you've strategically hit upon the logo & icon portfolio and blog of UK logo designer Graham Smith — the original Logo Smith since '86.
UWritten by Graham Smith: @imjustcreative—the original Logo Smith since '86. rSubscribe RSS
Note : This is NOT just aimed at logo designers.
Thought it would be interesting and useful to see how other designers word their contracts and proposals, so this post sets out to achieve just that.
I don’t use a contract, don’t believe they are worth the paper they are printed on. If someone wants to screw you, a contract is not going to stand in their way, more so if they are overseas. If you are freelancer with a non paying client, trying to enforce a contact will just send you to the crazy pit, or at the very least, cost you financially and emotionally. For personal reasons, I have had enough of the legal system, and have every reason to what to avoid the unrealistic dramas that unfold in a courtroom.
So what can we do to protect ourselves?
Up and till now, I have still tried to play the roll of ‘reasonable and open to negotiation gentlemen designer‘, assuming there are people out there with integrity and honest thoughts. For the most part this has worked out well for me, no painfully dull and complicated contracts and a fair and reasonable deposit/payment option. But there has been a few instances of dishonest clients abusing my good will, that have had to make me question my methods.
Right now, I have had it up to here – stretching arms as high as the sky – and need to firm up certain areas.
As a freelancer, just one instance of a client playing silly buggers is enough to derail you emotionally and financially.
So to business
Do you have a water tight contract? Maybe you don’t use a contract but have other means at your disposal to ensure that you are financially rewarded as promised for your work. Maybe you just have a detailed proposal that the client is bound to when they pay the deposit, a form of acceptance of your terms etc. Maybe your small print is detailed, your ass is covered, yet it all comes across as quite reasonable, because of the way you word it. Do you use any form of digital signatures that a client has to sign and approve before you take them on? Are your terms and conditions’ worded neutrally or have you gone for the pre-emptive ‘take no shit’ approach? Do you get anything in writing, do you use Escrow for larger logo/design projects? Do you ask for full payment up front, regardless of the budget, or do you use one of a few percentage methods 50-50/25-50-25/75-25 or do you have another method to secure your work is paid for.
Whatever system you use that WORKS, would you consider sharing your reasoning and methods with other designers?
Share your methods
The more we can learn how other designers protect ourselves, the better it will be for both designer and client.
My plan is to highlight how a variety of designers prep their paperwork, prior to taking a client on, to ensure they are at the least possible risk of being caught out.
This isn’t limited to logo designers, but any form of creative service where once a client see’s a design/proof, you are at risk of them running a mile without paying.
Depending on how many replies I get, this may be a one off post, or ideally, a mini-series highlighting a designer and their fire proof method of handling the contractual/proposal and invoicing aspects of the client relationship.
I would like to feature each designer, with small bio and background and a run through of your procedures. Maybe a few real world examples of when you had been ripped off that lead to you firming up your back-end. And to top it off, a specially formatted template based on your own to make available as a download, either to be used as a whole or to only take the bits needed.
The reality is, not every system will be 100% appropriate for someone else. With a variety of examples to study, we can mix and match and create a much broader and well defined method of working that reduces the loop holes and makes for a better experience.
Interested?
If you are interested in sharing your preferred way of working with clients, then please send me an email : imjustcreative@gmail.com
Or leave a comment below, either or.
If you do want to send a detailed email, for now, just email and tell me in a few words how you work the ‘contract/proposal/invoicing’ aspect. Once I have this general outline in my head, I can get back in touch with you so we can work on a more detailed post of your methods.
c
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It's so hard to quote branding or logo design let alone guarantee payment. I always ask for a purchase order before starting work. Getting 50% up front is always a good option. I think getting the client to sign the creative brief is as important as a signed purchase order or a deposit. It's essential everyone is pointing in the same direction.
Its a shame but I think now more than ever a contract is required, I bet everyone who has posted on here has done work and shown it to a client only for them to never hear from them again to only find out they have launched a similar logo, created by crowd sourcing or their relative who "has that Photoshop thing."
I personally don't work with a contract at the moment, but do require a percentage of the fee prior to commencing work on a project, this is an incentive to myself to fulfil the brief and also shows the client is serious in progressing. When I first started out many a time I would put hours into a project only for the client to change their mind and decide they no longer wanted the project when it came to settling the bill.
As I said at the start, its a shame but its becoming a much needed aspect of design work.
This article strikes to the very heart of my business. We have a "no signature, no project" policy. Every project, whether it's a simple stationary package, custom logo-pack, or complete re-branding initiative, requires that we craft a comprehensive proposal that states the terms, and options, offered to the client. The client must initial next to the services that they authorize, and then sign the proposal as an agreement to the terms. It's clearly stated that projects requiring the production of goods, or media, requires a 30% deposit. All projects are put on an estimated timeline, and our terms state that if we determine that there has been a communication breakdown on the clients part then we will bill and attempt to collect a kill fee, which in our case is 75% of the remaining balance (this is assuming that the project has not been completed). This encourages our clients to stay in communication and to get the most for their money. We also have contract clients that keep our creative services on retainer for a set amount of hours per month. With those clients we invoice at the first of the month, with the retainer balance due not later than the 15th. If we do not receive payment by the 15th then we attempt to collect. If the payment is not received by the last day of the month then any services rendered are invoiced on a per hour basis, along with a 5% fee. We then begin collection procedures. We put all of this in place so the client understands that we are in a relationship. This trail of contracts and signatures protects us (and the client) in the long run, and we've found that it has produced a more mature quality of client that's serious about their projects. As for rights, we state very clearly that we own the rights to all creative works until final payment has been received, and unless otherwise stated in the contracts/proposals, we are the owner of all graphics and working files.
All sounds like a solid system you have in place there. I'm close to something like this myself now, been amending my proposals and invoices over the last few weeks.
