Legal Document Tools
Freelance Agreement Generator
Create a freelance service agreement covering scope, payment, IP ownership, and termination.
This tool provides an estimate or a starting draft. Check the assumptions and current official requirements before relying on the result. It does not replace qualified financial, legal or medical advice.
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A freelance agreement (also called independent contractor agreement or consulting agreement) defines the terms of engagement between a client and a freelancer in India. Unlike employment, freelancers are independent contractors — they are not eligible for EPF, ESI, gratuity, or statutory bonus. This classification has significant legal and tax implications for both parties. The distinction between employment and independent contracting was clarified in several Indian courts and EPFO rulings — multiple indicators (control over work hours, exclusivity, provision of tools, payment method) determine the true nature of the relationship.
Key clauses in an Indian freelance agreement: (1) Scope of work — specific deliverables, milestones, acceptance criteria; (2) Payment terms — rate (hourly/project), currency (INR or foreign for export of services), payment schedule (milestone-based or monthly), and GST applicability (18% GST on professional services, client bears it); (3) Intellectual property — who owns the work product (typically client for work-made-for-hire); (4) Revision policy — number of revisions included, cost of additional revisions; (5) Confidentiality — protecting client's business information; (6) Termination — notice period, payment for work completed; (7) Dispute resolution — arbitration (more practical) vs court litigation.
GST implications for Indian freelancers are significant. Freelancers providing services with annual turnover above ₹20L (₹10L in special category states) must register for GST. For export of services to foreign clients (B2B), GST does not apply if payment is received in foreign currency via bank — classified as zero-rated supply under IGST Act. For domestic clients (Indian companies), GST at 18% applies under SAC 998316 (IT professional services) or relevant code. TDS at 10% (Section 194J) is deducted by Indian corporate clients on payments above ₹30,000 per year.
How to use this utility
- Use the controls below—paste text, pick files, or adjust options as described on the tool.
- Click the main action button. Processing runs in your browser on this device.
- Download or copy the output. Check the processing note for any external services used by this operation.
Common use cases
- Creating a freelance contract for a web developer taking on a ₹2.5L website project with 3 milestones and revision limits
- Generating an agreement for a freelance graphic designer with payment in USD from a US client (export of services, zero-rated GST)
- Drafting a consulting agreement for an independent HR consultant providing services to 3 different companies concurrently
- Creating a content writing agreement with per-article rate, revision limits, IP assignment, and plagiarism warranty
- Generating a software development agreement with escrow payment, source code escrow, and bug warranty period
Tips for best results
- 1Define 'acceptance criteria' precisely — vague scope leads to scope creep and payment disputes; specify format, word count, programming language, browser compatibility
- 2Include a 'kill fee' clause — if client cancels project mid-way, they pay 25-50% of remaining project value as cancellation fee
- 3Always include your GST registration number in the agreement and on invoices — Indian corporate clients require it for ITC claims
- 4For foreign clients, specify that payment is in USD/EUR via wire transfer and that services qualify as export of services (IGST zero-rated) — attach FIRC (Foreign Inward Remittance Certificate) from bank
- 5Retain full IP rights for work until final payment is received — include a clause that IP transfers only upon receipt of full payment
Frequently asked questions
- Is Konnect2Tools free?
- Yes. These in-browser tools are completely free to use with no account required for core functionality.
- Do my files leave my device?
- Browser document operations run locally, except where the operation uses an external service, such as AI summarisation. Read the processing note before using sensitive inputs.
- Is the Freelance Agreement Generator tool safe to use?
- Local operations process document content on your device. External-service operations may send inputs as described in the processing note. Keep originals and inspect the output.
- Do freelancers in India need to pay GST?
- Freelancers must register for GST if annual turnover exceeds ₹20L (₹10L in special category states). GST registration is mandatory regardless of turnover for inter-state supply of services. Once registered, collect 18% GST from Indian clients and remit monthly/quarterly (based on turnover). For export of services to foreign clients — if payment is received in convertible foreign currency and service is provided outside India — GST is zero-rated (0% GST). Freelancers below ₹20L threshold can register voluntarily for GST to appear more professional and to claim ITC on business expenses. Even without registration, freelancers must mention their status on invoices.
- Who owns the intellectual property created by a freelancer?
- By default under the Indian Copyright Act 1957, the creator (freelancer) owns copyright in original creative works. However, this default is overridden by contract. Most freelance agreements include a 'work-made-for-hire' clause or copyright assignment clause transferring all IP to the client upon payment. If no such clause exists, the freelancer retains copyright and only licenses the work to the client. For software development: Section 17 of the Copyright Act provides that if software is created by an employee in the course of employment, the employer owns it — but for freelancers (not employees), the default is creator ownership. Always specify IP ownership explicitly in the freelance agreement.
- Is TDS deducted on freelancer payments?
- Yes — Indian companies paying ₹30,000+ per year to a freelancer for professional or technical services must deduct TDS at 10% under Section 194J. For freelance programming, legal, medical, consulting, or other professional services: TDS at 10%. For technical services or sub-contracting: TDS at 2%. The company must issue Form 16A TDS certificate. Freelancers can claim TDS credit when filing ITR. If your annual professional income is below the taxable threshold, file Form 15G/15H with clients to request nil TDS deduction. Foreign companies paying Indian freelancers do not have TDS obligations under domestic Indian law (but may have withholding obligations under their own country's tax law).
- What protections does a freelancer have if a client refuses to pay?
- Freelancers in India have several legal recourses: (1) Legal notice through advocate — formal demand with 15-30 day response window; (2) Civil suit for recovery of dues in civil court (up to ₹2L in Consumer Forum, higher amounts in District/High Court); (3) MSME Samadhan portal — if the freelancer is registered as a micro/small enterprise (Udyam Registration), disputes with companies can be filed with the MSME Facilitation Council, which has quasi-judicial powers; (4) For companies: file as operational creditor under Insolvency and Bankruptcy Code for dues above ₹1Cr (threshold for individual disputes is ₹1L under recent amendments). Prevention is better — use milestone-based payments, advance deposits (25-30% upfront), and clear acceptance criteria.
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