Freelance contract template

Freelance Contract

Contract no.: Contract number

Date: Contract date

Place: City of signing

Parties

First Party (Client): First party name, CR / ID no. First party CR, national address: First party address, e-mail: First party e-mail, mobile: First party mobile, represented by First party signatory as First party signatory title.

Second Party (Freelancer): Second party name, CR / ID / freelance document no. Second party CR, VAT no.: Second party VAT no., national address: Second party address, e-mail: Second party e-mail, mobile: Second party mobile, represented by Second party signatory as Second party signatory title.

Article 1: Recitals and definitions

1.1 Whereas the Client wishes to have a specific job done, and the Freelancer works in this field on its own account, holding a freelance document where required, the parties agree as follows.

1.2 The recitals and schedules form an integral part of this Contract and are read with it. In a conflict, this Contract prevails, then the schedules in numerical order, then any earlier offer or correspondence.

1.3 In this Contract: "Contract" means this contract and its schedules. "Fee" means the amount due to the Second Party under the article on consideration. "Business Day" means any day other than Friday, Saturday and an official holiday in the Kingdom of Saudi Arabia. "Laws" means the laws and regulations in force in the Kingdom.

1.4 Each party confirms that it has legal capacity to contract, that its signatory is authorised, and that entering into this Contract breaches no other obligation binding on it.

Article 2: Subject and scope

2.1 The Freelancer shall carry out this work: Work description.

• Freelance document no.: Freelance document no.. The Freelancer does the work with its own tools, in its own way and time, with no employment link to the Client.

2.2 The scope covers only what is expressly stated. Any additional work falls under the article on changes, and no payment is due for it unless agreed in writing.

Article 3: Deliverables and timetable

| Deliverable | Description | Due date |

| --- | --- | --- |

| Phase 1 | Phase 1 deliverables | Phase 1 date |

| Phase 2 | Phase 2 deliverables | Phase 2 date |

| Final delivery | Final deliverables | Final date |

3.1 If the Freelancer expects to miss a date, it shall notify the Client in writing as soon as it knows, stating the cause and a proposed new date. Notice does not amount to approval of the delay.

3.2 A date is extended by any delay caused by the Client in providing information, approvals or access.

Article 4: Term

4.1 This Contract starts on Start date, runs for Contract term and ends on End date.

4.2 It renews for equal periods unless either party gives written notice of non-renewal 60 days before expiry.

4.3 Provisions which by their nature survive continue after the Contract ends, including confidentiality, dues, liability and disputes.

Article 5: Consideration and payment

5.1 The Client shall pay the Freelancer a total Fee of SAR Total contract value (in words: Value in words), according to this table.

| Instalment | Share or amount | When due |

| --- | --- | --- |

| Advance payment | Advance payment (30%) | On signature |

| Milestone payment | Milestone payment (40%) | Milestone date |

| Final payment | Final payment (30%) | After final acceptance |

5.2 The Freelancer shall issue an electronic tax invoice meeting the requirements of the Zakat, Tax and Customs Authority when each instalment falls due. The Client shall pay within 30 days of receipt, by transfer to IBAN IBAN, account name Account holder, bank Bank name.

5.3 Amounts are inclusive / exclusive of value added tax at the statutory rate (15% at the date of this Contract). If the Laws change the rate, the new rate applies.

5.4 If the Client disputes an invoice, it shall state the reason in writing within 10 Business Days of receipt and pay the undisputed part on time. The dispute is resolved under the article on disputes.

5.5 If payment is more than 15 days late after notice, the Freelancer may suspend performance until paid, with dates extended accordingly, and the Client bears the documented actual costs of collection. No interest accrues on late payment.

5.6 Where payment is by instalments and two consecutive instalments are late, the Freelancer may claim at once all instalments due for work actually performed.

5.7 Set-off is allowed only for a fixed, due debt admitted in writing or established by a judgment. The Fee covers all the Freelancer's costs unless expressly stated, and prices do not change during the term except by written agreement.

Article 6: Obligations of the parties

6.1 The Freelancer shall:

• deliver files in the agreed formats: Delivery formats, in high-quality originals, and keep a copy for Copy retention.

• make the work original, with all materials used (images, fonts, music) licensed for the agreed use.

• perform with the usual professional care and skill, using qualified and, where required, licensed staff, and comply with the Laws including labour and safety rules.

6.2 The Client shall:

• provide the brief, materials and information, send collected comments in time, and name one decision maker.

• pay the Fee on time, appoint an authorised representative for communication and decisions: First party representative, and answer requests for approval within 5 Business Days.

6.3 The parties shall perform this Contract in good faith and in keeping with its nature.

Article 7: Delivery and acceptance

7.1 This is not an employment contract and creates no employment rights; the Freelancer bears its own statutory obligations.

7.2 The Fee includes Revision rounds rounds of changes; further rounds or changes to the approved concept cost Extra revision price.

7.3 The Client shall inspect each delivery within 10 Business Days and accept it or state in writing how it fails to conform. Silence after that period counts as acceptance.

7.4 The Freelancer shall correct any non-conformity free of charge within 10 Business Days. After two failed attempts the Client may terminate the affected part and recover what it paid for it.

7.5 The Freelancer warrants that its work conforms to this Contract for 90 days from acceptance, and shall fix any defect not caused by misuse or by changes made by others.