Final stage is adopting a digital signature for acceptance of T&C's etc. Or at the very least, for them to print out my proposal and physically sign it, then either scan or photograph with digital camera and email back. Most of my clients are overseas so postage of forms is not ideal.
Appreciate your lengthy comment, would you be interested in possibly making a copy of your terms/proposal available for others to see?
I approach this in much the same way is you Graham. No contracts, just a detailed proposal sent to the client clearly stating all my terms. By proceeding with the project the client is agreeing with those terms. I require 50% deposit upfront, and the rest once the project is completed (before the final files are handed over).
If you are dealing with projects under 10k, I simply don't think a contract is worth it. Personally, it would not be worth my time and effort to peruse legal action on a non-paying client unless a substantial amount of money was involved. Also, complicating the matter further is the fact that most of my clients are located overseas.
I don't think there is a 100% full-proof system. If someone wants to screw you, they will. If your gut tells you that a particular project looks risky, either don't accept it or raise the deposit to a level that you would be comfortable with if the client did a runner.
I think the best idea I've heard yet is escrow. It only got a brief mention but it seems like it would solve/ avoid the most problems. I don't think it would be so useful in most day-to-day design work scenarios, for work of the nature and calibre that you do graham it seems a natural fit. It's not hard to draw comparisons between contracting a logo design and purchasing a home, where escrow is standard procedure. One of my humble goals in the near term is to get my business entity formrd and try to work with you for the logo. I would really dig being a test case for the approach.
Just wondering... i saw the tweets from a couple days ago that were quite frustrated with a client not paying, i could see how that sprouted this article.
Did the client actually take any files? Or did he just bail entirely?
If he took files and used them without paying, i'd suggest a method we handle here. We give out PDF's without watermarks that run through the design/logo but we do make them waterproof in terms of not being able to be printed/edited/etc without a (30character password.) Sure, some clients get mad cause they can't work the files, but then it your full right to answer by saying they haven't paid up yet.
It was/is a large project, logo and iPhone application files and general identity guidelines. We had negotiated a 3 part payment plan due to the largish sum. The agreement was that half way through the project they would pay the agreed 2nd installment for work so far completed and thus a sign from them that they were happy, then I would proceed with the project.
I worked stupidly stupid hours over Christmas, to ensure I kept up with their imposed deadline, also on the promiose that the 2nd invoice would be paid. No 2nd invoice was received, no further communications from them for almost 6 weeks... yet I had fullfilled my promise to work hard to complete project.
So this means they saw pretty final revisions of the logo, but did not move past this point. There non action spoke volumes at this point.
Several emails through January and no reply. So I subsequently took matters in my own hands just last week and put th elogo up on my portfolio. I'll be damned if I was going to let all that work go to waste, I wanted to get something out of it at least.
This touched a nerve with them and they got in contact with me, clearly unhappy I had the 'nerve' to put their 'supposed' logo on my portfolio without their consent. This was what I was hoping for, until they pay that 2nd invoice, they hold no rights to any of the designs...
It's a real shame that a client would force my hand like this. I also need to add that at no point had this client communicated any unhappiness with my work or conduct, so for them to just vanish when work was completed and no invoice paid led me to the conclusion that they had just 'tried it on'.
We are now in talks. :)
It's a shame, but I also would have taken the same approach. You gave your client every opportunity to pay up, in the end you were left with little choice.
Let me know how those 'talks' work out.
Genius! A great way to level the playing field and get them to act like grown ups.
The problem with logo design etc, is that no matter what you do to protect the files, passwords, watermarks, it's the idea that you are being paid for... and an idea can be easily replicated.
Not showing your client an idea until full payment is received is asking a lot, so there is a middle ground here that needs to be carefully trodden.
Once an idea is seen, it can't be unseen. And that's the greatest risk and the biggest problem to overcome when there is doubt or mistrust in a working relationship.
Same here, mutually trust is important and usually all you need.
I'm working in the graphics industry since '94 and I agree that if a client wants a contract - such as an NDA - he usually brings it along himself. The only contract I ever needed is the NDA which is mostly used for confidentiality reasons, and my general terms, which was written and issued by the Dutch graphic design industry. In practise the 50% upfront payments works equally well, especially for small to medium sized clients.
For ten years I've operated with a 'no contract' business attitude; employing occassionally. Overall, I invoice when the project is complete with a COD or Net 15 day payment. If, however, a project will be ongoing or budget exceeds $5K I ask for a deposit and invoice incrementally.
I absolutely ask for payment upfront for outside expenses such as printing and mailing services and if stock photo/illustration purchases exceed $100.
As I'm re-tooling my marketing from niche market to niche service designing ebooks I will be asking for a 50% deposit from any/all new clients.
I come from an agency model and I work with several agency clients; relationships that I've had for numerous years; some 15 years. Don't misinterpret my comments as thought I'm bathing in cash each and every month; on the contrary... it's tough out there for everyone, including me.
A couple of really good resources for single-page 'Project Agreement/Contract' that I used as a model to create my own were adopted from Jeff Fisher's "Savvy Designer's Guide to Success" and Von Glitschka's Creative Brief worksheet (both documents made available via social media at some time or other).
Interesting questions Graham. I think for logo design in particular, a contract is needed more for the client as appose to the designer, as until a contract is signed, the designer actually owns all the rights to the logo. If any legal matters arise about the logo design, the designer is going to be responsible. Same with other design work.
With the copyright aspect, the agreement I have in place is this : When the client settles the final invoice, regardless of it's 50% or 10% remaining, once that money has been received, I give all rights to the design to the client.
I state this in the initial proposal so the client is clear about 'when' ownership happens. The idea is that 'making that final payment' is an incentive to hold there end of the deal up.
Until I get that final invoice settled, there is no question who owns the design, that would be me. :)
That's the idea anyway.
