Most Indian freelancers start without a contract. They take a project on a handshake — or worse, on a WhatsApp message — and only think about documentation when things go wrong. A missing payment, a client demanding unlimited revisions, or a dispute over who owns the final work: all of these are problems a good freelance contract prevents. This guide covers everything you need to know about writing a freelance contract in India in 2026, including a free template structure and how AI can generate one for you in minutes.

Why Every Indian Freelancer Needs a Contract

India's gig economy now employs over 15 million professionals, but most of them work without formal agreements. Here's why that's risky:

Payment disputes are common: Without a contract specifying payment terms and due dates, you have no legal ground to demand payment or charge late fees.
Scope creep costs you money: Clients often expand project requirements without expecting to pay more. A contract defines exactly what's included — and what's not.
IP ownership is often unclear: Who owns the logo you designed or the code you wrote? Without a clause specifying this, Indian law may default to assumptions that don't favour the freelancer.
Termination can leave you unpaid: If a client cancels mid-project, a kill fee clause in your contract ensures you're compensated for work already done.
The Indian Contract Act 1872 recognises written agreements: Courts and arbitration bodies in India treat a written, signed contract as primary evidence in a dispute. A WhatsApp thread is much weaker.

What a Freelance Contract Must Include in India

1. Scope of Work

Define exactly what you will deliver. Use specific, measurable language: "5 blog posts of 1,000–1,200 words each on topics to be agreed in writing" is better than "content writing services." Attach a detailed project brief if necessary. Anything outside this scope is a change request and should be billed separately.

2. Payment Terms

Specify:

Total project fee or hourly rate
Payment schedule (50% upfront, 50% on delivery is standard)
Invoice due date (Net 7, Net 14, or Net 30)
Late payment penalty (typically 1.5–2% per month on overdue amounts)
Currency (INR or foreign currency for international clients)
Accepted payment methods (bank transfer, UPI, Razorpay, Wise)

A payment terms clause is arguably the most important section of your contract. Without it, you have no legal basis to claim interest on delayed payments.

3. Intellectual Property (IP) Ownership

In India, if your contract is silent on IP, the courts may interpret ownership differently depending on the type of work and the nature of your relationship with the client. Be explicit:

IP transfers to the client only upon receipt of full payment
You retain the right to display the work in your portfolio
Any pre-existing tools, frameworks, or assets you use remain your property

4. Revision Policy

State how many rounds of revisions are included (typically 2–3) and what constitutes a revision vs. a new requirement. Define the turnaround time for providing feedback, and specify that revisions beyond the included rounds will be billed at your hourly rate.

5. Termination Clause

Either party should be able to exit with written notice (7–14 days is standard). If the client terminates early, you should receive payment for all work completed plus a kill fee (often 25–50% of the remaining project value). If you terminate, clarify your obligation to hand over completed work.

6. Dispute Resolution

Specify how disputes will be handled. Options include:

Negotiation first: Both parties attempt to resolve in good faith within 15–30 days
Arbitration: Faster and cheaper than court; specify the arbitration body (e.g., Indian Council of Arbitration)
Jurisdiction: Name the city whose courts will have jurisdiction if arbitration fails (use your city, not the client's)

7. Governing Law — Indian Contract Act 1872

Always include a clause stating that the agreement is governed by the laws of India, specifically the Indian Contract Act, 1872. This makes your contract enforceable in Indian courts and arbitration bodies. If you're working with international clients, you can specify Indian law still governs while allowing for international arbitration.

8. Confidentiality

If you'll access the client's business data, trade secrets, or proprietary information, include a confidentiality clause. This also protects you — the client cannot share your proprietary processes or unpublished work without your consent.

Common Freelance Contract Mistakes in India

No upfront payment: Starting work before receiving a deposit is the single biggest mistake freelancers make. A 40–50% advance filters out bad-faith clients immediately.
Vague deliverables: "A website" means different things to you and your client. List every page, feature, and functionality explicitly.
No late fee clause: Without this, clients have zero financial incentive to pay on time.
Skipping e-signatures: A contract signed only by you is not a mutual agreement. Use e-signature tools to get the client's signature before starting work.
Using international templates: Templates designed for US or UK law may reference clauses, regulations, or dispute mechanisms that don't apply in India. Always use India-specific contracts.
Not updating your contract: Your rates, policies, and service offerings change — so should your contract. Review it every 6 months.