Article 8: Delay damages

8.1 If the Freelancer misses an agreed date for a reason attributable to it, the Client is entitled to agreed damages of 0.5% of the value of the delayed part per week of delay, up to 10% of the Contract value.

8.2 The parties agree this is a reasonable estimate of the loss at the date of this Contract, without prejudice to the power of the competent authority to adjust it under the Civil Transactions Law.

Article 9: Changes

9.1 A change request is made in writing, and the other party shall reply within 5 Business Days stating its effect on price and time.

9.2 No change takes effect or is payable without a written annex signed by both parties. Where the price is a lump sum, the Freelancer may not claim an increase because costs rose, except by written agreement.

Article 10: Confidentiality

10.1 Each party shall keep the other's non-public information confidential, use it only to perform this Contract, and disclose it only to staff and advisers who need it and are bound by confidentiality.

10.2 This excludes information that is public through no fault of the recipient, or that a competent authority lawfully requires, provided the other party is told where possible. The duty lasts 3 years after the Contract ends, and information is returned or destroyed on request.

Article 11: Intellectual property

11.1 Each party keeps the rights, materials and tools it owned before this Contract.

11.2 Rights in deliverables made specifically for the Client pass to it once they are paid for in full, with a non-exclusive licence to any Freelancer tools built into them, as needed to use them.

11.3 The Freelancer warrants that its work infringes no third-party rights and shall bear the consequences of any such claim, provided it is told promptly and allowed to defend it.

Article 12: Liability and indemnity

12.1 Each party bears the direct loss it causes the other by breach of this Contract, and the injured party shall take reasonable steps to limit that loss.

12.2 Neither party's liability shall exceed the total Fee paid and payable in the 12 months before the claim, and neither party is liable for loss of profit or indirect loss.

12.3 These limits do not apply to fraud, gross error or a harmful act, nor to the duty to pay the Fee, nor to breach of confidentiality, data protection or intellectual property rights, to the extent the Laws require.

12.4 A claim for compensation is sent by written notice stating its cause and amount within 60 days of the party learning of it, without waiving any statutory right.

12.5 Throughout the term the Freelancer shall keep the insurance required by law and for this type of work, and shall provide proof on request: Required insurance.

Article 13: Force majeure and exceptional circumstances

13.1 A party is not liable for delay or failure caused by an event beyond its control that was unforeseeable and unavoidable, provided it notifies the other within 7 days and makes reasonable efforts to limit the effect. Force majeure does not excuse paying what fell due before it occurred.

13.2 Affected obligations are suspended for the duration. If the event lasts more than 60 days, either party may terminate by written notice, with payment for work actually performed.

13.3 If unforeseeable general exceptional circumstances make performance so onerous as to threaten a heavy loss, the affected party may request renegotiation without delay while continuing to perform, as provided by the Civil Transactions Law.

Article 14: Termination and settlement of dues

14.1 Either party may terminate without cause on 60 days' written notice. The Freelancer is paid for work done up to termination and for documented costs that cannot be cancelled.

14.2 Either party may terminate by written notice, without a court order, if the other commits a material breach and fails to cure it within 30 days of notice, or becomes insolvent or subject to liquidation under the Bankruptcy Law.

14.3 When the Contract ends for any reason, the Freelancer shall hand over completed work, files, materials and data within 15 days and shall cooperate in moving the work to the Client or its nominee for a transition period of up to 30 days, at a reasonable agreed price.

14.4 Within 30 days the parties shall prepare a final settlement statement showing work done, sums paid and any deductions, and the balance is paid within 15 days of approval. Termination does not affect rights that arose earlier.

Article 15: General provisions

15.1 Notices are in writing and sent to the addresses at the head of this Contract; the registered e-mail is valid, and a notice counts as received on the next Business Day. Each party shall report any change of address.

15.2 Neither party may assign this Contract or subcontract without the other's prior written approval, and it remains responsible for its subcontractors.

15.3 Delay in using a right does not waive it, and this Contract changes only by a signed written annex. If a provision is void the rest stays in force, unless that provision was the reason for contracting.

15.4 The parties shall comply with the rules against bribery, corruption and money laundering. Neither is the agent, partner or employer of the other, and each bears the obligations of its own staff.

15.5 This Contract may be signed electronically under the Electronic Transactions Law, and electronic signatures and records have their legal force. It is made in two copies, one for each party.

Article 16: Governing law and disputes

16.1 This Contract is governed by the laws of the Kingdom of Saudi Arabia, including the Civil Transactions Law, and in a manner consistent with Islamic Sharia.

16.2 The parties shall try to settle any dispute amicably through their representatives within 30 days of notice, and may then use conciliation through the Taradhi platform.

16.3 If it remains unresolved, it shall be decided by: Forum: the competent courts in the city of ... / arbitration under the rules of the Saudi Center for Commercial Arbitration, seated in .... The parties shall keep performing whatever the dispute does not affect.

16.4 Where made in Arabic and English, the Arabic text prevails in any difference.

Schedules

• Schedule 1: detailed scope and specifications.

• Schedule 2: prices and payments.

Signatures

The parties sign this Contract after reading and accepting all of its terms.

| First Party (Client) | Second Party (Freelancer) |

| --- | --- |

| Name: First party signatory | Name: Second party signatory |

| Signature: First party signature | Signature: Second party signature |

| Date: Signing date | Date: Signing date |