Although I'm not a lawyer, from what I've learned, until something is signed, only then is it legally binding.
A signature I believe can be interpreted a number of ways, just like a verbal contract is legally binding without any written signature.
My contract is that I assure all rights, within my initial proposal, are transferred once final payment is received. That's my verbal/written agreement and promise for all to see, however, if a client feels the need to send me a written signature for their extra peace of mind, then that's fine too. I even have a digital signature for such cases, so usually just means 'signing' a PDF file and attach the digital signature.
I have a few lawyers in my family (yeah, lucky me...) who are familiar with both UK and Australian law. Have sent them a message regarding the legalities surrounding signatures/contracts, etc. Will report back if/when I get an answer.
Part of the reason I don't use them myself, but there is something to be said for a carefully worded proposal at the very least.
I appreciate all the back and forth on the project. It's this aspect of the business that I am still keen on learning. And though I have plenty of project already under my belt, I still feel there's much to learn and I'd rather avoid learning the hard way.
As you recently mentioned, carefully worded proposals are something that I believe in wholeheartedly. From a big PDF document to something as simple as an email, outlining the project scope/deliverables, milestones/deadlines and price have been very helpful - it covers my back for sure!
I haven't had much argument in terms of ownership but the words in my contract state that ownership will be transferred upon receipt of payment. I also add the little bit about being able to use the artwork for portfolio purposes.
Once again, thank you all for your input as it helps me too!
I am a professional presentation designer and still use your no-written-contract policy. For the past 8 years, I discovered that when you trust people, they trust you, but I realize that I will make the wrong call sometime.
I think it will be time consuming and difficult to get a water tight legal structure, especially for your relatively small projects where the final project is a JPG file.
What you could do is ask people to reply "yes" to a simple email highlighting the understanding. It is not legally watertight, but someone needs pretty low moral standards to back away from this later. A psychological barrier.
I am not a lawyer, but maybe you could state that you own the copyright of whatever you make until payment has cleared in the bank, and then transfer it with some legal document. That should put the power in your hands.
Sadly for me, trust hasn't always been a two way thing, it certainly thickens you up when things go South.
But I try to keep a level head about it all, and try and not view the next client in the same light as the previous dishonest client.
My proposal now is much more detailed, mostly from thing that have happened with prior dishonest clients. Feel happier from that perspective, also, I stress the importance of reading this and accepting it several times. The final time they get a reminder is when they are presented with the invoice. I add a note saying that once payment is received, that is their acceptance of the conditions I have set.
My next level of security is with adopting digital signatures, bit more of a hassel, but I think worth it in the end. It's not water tight, but as you say, it sets the right tone.
It's so hard to quote branding or logo design let alone guarantee payment. I always ask for a purchase order before starting work. Getting 50% up front is always a good option. I think getting the client to sign the creative brief is as important as a signed purchase order or a deposit. It's essential everyone is pointing in the same direction.
Its a shame but I think now more than ever a contract is required, I bet everyone who has posted on here has done work and shown it to a client only for them to never hear from them again to only find out they have launched a similar logo, created by crowd sourcing or their relative who "has that Photoshop thing."
I personally don't work with a contract at the moment, but do require a percentage of the fee prior to commencing work on a project, this is an incentive to myself to fulfil the brief and also shows the client is serious in progressing. When I first started out many a time I would put hours into a project only for the client to change their mind and decide they no longer wanted the project when it came to settling the bill.
As I said at the start, its a shame but its becoming a much needed aspect of design work.
This article strikes to the very heart of my business. We have a "no signature, no project" policy. Every project, whether it's a simple stationary package, custom logo-pack, or complete re-branding initiative, requires that we craft a comprehensive proposal that states the terms, and options, offered to the client. The client must initial next to the services that they authorize, and then sign the proposal as an agreement to the terms. It's clearly stated that projects requiring the production of goods, or media, requires a 30% deposit. All projects are put on an estimated timeline, and our terms state that if we determine that there has been a communication breakdown on the clients part then we will bill and attempt to collect a kill fee, which in our case is 75% of the remaining balance (this is assuming that the project has not been completed). This encourages our clients to stay in communication and to get the most for their money. We also have contract clients that keep our creative services on retainer for a set amount of hours per month. With those clients we invoice at the first of the month, with the retainer balance due not later than the 15th. If we do not receive payment by the 15th then we attempt to collect. If the payment is not received by the last day of the month then any services rendered are invoiced on a per hour basis, along with a 5% fee. We then begin collection procedures. We put all of this in place so the client understands that we are in a relationship. This trail of contracts and signatures protects us (and the client) in the long run, and we've found that it has produced a more mature quality of client that's serious about their projects. As for rights, we state very clearly that we own the rights to all creative works until final payment has been received, and unless otherwise stated in the contracts/proposals, we are the owner of all graphics and working files.
All sounds like a solid system you have in place there. I'm close to something like this myself now, been amending my proposals and invoices over the last few weeks.
Final stage is adopting a digital signature for acceptance of T&C's etc. Or at the very least, for them to print out my proposal and physically sign it, then either scan or photograph with digital camera and email back. Most of my clients are overseas so postage of forms is not ideal.
Appreciate your lengthy comment, would you be interested in possibly making a copy of your terms/proposal available for others to see?
I approach this in much the same way is you Graham. No contracts, just a detailed proposal sent to the client clearly stating all my terms. By proceeding with the project the client is agreeing with those terms. I require 50% deposit upfront, and the rest once the project is completed (before the final files are handed over).
If you are dealing with projects under 10k, I simply don't think a contract is worth it. Personally, it would not be worth my time and effort to peruse legal action on a non-paying client unless a substantial amount of money was involved. Also, complicating the matter further is the fact that most of my clients are located overseas.
