who specialize in this area of practice.
Finally, here are a few more legal terms that all freelancers should understand.
