Contracts and deposits: protecting yourself

The nine clauses that prevent almost every freelance dispute, why a deposit is a commitment test, and what to do when a client won't sign anything.

Adam Murray7 August 202610 min read
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Almost every freelance dispute traces back to something that was never written down. Not a betrayal — an ambiguity that two people resolved differently in their heads, months apart.

A contract's job isn't to win a lawsuit. It's to make you both say what you mean while you still like each other.

This article is about what to cover and why. It isn't legal advice, and the specifics — what's enforceable, what statutory rights you have, what your tax position is — depend entirely on where you are. For anything substantial, get a lawyer in your jurisdiction to review your standard terms once. It's a one-time cost against every project you'll ever run.

The nine clauses

1 · Scope

What you're delivering, exactly. Count, durations, aspect ratios, formats. Number of shoot days and hours per day. Locations.

Vague scope is the origin of most disputes. "A video" is not scope.

2 · Revision rounds

A number. Two is a common default. State what happens beyond it — usually an hourly or per-round rate.

"Revisions until satisfied" sounds generous and is a trap for both sides, because it makes the end of the project undefined.

3 · Timeline, including their obligations

Your delivery dates, and — critically — their turnaround on feedback.

If you owe a final cut two weeks after notes, but notes arrive three weeks late, your deadline should move. Say so explicitly. This single clause prevents the most common way freelancers end up blamed for delays they didn't cause.

4 · Payment terms

Amount, currency, schedule, due dates, what triggers each stage. Late payment terms.

Be specific about triggers: "on delivery of final files" is unambiguous, "on completion" is not.

5 · Usage rights

Where the work can run, for how long, in what territories, and whether paid promotion is included.

This is priced into your rate, so it has to be agreed before the shoot. It's also the clause most likely to cause bad feeling later, when work quietly appears somewhere nobody discussed. Pricing usage rights covers the reasoning.

6 · Ownership and licensing

Who owns the final work, who owns the raw footage, and what licence the other party has.

Common arrangements: the client licences the final deliverable for agreed uses while you retain the raws and the copyright; or full assignment of the finished piece at a higher fee. Both are normal. What isn't normal is leaving it unstated — the default varies by jurisdiction and neither of you will know what it is.

7 · Portfolio rights

Your right to show the work. Get this in writing at the start, because retroactive permission is a much harder ask and it's why plenty of good work never appears in a portfolio.

Where there's a genuine confidentiality reason, negotiate a delay — "showable six months after launch" — rather than accepting a flat no.

8 · Cancellation

What happens if they cancel. A tiered kill fee is standard and fair: a percentage if cancelled inside a week of the shoot, more inside 48 hours, because you've turned down other work and can't refill the day.

Also cover what happens if the project stalls indefinitely — a clause that lets you invoice for work completed after a defined period of inactivity. Silent projects are more common than cancelled ones, and much harder to resolve without this.

9 · Approvals

Who signs off. One named person.

If a new stakeholder appears at round three with fundamental objections, this clause is what makes it a scope change rather than a free revision. It's the creator-side counterpart to running a review round properly.

Deposits

Take one. Between a quarter and a half of the fee, before work starts, is a common range.

Three things a deposit does:

Covers your exposure. You have costs from day one — kit hire, travel, the days you've blocked out.

Tests commitment. This is the underrated one. A client who won't pay a deposit may not have budget approval yet, and you'd rather discover that before you've turned down other work. The deposit conversation surfaces the internal reality of the project.

Changes the dynamic. A client who has paid something is invested. Unpaid projects get deprioritised internally, and the deposit is what stops yours being one of them.

Where a deposit is genuinely impossible, get more elsewhere: milestone payments, a shorter payment term, a purchase order number in hand before you start. A PO is a real commitment in most large organizations.

When a client won't sign anything

Common with small clients, and it's rarely hostile — they've just never done this.

Email is a contract in most places. A clear email setting out scope, price, timeline and terms, and a reply saying "yes, agreed", is a written agreement. It won't be as robust as a signed document and it's dramatically better than nothing.

Send a confirmation summary regardless. After any agreement call: "Confirming what we discussed — here's the scope, the price, the dates, and the terms. Let me know if I've got anything wrong." Silence isn't perfect assent, but a document neither party disputed is a strong position.

Scale the formality to the risk. A one-day shoot for a repeat client doesn't need what a six-week project for a new one does.

Match their paperwork. Large clients will have their own contract. Read it — particularly the ownership, usage and payment-terms clauses, which are where standard corporate templates are most aggressive. Negotiating one or two clauses is completely normal and expected.

Where Acumin fits

A booking carries the brief, the dates and the agreed price as structured fields, so scope and number sit together and a later change is a visible amendment rather than a remembered conversation. That covers clauses 1, 3 and 4 in practice for network work.

There's an NDA among the production document templates, and invoices seed from the agreed price so what you bill matches what was agreed.

What Acumin does not provide is a contract. There's no standard agreement in the product, deliberately — enforceability is jurisdiction-specific and a template that looked authoritative but didn't fit your country would be worse than none. The booking record is evidence of what was agreed; it isn't a substitute for terms you've had reviewed.

How to use this today

Write your standard terms once, covering the nine clauses. Two pages, plain language, no borrowed legalese you don't understand.

Then have a lawyer where you are read them once. After that, it's a document you attach rather than a decision you make per project — and the deposit conversation gets much easier when it's simply what your terms say.


Related: Invoicing basics for freelance creators is what happens once the work is done. Pricing usage rights is clause 5 in depth.

Written by
Adam Murray
Founder, Acumin

Adam builds Acumin. He spends his days on the same two problems this library is about: working out what a piece of content is actually worth, and getting a brief through production without it turning into something else.

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