I don't think there is a 100% full-proof system. If someone wants to screw you, they will. If your gut tells you that a particular project looks risky, either don't accept it or raise the deposit to a level that you would be comfortable with if the client did a runner.
I think the best idea I've heard yet is escrow. It only got a brief mention but it seems like it would solve/ avoid the most problems. I don't think it would be so useful in most day-to-day design work scenarios, for work of the nature and calibre that you do graham it seems a natural fit. It's not hard to draw comparisons between contracting a logo design and purchasing a home, where escrow is standard procedure. One of my humble goals in the near term is to get my business entity formrd and try to work with you for the logo. I would really dig being a test case for the approach.
Just wondering... i saw the tweets from a couple days ago that were quite frustrated with a client not paying, i could see how that sprouted this article.
Did the client actually take any files? Or did he just bail entirely?
If he took files and used them without paying, i'd suggest a method we handle here. We give out PDF's without watermarks that run through the design/logo but we do make them waterproof in terms of not being able to be printed/edited/etc without a (30character password.) Sure, some clients get mad cause they can't work the files, but then it your full right to answer by saying they haven't paid up yet.
It was/is a large project, logo and iPhone application files and general identity guidelines. We had negotiated a 3 part payment plan due to the largish sum. The agreement was that half way through the project they would pay the agreed 2nd installment for work so far completed and thus a sign from them that they were happy, then I would proceed with the project.
I worked stupidly stupid hours over Christmas, to ensure I kept up with their imposed deadline, also on the promiose that the 2nd invoice would be paid. No 2nd invoice was received, no further communications from them for almost 6 weeks... yet I had fullfilled my promise to work hard to complete project.
So this means they saw pretty final revisions of the logo, but did not move past this point. There non action spoke volumes at this point.
Several emails through January and no reply. So I subsequently took matters in my own hands just last week and put th elogo up on my portfolio. I'll be damned if I was going to let all that work go to waste, I wanted to get something out of it at least.
This touched a nerve with them and they got in contact with me, clearly unhappy I had the 'nerve' to put their 'supposed' logo on my portfolio without their consent. This was what I was hoping for, until they pay that 2nd invoice, they hold no rights to any of the designs...
It's a real shame that a client would force my hand like this. I also need to add that at no point had this client communicated any unhappiness with my work or conduct, so for them to just vanish when work was completed and no invoice paid led me to the conclusion that they had just 'tried it on'.
We are now in talks. :)
It's a shame, but I also would have taken the same approach. You gave your client every opportunity to pay up, in the end you were left with little choice.
Let me know how those 'talks' work out.
Genius! A great way to level the playing field and get them to act like grown ups.
The problem with logo design etc, is that no matter what you do to protect the files, passwords, watermarks, it's the idea that you are being paid for... and an idea can be easily replicated.
Not showing your client an idea until full payment is received is asking a lot, so there is a middle ground here that needs to be carefully trodden.
Once an idea is seen, it can't be unseen. And that's the greatest risk and the biggest problem to overcome when there is doubt or mistrust in a working relationship.
Same here, mutually trust is important and usually all you need.
I'm working in the graphics industry since '94 and I agree that if a client wants a contract - such as an NDA - he usually brings it along himself. The only contract I ever needed is the NDA which is mostly used for confidentiality reasons, and my general terms, which was written and issued by the Dutch graphic design industry. In practise the 50% upfront payments works equally well, especially for small to medium sized clients.
For ten years I've operated with a 'no contract' business attitude; employing occassionally. Overall, I invoice when the project is complete with a COD or Net 15 day payment. If, however, a project will be ongoing or budget exceeds $5K I ask for a deposit and invoice incrementally.
I absolutely ask for payment upfront for outside expenses such as printing and mailing services and if stock photo/illustration purchases exceed $100.
As I'm re-tooling my marketing from niche market to niche service designing ebooks I will be asking for a 50% deposit from any/all new clients.
I come from an agency model and I work with several agency clients; relationships that I've had for numerous years; some 15 years. Don't misinterpret my comments as thought I'm bathing in cash each and every month; on the contrary... it's tough out there for everyone, including me.
A couple of really good resources for single-page 'Project Agreement/Contract' that I used as a model to create my own were adopted from Jeff Fisher's "Savvy Designer's Guide to Success" and Von Glitschka's Creative Brief worksheet (both documents made available via social media at some time or other).
Interesting questions Graham. I think for logo design in particular, a contract is needed more for the client as appose to the designer, as until a contract is signed, the designer actually owns all the rights to the logo. If any legal matters arise about the logo design, the designer is going to be responsible. Same with other design work.
With the copyright aspect, the agreement I have in place is this : When the client settles the final invoice, regardless of it's 50% or 10% remaining, once that money has been received, I give all rights to the design to the client.
I state this in the initial proposal so the client is clear about 'when' ownership happens. The idea is that 'making that final payment' is an incentive to hold there end of the deal up.
Until I get that final invoice settled, there is no question who owns the design, that would be me. :)
That's the idea anyway.
Although I'm not a lawyer, from what I've learned, until something is signed, only then is it legally binding.
A signature I believe can be interpreted a number of ways, just like a verbal contract is legally binding without any written signature.
My contract is that I assure all rights, within my initial proposal, are transferred once final payment is received. That's my verbal/written agreement and promise for all to see, however, if a client feels the need to send me a written signature for their extra peace of mind, then that's fine too. I even have a digital signature for such cases, so usually just means 'signing' a PDF file and attach the digital signature.
I have a few lawyers in my family (yeah, lucky me...) who are familiar with both UK and Australian law. Have sent them a message regarding the legalities surrounding signatures/contracts, etc. Will report back if/when I get an answer.
Part of the reason I don't use them myself, but there is something to be said for a carefully worded proposal at the very least.