Free Freelance Contract Template for India — Key Clauses

Here's the structure of a complete freelance contract for Indian professionals. Use this as a checklist when drafting your own:

Parties: Full legal names, business names (if applicable), and addresses
Project Description: Title, brief overview, and reference to attached scope document
Scope of Work: Detailed deliverables list with formats, quantities, and specifications
Timeline: Project start date, milestone dates, and final delivery date
Fees & Payment: Total fee, payment schedule, invoice terms, late fees
Revisions: Number of included rounds, process, and out-of-scope billing rate
Intellectual Property: Transfer conditions, portfolio rights, tool ownership
Confidentiality: Mutual NDA terms if applicable
Termination: Notice period, kill fee, handover obligations
Dispute Resolution: Negotiation → Arbitration → Jurisdiction
Governing Law: Indian Contract Act, 1872; [Your City] jurisdiction
Signatures: Both parties, date, designation

How InvoiceAI's AI Contract Generator Works

Writing the above from scratch takes hours — and if you get a clause wrong, it can cost you far more than a lawyer's fee. InvoiceAI's AI Contract Generator lets you create a complete, India-specific freelance contract in under 2 minutes.

Here's how it works:

Answer a few questions: Your name, client name, project type, fee, payment terms, number of revisions, and your city.
AI generates the contract: InvoiceAI's AI drafts a complete contract using Indian Contract Act-compliant language, with all the clauses listed above pre-populated with your specific details.
Review and customise: You can edit any clause before sending. The AI also flags potential gaps — like if you haven't specified IP transfer conditions.
Send for e-signature: Share a signing link directly with your client. Both parties get a signed PDF automatically once it's executed.
Link to your invoice: Attach the signed contract to the corresponding project invoice so everything is in one place.

This replaces a process that used to involve downloading a Word template, manually editing 20 fields, emailing it back and forth, and chasing a scanned signature — all before you've even started the actual work.

Generate your freelance contract free → Try InvoiceAI's AI Contract Generator — no credit card needed →

Frequently Asked Questions

Is a freelance contract legally binding in India?

Yes. Under the Indian Contract Act, 1872, any agreement between competent parties for a lawful consideration is legally binding — including freelance contracts. A written and signed contract is much easier to enforce than a verbal agreement or WhatsApp conversation.

Do I need a lawyer to write a freelance contract in India?

Not necessarily. For standard freelance work, a well-structured template covering the key clauses (scope, payment, IP, termination, dispute resolution) is sufficient. However, for high-value projects or complex IP arrangements, a lawyer's review is worthwhile. Tools like InvoiceAI's AI Contract Generator give you a solid starting point that you can have reviewed inexpensively.

What happens if a client doesn't sign the contract?

Don't start work. A client who won't sign a reasonable contract is either inexperienced or a red flag. You can offer to simplify the contract or answer their questions, but starting without a signed agreement leaves you with no legal protection.

Can I use a foreign contract template for Indian clients?

You can, but it's risky. Templates written for US or UK law reference legal concepts and regulations that don't exist in India. Dispute resolution clauses pointing to US courts are unenforceable for domestic contracts. Always use an India-specific template or an AI generator like InvoiceAI that's built for Indian law.

What is a kill fee in a freelance contract?

A kill fee is compensation you receive if the client cancels the project after you've already started work. It's typically 25–50% of the remaining project value. Including a kill fee clause protects you from investing significant time in a project that disappears.

Who owns the work I create as a freelancer in India?

By default under Indian copyright law, the creator owns the copyright. To transfer ownership to the client, your contract must explicitly state that IP transfers upon full payment. If the contract is silent, ownership may remain with you even after the client pays — which can lead to disputes. Always be explicit.

Does InvoiceAI's contract generator produce India-specific contracts?

Yes. InvoiceAI's AI Contract Generator is built specifically for Indian freelancers. It references the Indian Contract Act, 1872, uses INR payment terms, and includes jurisdiction clauses pointing to Indian courts. It does not use US or UK legal templates.

How do I get a client to sign a contract electronically in India?

Electronic signatures are valid in India under the Information Technology Act, 2000. You can use InvoiceAI's built-in e-signature feature to send a signing link. Once both parties sign, a timestamped PDF is generated and stored automatically — no printing, scanning, or chasing required.