IP clause, payment terms, confidentiality, TDS acknowledgment, termination rights. Built for Indian freelancers. Download a signed-ready PDF instantly.
Contract preview
Freelance
Effective Date: 2026-06-20
This Freelance Service Agreement is entered into as of 2026-06-20 between [Service Provider] ("Service Provider") and [Client] ("Client").
1. PARTIES
Service Provider
—
Client
—
2. SERVICES
[Project Title]
3. DELIVERABLES
4. TIMELINE
Start: 2026-06-20 · End: TBD
5. PAYMENT
Total: INR — (excl. GST)
Schedule: 50% upfront + 50% on delivery
Due within 7 days · Late fee 2% per month
Client to deduct TDS as applicable and provide Form 16A.
6. REVISIONS
2 revision rounds included. Additional rounds billed at standard rate.
7. INTELLECTUAL PROPERTY
IP transfers to Client upon receipt of full payment. Service Provider retains portfolio rights.
8. CONFIDENTIALITY
Both parties agree to maintain confidentiality of all non-public information for 2 years.
9. TERMINATION
7 days' written notice by either party.
11. GENERAL
Governed by Indian law · Jurisdiction: [State]
Service Provider
________________________
Client
________________________
Generated free with ClearWork — getclearwork.in
In ClearWork, a client accepting your proposal auto-generates the contract — pre-filled with scope, amount, and client details. No copy-paste, no Word doc.
Client signs the contract with a 6-digit OTP sent to their email. Legally binding under India's IT Act 2000. Timestamped audit trail PDF auto-generated.
Set a milestone in the contract, and ClearWork creates and sends the invoice automatically on the due date — no manual chasing.
Every client gets a branded portal link with their contract, invoices, and project status. No more "can you resend the contract?".
You'll know the second a client opens the contract to sign. Perfect timing for a WhatsApp follow-up.
Lead → Proposal → Contract → Invoice → Payment — the whole workflow, linked together, in one tool built for Indian freelancers.
Free forever plan. No credit card needed.
Yes — a signed written contract is enforceable under the Indian Contract Act, 1872. This template includes all elements required for a valid contract: offer, acceptance, consideration, competent parties, and lawful purpose. For it to be fully enforceable, both parties need to sign. The PDF you download can be printed and wet-signed, or signed digitally (OTP/email confirmation counts under the IT Act 2000). For very high-value work (₹5L+), we recommend having a lawyer review it.
For most freelance contracts in India, stamp paper is NOT required. Stamp duty is typically required for contracts involving property, loans, or partnerships — not for service agreements. A plain-paper contract with signatures is valid. However, some states (notably Maharashtra and Rajasthan) may require nominal stamp duty for service agreements above a certain threshold. Check your state's rules if in doubt.
The intellectual property clause determines who owns the work you create. "On full payment" (recommended for most) means your client only owns the final deliverables once they've paid you completely — if they short-pay, you still own the IP. "Work-for-hire" means the client owns the work from day one, regardless of payment. Always use "on full payment" unless you have a specific reason not to. It is your main leverage if a client disputes payment.
Yes, and this template does. The TDS clause acknowledges that the client will deduct TDS under Section 194J (10%) before paying you, and obligates them to provide Form 16A promptly. This protects you because (1) you know the gross amount, (2) you have a document proving the deduction, and (3) it removes disputes about whether TDS was supposed to be deducted. Without this clause, some clients try to deduct TDS from the agreed amount instead of treating it as a deduction over the total.
The NDA clause prevents both parties from sharing each other's confidential business information with third parties for 2 years. This protects the client's business secrets AND your pricing, methods, and client list. Most clients will expect a mutual NDA. If your client handles sensitive data (fintech, healthtech, government), they may have their own stronger NDA they want you to sign in addition to this.
For projects under 2 weeks: "100% on completion" is fine if you trust the client; otherwise 50/50. For projects 2-8 weeks: "50/50" is standard — 50% upfront protects you from starting without commitment, and the client is protected because you have to deliver to get the second 50%. For larger projects (2+ months): "30/40/30" spreads risk for both parties. Never start work without at least an upfront payment unless it is an existing trusted client.
The template is designed for Indian jurisdiction and INR payments. For international clients, you would need to: (1) change the currency, (2) update the governing law clause (typically the client's country or a neutral jurisdiction like Singapore), (3) remove the TDS clause (TDS does not apply to foreign clients), and (4) add an FEMA compliance clause if the amount exceeds $250K/year. For small international gigs, this template works as-is if the client agrees to Indian jurisdiction.
Create professional GST invoices with auto CGST/SGST/IGST split and PDF download.
Build a professional quotation with line items, optional GST, and PDF download.
Add or remove GST at any rate with CGST/SGST/IGST split by state.
Calculate TDS under Sections 194J, 194JA, 194JB, and 194C with threshold detection.