I appreciate all the back and forth on the project. It's this aspect of the business that I am still keen on learning. And though I have plenty of project already under my belt, I still feel there's much to learn and I'd rather avoid learning the hard way.
As you recently mentioned, carefully worded proposals are something that I believe in wholeheartedly. From a big PDF document to something as simple as an email, outlining the project scope/deliverables, milestones/deadlines and price have been very helpful - it covers my back for sure!
I haven't had much argument in terms of ownership but the words in my contract state that ownership will be transferred upon receipt of payment. I also add the little bit about being able to use the artwork for portfolio purposes.
Once again, thank you all for your input as it helps me too!
I am a professional presentation designer and still use your no-written-contract policy. For the past 8 years, I discovered that when you trust people, they trust you, but I realize that I will make the wrong call sometime.
I think it will be time consuming and difficult to get a water tight legal structure, especially for your relatively small projects where the final project is a JPG file.
What you could do is ask people to reply "yes" to a simple email highlighting the understanding. It is not legally watertight, but someone needs pretty low moral standards to back away from this later. A psychological barrier.
I am not a lawyer, but maybe you could state that you own the copyright of whatever you make until payment has cleared in the bank, and then transfer it with some legal document. That should put the power in your hands.
Sadly for me, trust hasn't always been a two way thing, it certainly thickens you up when things go South.
But I try to keep a level head about it all, and try and not view the next client in the same light as the previous dishonest client.
My proposal now is much more detailed, mostly from thing that have happened with prior dishonest clients. Feel happier from that perspective, also, I stress the importance of reading this and accepting it several times. The final time they get a reminder is when they are presented with the invoice. I add a note saying that once payment is received, that is their acceptance of the conditions I have set.
My next level of security is with adopting digital signatures, bit more of a hassel, but I think worth it in the end. It's not water tight, but as you say, it sets the right tone.
It's so hard to quote branding or logo design let alone guarantee payment. I always ask for a purchase order before starting work. Getting 50% up front is always a good option. I think getting the client to sign the creative brief is as important as a signed purchase order or a deposit. It's essential everyone is pointing in the same direction.
Its a shame but I think now more than ever a contract is required, I bet everyone who has posted on here has done work and shown it to a client only for them to never hear from them again to only find out they have launched a similar logo, created by crowd sourcing or their relative who "has that Photoshop thing." I personally don't work with a contract at the moment, but do require a percentage of the fee prior to commencing work on a project, this is an incentive to myself to fulfil the brief and also shows the client is serious in progressing. When I first started out many a time I would put hours into a project only for the client to change their mind and decide they no longer wanted the project when it came to settling the bill. As I said at the start, its a shame but its becoming a much needed aspect of design work.
This article strikes to the very heart of my business. We have a "no signature, no project" policy. Every project, whether it's a simple stationary package, custom logo-pack, or complete re-branding initiative, requires that we craft a comprehensive proposal that states the terms, and options, offered to the client. The client must initial next to the services that they authorize, and then sign the proposal as an agreement to the terms. It's clearly stated that projects requiring the production of goods, or media, requires a 30% deposit. All projects are put on an estimated timeline, and our terms state that if we determine that there has been a communication breakdown on the clients part then we will bill and attempt to collect a kill fee, which in our case is 75% of the remaining balance (this is assuming that the project has not been completed). This encourages our clients to stay in communication and to get the most for their money. We also have contract clients that keep our creative services on retainer for a set amount of hours per month. With those clients we invoice at the first of the month, with the retainer balance due not later than the 15th. If we do not receive payment by the 15th then we attempt to collect. If the payment is not received by the last day of the month then any services rendered are invoiced on a per hour basis, along with a 5% fee. We then begin collection procedures. We put all of this in place so the client understands that we are in a relationship. This trail of contracts and signatures protects us (and the client) in the long run, and we've found that it has produced a more mature quality of client that's serious about their projects. As for rights, we state very clearly that we own the rights to all creative works until final payment has been received, and unless otherwise stated in the contracts/proposals, we are the owner of all graphics and working files.
All sounds like a solid system you have in place there. I'm close to something like this myself now, been amending my proposals and invoices over the last few weeks. Final stage is adopting a digital signature for acceptance of T&C's etc. Or at the very least, for them to print out my proposal and physically sign it, then either scan or photograph with digital camera and email back. Most of my clients are overseas so postage of forms is not ideal. Appreciate your lengthy comment, would you be interested in possibly making a copy of your terms/proposal available for others to see?
I approach this in much the same way is you Graham. No contracts, just a detailed proposal sent to the client clearly stating all my terms. By proceeding with the project the client is agreeing with those terms. I require 50% deposit upfront, and the rest once the project is completed (before the final files are handed over). If you are dealing with projects under 10k, I simply don't think a contract is worth it. Personally, it would not be worth my time and effort to peruse legal action on a non-paying client unless a substantial amount of money was involved. Also, complicating the matter further is the fact that most of my clients are located overseas. I don't think there is a 100% full-proof system. If someone wants to screw you, they will. If your gut tells you that a particular project looks risky, either don't accept it or raise the deposit to a level that you would be comfortable with if the client did a runner.
I think the best idea I've heard yet is escrow. It only got a brief mention but it seems like it would solve/ avoid the most problems. I don't think it would be so useful in most day-to-day design work scenarios, for work of the nature and calibre that you do graham it seems a natural fit. It's not hard to draw comparisons between contracting a logo design and purchasing a home, where escrow is standard procedure. One of my humble goals in the near term is to get my business entity formrd and try to work with you for the logo. I would really dig being a test case for the approach.
Just wondering... i saw the tweets from a couple days ago that were quite frustrated with a client not paying, i could see how that sprouted this article. Did the client actually take any files? Or did he just bail entirely? If he took files and used them without paying, i'd suggest a method we handle here. We give out PDF's without watermarks that run through the design/logo but we do make them waterproof in terms of not being able to be printed/edited/etc without a (30character password.) Sure, some clients get mad cause they can't work the files, but then it your full right to answer by saying they haven't paid up yet.
