Design contract: what it should include — rights, timelines, revisions

A design contract should clearly describe five things: what exactly is being done (scope and deliverables), on what timeline and in which stages, how many revisions are included, which rights to the result and source files pass to the client, and how acceptance and payment work. If even one of these points is vague, it becomes the source of disputes. Below are general principles to help you check a contract before signing. This is not legal advice: the final wording should be agreed with your lawyer.

Why you need a contract even for a small project

Many small design tasks are done "by chat": discussed in a messenger, a prepayment sent, files received. As long as everything goes well, this works. Problems appear when it turns out the sides understood the scope differently, when the client needs source files while the designer believes they are only delivering an image, or when a year later the logo needs to be registered as a trademark and there is no document transferring the rights.

A contract is not a sign of distrust but a way to record a shared understanding. For the agency it protects against endless revisions and late payments; for the client it protects against missed deadlines and rights problems. A good contract reads like a clear description of the project, not a set of traps.

The principles are the same for a freelancer and an agency, but the emphasis differs. With an individual contractor, people more often forget about transferring rights and source files, and about what happens if the person falls ill or disappears mid-project. With an agency, it matters more to check who exactly leads the project, how the stages are organised and what a retainer covers, if one is planned.

Subject of the contract and scope of work

The first thing to check is how specifically the result is described. A phrase like "development of a visual identity" with no detail almost guarantees disagreement. It is better when the scope is set out in an appendix or technical specification that lists:

• the layouts and applications: logo, business card, letterhead, presentation template, packaging and so on;
• the number of concepts at the first stage;
• final file formats: vector sources, print and screen versions;
• what is not included: for example copywriting, photography, printing, or buying fonts and stock images;
• language versions, if materials are needed in Uzbek, Russian and English.

The basis for such an appendix is usually the brief. If you have not written one yet, see how to write a design brief; a good brief turns almost entirely into a specification.

Timelines, stages and mutual obligations

The timeline in a contract is best described not as a single date but by stage: research, concepts, refinement, file preparation. That makes progress easier to track and shows exactly where a delay occurred.

An important point that is often missed is the client's own obligations. Design depends on your materials and decisions. It is sensible for the contract to state:

• by when the client provides source materials: texts, partner logos, photos, data;
• how many days are allowed for approving each stage;
• that the contractor's deadline moves if the client delays responses or materials;
• what happens if the project is paused at the client's initiative.

Such wording protects both sides: the agency is not responsible for delays outside its control, and the client sees what actions are expected. What the stages look like in practice is described in the design process step by step.

Revisions: how many, which kind, and what counts as new work

Revisions are the most common cause of conflict. To avoid it, the contract should answer three questions:

1. How many revision rounds are included in the price at each stage. A round is one batch of comments collected and sent at once.
2. What counts as a revision and what is a new task. Changing the colour or size of an element is a revision. Abandoning an approved concept and starting from scratch is new work.
3. How additional revisions are paid for beyond the limit: at a fixed rate, hourly or by separate agreement.

It is also useful to state that an approved stage is not reopened without additional agreement. This disciplines both sides and keeps the project from going in circles.

A good design contract is not about distrust. It records what counts as the result, how many times it can be changed and who owns it after payment.

Rights to the result and source files

This is the section clients skip most often and regret later. Design is a work protected by copyright, and simply receiving a file does not mean you have received all the rights to it. The contract should spell out:

• Which rights are transferred: the exclusive rights in full or only a right of use (a licence), and if a licence, for which uses, territory and term.
• When the rights pass: usually after full payment and signing of the acceptance certificate.
• Whether source files are handed over in editable form. For a logo and identity this is critical: without sources you depend on the contractor for every change.
• Third-party materials: fonts, stock photos and illustrations. Their licences belong to the rights holders, and the contract should say who buys them and in whose name.
• Unapproved concepts: whether they stay with the contractor and whether they may be used in other projects.

For a logo you plan to register as a trademark, a full transfer of exclusive rights is especially important. Without it, registering and protecting the mark can become complicated.

If the project includes a website or app, there is one more layer: the code, access to hosting and the domain, and accounts in third-party services. Check that the domain and accounts are registered to your company, not to the contractor, and that you receive all passwords and access once the work is complete. This is just as important as the rights to the graphics.

Payment and acceptance

The payment scheme is usually tied to stages: a prepayment before kick-off, an interim payment after the concept is approved, and a final one after files are delivered. For long projects this suits both sides better than one sum at the start or the end.

Acceptance should be a clear procedure. It helps when the contract states within what period the client signs the certificate or sends reasoned comments, and what happens if there is no response in that time. This protects the contractor from a situation where work is delivered but formally "not accepted" for months.

If you work with an agency on an ongoing basis, a framework agreement with monthly orders or a retainer is more convenient. Then you do not need to renegotiate terms for every banner.

Confidentiality, portfolio and termination

Three more points worth discussing in advance:

• Confidentiality. If you share internal data, financial figures or launch plans, the contract should oblige the contractor not to disclose them.
• Portfolio. Agencies usually want to show their work. If the project cannot be published until a certain date, or at all, say so explicitly.
• Termination. How the sides exit a stopped project: whether completed work is paid for and who owns interim results.

Checklist before signing

1. The scope and format of the result are described specifically, in an appendix or specification.
2. Timelines are split by stage, with periods set for your approvals.
3. The number of revision rounds and the rules for extra revisions are clear.
4. The scope of transferred rights and when they pass are written down.
5. Handover of editable source files is agreed.
6. It is clear who buys fonts and stock materials and in whose name.
7. There is a procedure for acceptance, staged payment and termination.
8. Confidentiality and portfolio publication terms are agreed.

If you are looking for a contractor who works under a transparent contract with clear stages and a transfer of rights, Dasta Creative runs projects and design support in exactly this format.