Free Design Services Agreement Template

DESIGN SERVICES AGREEMENT

This Agreement is made on [DATE] between [DESIGNER NAME / STUDIO], [ADDRESS] ("Designer"), and [CLIENT LEGAL NAME], [ADDRESS] ("Client").

1. SERVICES. Designer will provide [DESCRIBE, e.g., brand identity design / UI design for [NUMBER] screens / packaging design] ("Services") and deliver: [LIST DELIVERABLES AND FILE FORMATS] ("Deliverables").

2. PROCESS. Discovery: [questionnaire / workshop]. Concepts: [3] initial concepts. Refinement: Client selects one concept for refinement. Revisions: [2] rounds on the selected concept. A round is one consolidated set of written feedback. Additional concepts or revisions are billed at $[RATE] per hour with prior approval.

3. TIMELINE. Concepts within [NUMBER] business days after the deposit and completed questionnaire. Client feedback within [5] business days of each delivery. Client delays extend the timeline.

4. FEES AND PAYMENT. Total fee: $[AMOUNT]. [50]% non-refundable deposit on signing; balance on delivery of final files. Invoices are due within [15] days; late amounts accrue [1]% per month or the maximum allowed by law, if lower. Final files are released on payment in full.

5. CLIENT MATERIALS. Client warrants it has the rights to materials it supplies and will indemnify Designer against claims arising from them.

6. OWNERSHIP. On full payment, Designer assigns to Client all rights in the final approved Deliverables. Unselected concepts, sketches and working files remain Designer's property. Designer retains its pre-existing materials, templates and tools.

7. FONTS, STOCK AND THIRD-PARTY ASSETS. Deliverables may use licensed fonts, images or icons. Client must obtain any licences needed for its use (for example, desktop or web font licences), at its cost. Designer will identify these assets on delivery.

8. TRADEMARK. Designer will create original designs but does not conduct trademark searches or guarantee registrability. Client should obtain a trademark clearance search before adopting a logo or name.

9. PORTFOLIO AND CREDIT. Designer may show the Deliverables and process work in its portfolio after public release. [Credit line, if agreed: DESCRIBE.]

10. CANCELLATION AND KILL FEE. Client may cancel on written notice. Client will pay for work completed to cancellation and a kill fee of [25]% of the unpaid balance. The deposit is non-refundable. Rights in unfinished work remain with Designer.

11. WARRANTY AND LIABILITY. Designer warrants that final Deliverables are original, except for Client materials and licensed assets. Except for breach of confidentiality or willful misconduct, neither party is liable for indirect or consequential damages, and Designer's total liability is limited to the fees paid.

12. CONFIDENTIALITY. Designer will keep Client's non-public information confidential.

13. INDEPENDENT CONTRACTOR. Designer is an independent contractor and may work for other clients.

14. GOVERNING LAW. This Agreement is governed by the laws of [STATE].

GENERAL PROVISIONS
(a) Notices. Notices must be in writing and sent to the addresses or emails above (or as later updated by notice). Email notice is effective when sent, unless the sender receives a delivery failure message.
(b) Entire agreement. This agreement, with any schedules and exhibits, is the entire agreement between the parties on its subject and replaces all prior discussions and agreements on that subject.
(c) Amendments and waivers. Changes must be in writing and signed by both parties. A failure or delay in enforcing any term is not a waiver of it.
(d) Severability. If any provision is found unenforceable, it will be limited to the minimum extent necessary and the rest of this agreement will remain in effect.
(e) Assignment. Neither party may assign this agreement without the other party's written consent, except to a successor in a merger or sale of substantially all of its business, on notice.
(f) Relationship. Nothing in this agreement creates a partnership, joint venture or agency relationship unless expressly stated.
(g) Counterparts and electronic signatures. This agreement may be signed in counterparts and by electronic signature, each of which is an original and together form one agreement.
(h) Independent advice. Each party has had the opportunity to review this agreement with its own legal counsel and signs it voluntarily.

DESIGNER: _____________________  Date: __________
CLIENT: _______________________  Name/Title: ______________  Date: __________

---
This free template is provided by ClauseAudit for general informational purposes and is not legal advice. Have it reviewed before use. Replace all [BRACKETED] placeholders.