It was/is a large project, logo and iPhone application files and general identity guidelines. We had negotiated a 3 part payment plan due to the largish sum. The agreement was that half way through the project they would pay the agreed 2nd installment for work so far completed and thus a sign from them that they were happy, then I would proceed with the project. I worked stupidly stupid hours over Christmas, to ensure I kept up with their imposed deadline, also on the promiose that the 2nd invoice would be paid. No 2nd invoice was received, no further communications from them for almost 6 weeks... yet I had fullfilled my promise to work hard to complete project. So this means they saw pretty final revisions of the logo, but did not move past this point. There non action spoke volumes at this point. Several emails through January and no reply. So I subsequently took matters in my own hands just last week and put th elogo up on my portfolio. I'll be damned if I was going to let all that work go to waste, I wanted to get something out of it at least. This touched a nerve with them and they got in contact with me, clearly unhappy I had the 'nerve' to put their 'supposed' logo on my portfolio without their consent. This was what I was hoping for, until they pay that 2nd invoice, they hold no rights to any of the designs... It's a real shame that a client would force my hand like this. I also need to add that at no point had this client communicated any unhappiness with my work or conduct, so for them to just vanish when work was completed and no invoice paid led me to the conclusion that they had just 'tried it on'. We are now in talks. :)
It's a shame, but I also would have taken the same approach. You gave your client every opportunity to pay up, in the end you were left with little choice. Let me know how those 'talks' work out.
Genius! A great way to level the playing field and get them to act like grown ups.
The problem with logo design etc, is that no matter what you do to protect the files, passwords, watermarks, it's the idea that you are being paid for... and an idea can be easily replicated. Not showing your client an idea until full payment is received is asking a lot, so there is a middle ground here that needs to be carefully trodden. Once an idea is seen, it can't be unseen. And that's the greatest risk and the biggest problem to overcome when there is doubt or mistrust in a working relationship.
Same here, mutually trust is important and usually all you need. I'm working in the graphics industry since '94 and I agree that if a client wants a contract - such as an NDA - he usually brings it along himself. The only contract I ever needed is the NDA which is mostly used for confidentiality reasons, and my general terms, which was written and issued by the Dutch graphic design industry. In practise the 50% upfront payments works equally well, especially for small to medium sized clients.
For ten years I've operated with a 'no contract' business attitude; employing occassionally. Overall, I invoice when the project is complete with a COD or Net 15 day payment. If, however, a project will be ongoing or budget exceeds $5K I ask for a deposit and invoice incrementally. I absolutely ask for payment upfront for outside expenses such as printing and mailing services and if stock photo/illustration purchases exceed $100. As I'm re-tooling my marketing from niche market to niche service designing ebooks I will be asking for a 50% deposit from any/all new clients. I come from an agency model and I work with several agency clients; relationships that I've had for numerous years; some 15 years. Don't misinterpret my comments as thought I'm bathing in cash each and every month; on the contrary... it's tough out there for everyone, including me. A couple of really good resources for single-page 'Project Agreement/Contract' that I used as a model to create my own were adopted from Jeff Fisher's "Savvy Designer's Guide to Success" and Von Glitschka's Creative Brief worksheet (both documents made available via social media at some time or other).
Interesting questions Graham. I think for logo design in particular, a contract is needed more for the client as appose to the designer, as until a contract is signed, the designer actually owns all the rights to the logo. If any legal matters arise about the logo design, the designer is going to be responsible. Same with other design work.
With the copyright aspect, the agreement I have in place is this : When the client settles the final invoice, regardless of it's 50% or 10% remaining, once that money has been received, I give all rights to the design to the client. I state this in the initial proposal so the client is clear about 'when' ownership happens. The idea is that 'making that final payment' is an incentive to hold there end of the deal up. Until I get that final invoice settled, there is no question who owns the design, that would be me. :) That's the idea anyway.
Although I'm not a lawyer, from what I've learned, until something is signed, only then is it legally binding.
A signature I believe can be interpreted a number of ways, just like a verbal contract is legally binding without any written signature. My contract is that I assure all rights, within my initial proposal, are transferred once final payment is received. That's my verbal/written agreement and promise for all to see, however, if a client feels the need to send me a written signature for their extra peace of mind, then that's fine too. I even have a digital signature for such cases, so usually just means 'signing' a PDF file and attach the digital signature.
I have a few lawyers in my family (yeah, lucky me...) who are familiar with both UK and Australian law. Have sent them a message regarding the legalities surrounding signatures/contracts, etc. Will report back if/when I get an answer.
Part of the reason I don't use them myself, but there is something to be said for a carefully worded proposal at the very least.
I appreciate all the back and forth on the project. It's this aspect of the business that I am still keen on learning. And though I have plenty of project already under my belt, I still feel there's much to learn and I'd rather avoid learning the hard way. As you recently mentioned, carefully worded proposals are something that I believe in wholeheartedly. From a big PDF document to something as simple as an email, outlining the project scope/deliverables, milestones/deadlines and price have been very helpful - it covers my back for sure! I haven't had much argument in terms of ownership but the words in my contract state that ownership will be transferred upon receipt of payment. I also add the little bit about being able to use the artwork for portfolio purposes. Once again, thank you all for your input as it helps me too!
I am a professional presentation designer and still use your no-written-contract policy. For the past 8 years, I discovered that when you trust people, they trust you, but I realize that I will make the wrong call sometime. I think it will be time consuming and difficult to get a water tight legal structure, especially for your relatively small projects where the final project is a JPG file. What you could do is ask people to reply "yes" to a simple email highlighting the understanding. It is not legally watertight, but someone needs pretty low moral standards to back away from this later. A psychological barrier. I am not a lawyer, but maybe you could state that you own the copyright of whatever you make until payment has cleared in the bank, and then transfer it with some legal document. That should put the power in your hands.
Sadly for me, trust hasn't always been a two way thing, it certainly thickens you up when things go South. But I try to keep a level head about it all, and try and not view the next client in the same light as the previous dishonest client. My proposal now is much more detailed, mostly from thing that have happened with prior dishonest clients. Feel happier from that perspective, also, I stress the importance of reading this and accepting it several times. The final time they get a reminder is when they are presented with the invoice. I add a note saying that once payment is received, that is their acceptance of the conditions I have set. My next level of security is with adopting digital signatures, bit more of a hassel, but I think worth it in the end. It's not water tight, but as you say, it sets the right tone.
It's so hard to quote branding or logo design let alone guarantee payment. I always ask for a purchase order before starting work. Getting 50% up front is always a good option. I think getting the client to sign the creative brief is as important as a signed purchase order or a deposit. It's essential everyone is pointing in the same direction.
Its a shame but I think now more than ever a contract is required, I bet everyone who has posted on here has done work and shown it to a client only for them to never hear from them again to only find out they have launched a similar logo, created by crowd sourcing or their relative who "has that Photoshop thing."
I personally don't work with a contract at the moment, but do require a percentage of the fee prior to commencing work on a project, this is an incentive to myself to fulfil the brief and also shows the client is serious in progressing. When I first started out many a time I would put hours into a project only for the client to change their mind and decide they no longer wanted the project when it came to settling the bill.
As I said at the start, its a shame but its becoming a much needed aspect of design work.
This article strikes to the very heart of my business. We have a "no signature, no project" policy. Every project, whether it's a simple stationary package, custom logo-pack, or complete re-branding initiative, requires that we craft a comprehensive proposal that states the terms, and options, offered to the client. The client must initial next to the services that they authorize, and then sign the proposal as an agreement to the terms. It's clearly stated that projects requiring the production of goods, or media, requires a 30% deposit. All projects are put on an estimated timeline, and our terms state that if we determine that there has been a communication breakdown on the clients part then we will bill and attempt to collect a kill fee, which in our case is 75% of the remaining balance (this is assuming that the project has not been completed). This encourages our clients to stay in communication and to get the most for their money. We also have contract clients that keep our creative services on retainer for a set amount of hours per month. With those clients we invoice at the first of the month, with the retainer balance due not later than the 15th. If we do not receive payment by the 15th then we attempt to collect. If the payment is not received by the last day of the month then any services rendered are invoiced on a per hour basis, along with a 5% fee. We then begin collection procedures. We put all of this in place so the client understands that we are in a relationship. This trail of contracts and signatures protects us (and the client) in the long run, and we've found that it has produced a more mature quality of client that's serious about their projects. As for rights, we state very clearly that we own the rights to all creative works until final payment has been received, and unless otherwise stated in the contracts/proposals, we are the owner of all graphics and working files.
All sounds like a solid system you have in place there. I'm close to something like this myself now, been amending my proposals and invoices over the last few weeks.
Final stage is adopting a digital signature for acceptance of T&C's etc. Or at the very least, for them to print out my proposal and physically sign it, then either scan or photograph with digital camera and email back. Most of my clients are overseas so postage of forms is not ideal.
Appreciate your lengthy comment, would you be interested in possibly making a copy of your terms/proposal available for others to see?
I approach this in much the same way is you Graham. No contracts, just a detailed proposal sent to the client clearly stating all my terms. By proceeding with the project the client is agreeing with those terms. I require 50% deposit upfront, and the rest once the project is completed (before the final files are handed over).
If you are dealing with projects under 10k, I simply don't think a contract is worth it. Personally, it would not be worth my time and effort to peruse legal action on a non-paying client unless a substantial amount of money was involved. Also, complicating the matter further is the fact that most of my clients are located overseas.
I don't think there is a 100% full-proof system. If someone wants to screw you, they will. If your gut tells you that a particular project looks risky, either don't accept it or raise the deposit to a level that you would be comfortable with if the client did a runner.
I think the best idea I've heard yet is escrow. It only got a brief mention but it seems like it would solve/ avoid the most problems. I don't think it would be so useful in most day-to-day design work scenarios, for work of the nature and calibre that you do graham it seems a natural fit. It's not hard to draw comparisons between contracting a logo design and purchasing a home, where escrow is standard procedure. One of my humble goals in the near term is to get my business entity formrd and try to work with you for the logo. I would really dig being a test case for the approach.
Just wondering... i saw the tweets from a couple days ago that were quite frustrated with a client not paying, i could see how that sprouted this article.
Did the client actually take any files? Or did he just bail entirely?
If he took files and used them without paying, i'd suggest a method we handle here. We give out PDF's without watermarks that run through the design/logo but we do make them waterproof in terms of not being able to be printed/edited/etc without a (30character password.) Sure, some clients get mad cause they can't work the files, but then it your full right to answer by saying they haven't paid up yet.
It was/is a large project, logo and iPhone application files and general identity guidelines. We had negotiated a 3 part payment plan due to the largish sum. The agreement was that half way through the project they would pay the agreed 2nd installment for work so far completed and thus a sign from them that they were happy, then I would proceed with the project.
I worked stupidly stupid hours over Christmas, to ensure I kept up with their imposed deadline, also on the promiose that the 2nd invoice would be paid. No 2nd invoice was received, no further communications from them for almost 6 weeks... yet I had fullfilled my promise to work hard to complete project.
So this means they saw pretty final revisions of the logo, but did not move past this point. There non action spoke volumes at this point.
Several emails through January and no reply. So I subsequently took matters in my own hands just last week and put th elogo up on my portfolio. I'll be damned if I was going to let all that work go to waste, I wanted to get something out of it at least.
This touched a nerve with them and they got in contact with me, clearly unhappy I had the 'nerve' to put their 'supposed' logo on my portfolio without their consent. This was what I was hoping for, until they pay that 2nd invoice, they hold no rights to any of the designs...
It's a real shame that a client would force my hand like this. I also need to add that at no point had this client communicated any unhappiness with my work or conduct, so for them to just vanish when work was completed and no invoice paid led me to the conclusion that they had just 'tried it on'.
We are now in talks. :)
It's a shame, but I also would have taken the same approach. You gave your client every opportunity to pay up, in the end you were left with little choice.
Let me know how those 'talks' work out.
Genius! A great way to level the playing field and get them to act like grown ups.
The problem with logo design etc, is that no matter what you do to protect the files, passwords, watermarks, it's the idea that you are being paid for... and an idea can be easily replicated.
Not showing your client an idea until full payment is received is asking a lot, so there is a middle ground here that needs to be carefully trodden.
Once an idea is seen, it can't be unseen. And that's the greatest risk and the biggest problem to overcome when there is doubt or mistrust in a working relationship.
Same here, mutually trust is important and usually all you need.
I'm working in the graphics industry since '94 and I agree that if a client wants a contract - such as an NDA - he usually brings it along himself. The only contract I ever needed is the NDA which is mostly used for confidentiality reasons, and my general terms, which was written and issued by the Dutch graphic design industry. In practise the 50% upfront payments works equally well, especially for small to medium sized clients.
For ten years I've operated with a 'no contract' business attitude; employing occassionally. Overall, I invoice when the project is complete with a COD or Net 15 day payment. If, however, a project will be ongoing or budget exceeds $5K I ask for a deposit and invoice incrementally.
I absolutely ask for payment upfront for outside expenses such as printing and mailing services and if stock photo/illustration purchases exceed $100.
As I'm re-tooling my marketing from niche market to niche service designing ebooks I will be asking for a 50% deposit from any/all new clients.
I come from an agency model and I work with several agency clients; relationships that I've had for numerous years; some 15 years. Don't misinterpret my comments as thought I'm bathing in cash each and every month; on the contrary... it's tough out there for everyone, including me.
A couple of really good resources for single-page 'Project Agreement/Contract' that I used as a model to create my own were adopted from Jeff Fisher's "Savvy Designer's Guide to Success" and Von Glitschka's Creative Brief worksheet (both documents made available via social media at some time or other).
Interesting questions Graham. I think for logo design in particular, a contract is needed more for the client as appose to the designer, as until a contract is signed, the designer actually owns all the rights to the logo. If any legal matters arise about the logo design, the designer is going to be responsible. Same with other design work.
With the copyright aspect, the agreement I have in place is this : When the client settles the final invoice, regardless of it's 50% or 10% remaining, once that money has been received, I give all rights to the design to the client.
I state this in the initial proposal so the client is clear about 'when' ownership happens. The idea is that 'making that final payment' is an incentive to hold there end of the deal up.
Until I get that final invoice settled, there is no question who owns the design, that would be me. :)
That's the idea anyway.
Although I'm not a lawyer, from what I've learned, until something is signed, only then is it legally binding.
A signature I believe can be interpreted a number of ways, just like a verbal contract is legally binding without any written signature.
My contract is that I assure all rights, within my initial proposal, are transferred once final payment is received. That's my verbal/written agreement and promise for all to see, however, if a client feels the need to send me a written signature for their extra peace of mind, then that's fine too. I even have a digital signature for such cases, so usually just means 'signing' a PDF file and attach the digital signature.
I have a few lawyers in my family (yeah, lucky me...) who are familiar with both UK and Australian law. Have sent them a message regarding the legalities surrounding signatures/contracts, etc. Will report back if/when I get an answer.
Part of the reason I don't use them myself, but there is something to be said for a carefully worded proposal at the very least.
I appreciate all the back and forth on the project. It's this aspect of the business that I am still keen on learning. And though I have plenty of project already under my belt, I still feel there's much to learn and I'd rather avoid learning the hard way.
As you recently mentioned, carefully worded proposals are something that I believe in wholeheartedly. From a big PDF document to something as simple as an email, outlining the project scope/deliverables, milestones/deadlines and price have been very helpful - it covers my back for sure!
I haven't had much argument in terms of ownership but the words in my contract state that ownership will be transferred upon receipt of payment. I also add the little bit about being able to use the artwork for portfolio purposes.
Once again, thank you all for your input as it helps me too!
I am a professional presentation designer and still use your no-written-contract policy. For the past 8 years, I discovered that when you trust people, they trust you, but I realize that I will make the wrong call sometime.
I think it will be time consuming and difficult to get a water tight legal structure, especially for your relatively small projects where the final project is a JPG file.
What you could do is ask people to reply "yes" to a simple email highlighting the understanding. It is not legally watertight, but someone needs pretty low moral standards to back away from this later. A psychological barrier.
I am not a lawyer, but maybe you could state that you own the copyright of whatever you make until payment has cleared in the bank, and then transfer it with some legal document. That should put the power in your hands.
Sadly for me, trust hasn't always been a two way thing, it certainly thickens you up when things go South.
But I try to keep a level head about it all, and try and not view the next client in the same light as the previous dishonest client.
My proposal now is much more detailed, mostly from thing that have happened with prior dishonest clients. Feel happier from that perspective, also, I stress the importance of reading this and accepting it several times. The final time they get a reminder is when they are presented with the invoice. I add a note saying that once payment is received, that is their acceptance of the conditions I have set.
My next level of security is with adopting digital signatures, bit more of a hassel, but I think worth it in the end. It's not water tight, but as you say, it sets the right tone.
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