Do I have to give a client my source files? (UK freelancers)

Only if the contract makes them a deliverable. UK law does not require a designer, developer, illustrator or video editor to hand over working files. The client is entitled to the finished files the paper names, on the licence or assignmentIP assignmentAn IP assignment is a transfer of ownership in the work, so the client owns it instead of the person who made it.More in the glossary you signed. Possession of a Figma file, a PSD, a repo or a Premiere project is not copyright, and paying the invoice does not create a right to the working files.

Deliverables are the named files the contract says you will hand over — the finished work, not the working files unless those are listed too. If the list is "logo pack in SVG, PDF and PNG" or "the live site on the client's host", that is the delivery. Layered artwork, project files, the code repo, fonts and stock stay with you unless the paper says otherwise.

Two separate rights get mixed up in the same email thread:

• Delivery of files. A contractual promise to hand over named files. If source files are not on that list, you do not have to send them.
• Copyright. A property right in the work. You own it unless you assigned it in writing, signed. See Who owns copyright in freelance work in the UK? and Client using your work without paying.

A client who has paid for a logo pack has paid for that pack. They have not, by paying, bought the right to every file on your drive. Write the deliverables before you start. Photographers write the same split for RAW files; see Does a photographer have to hand over RAW files.

Contracts for graphic designers, contracts for web designers, contracts for developers, contracts for illustrators and contracts for video editors are the usual starting points. A graphic design contract, a website build or a freelancer agreement is the usual paper.

You do, unless the contract says otherwise. You created the working files. You hold them. You are the first owner of copyright in the original work in them. Commissioning a logo, a site, an illustration or an edit does not make the client the first owner. Holding a copy later still does not.

CDPA 1988 s.11 is the first-owner rule:

• s.11(1). The author of a work is the first owner of any copyright in it, subject to the rest of the section.
• s.11(2). Where a literary, dramatic, musical or artistic work, or a film, is made by an employee in the course of employment, the employer is the first owner, unless agreed otherwise.

A freelancer is not working under a contract of employment. You are working under a contract for services. A logo or illustration is an artistic work. The code you write is a literary work. Section 11(1) then says the author is the first owner of each. The employee exception in s.11(2) applies to employees, not to a designer or developer on a contract for services.

GOV.UK on ownership of copyright works is blunt about commissions: the first legal owner is the person who created the work, not the commissioner, unless you otherwise agree it in writing.

Ownership of a file and ownership of copyright are different questions. The client may later hold a copy of the PSD or the repo. That copy is still only a copy. Copyright stays with you until a written, signed IP assignment. See Who owns copyright in freelance work in the UK?.

Pre-existing materials — templates, libraries, starter kits, earlier components, brushes, LUTs you already owned — stay yours either way. They are licensed for this job, not assigned.

No. A source file is a copy of the working document. Copyright is the property right in the work. Handing over a Figma file, a layered AI, a Git repo or a DaVinci project does not assign that right. An assignment of copyright is not effective unless it is in writing, signed by or on behalf of the assignor.

CDPA 1988 s.90(3) is the whole rule. An IP assignment has to be in writing, signed by you or someone signing on your behalf. Section 90(2) allows a partial assignment — some rights, or part of the term — but it still has to meet s.90(3). A licence is permission to use the work. It is not a transfer of ownership. See IP licence vs assignmentIP licence vs assignmentAn IP assignment transfers ownership of copyright or other intellectual property. A licence is permission to use it; the author still owns it. In England and Wales there is no work-made-for-hire first-owner rule for freelancers: Copyright, Designs and Patents Act 1988 s.11. An assignment must be in writing and signed: s.90. Say which you mean, and when it happens.More in the glossary.

What payment can do is trigger a clause you already signed: "on payment in full, the Designer assigns…". That clause is the written assignment, and payment is the event that makes it bite. Without that clause, payment is only payment. Sending the source files is only delivery of files.

A US "work for hirework for hireWork for hire is a phrase, common on US-style papers, meaning the client is treated as the author and owner of the work from the start.More in the glossary" heading does not do that work in England and Wales. See work for hire. Write assignment or licence in English words.

Moral rightsmoral rightsMoral rights are the author’s personal rights in a copyright work: to be identified as author, and not to have the work subjected to derogatory treatment. In the UK they sit in the Copyright, Designs and Patents Act 1988 ss.77–80. They cannot be assigned. They can be waived in writing, signed by the person giving them up, under s.87.More in the glossary sit beside copyright. You have the right to be identified as author, which must be asserted, and the right not to have the work subjected to derogatory treatment. Those rights cannot be assigned. They can be waived in writing, signed by you. An IP assignment that is silent on moral rights leaves them with you. See CDPA 1988 ss.77, 80 and 87 and the moral rights clause.

Write the two decisions as two sentences: what files you will hand over, and whether copyright is licensed or assigned. See intellectual property assignment and intellectual property licence.

Keep three piles. Mixing them in one email is how a client thinks they bought the Figma file, the repo and the copyright because they paid the invoice.

Photographers write the same three piles for edited JPEGs, RAW and copyright. See Does a photographer have to hand over RAW files. The longer ownership page is Who owns copyright in freelance work in the UK?.

Yes. Source files are a different product from the finals. Put a source-files fee in the schedulescheduleA schedule is an annex to the contract that holds the detail: fees, dates, deliverables, service levels. It is part of the agreement if the main body says so. An order-of-precedence line should say what happens if the schedule and the clauses collide. Swap a schedule only by the variation method the contract names.More in the glossary, say that the supply is a copy only, and limit the licence that applies to those files. If the client wants ownership as well, that is a separate assignment, priced as a buyout.

Four commercial options cover almost every job. None of them is implied. Pick one, price it, and write it down.

A buyout is an IP assignment under s.90(3), usually on payment in full, plus a delivery line for the source files. It is a different product from a usage licence. Price it as one. Do not give it away because the client asked in the handover email.

If they later want a wider use of the finals, that is a licence extension, not a reason to send the working files. If they later want the source files, that is a new fee or a refusal, depending on what you signed. See usage rights and credit.

You still own the copyright: s.11(1) does not need a signed agreement to make you first owner. You do not have a contractual duty to hand over source files. The client may have a limited implied licence to use the finished work for the purpose of the commission. That is not ownership, and it is not a right to the working files.

GOV.UK warns that if copyright is not dealt with in the contract, courts may find an implied licence allowing the commissioner to use the work for the purpose it was commissioned. That is often a limited non-exclusive licence. Silence on the paper is how a brand takes the Figma file to another studio, or clones the repo, and then argues they thought they had bought it.

An implied licence, if one is found, usually covers the purpose of the job — putting the logo on the pack that was briefed, launching the site that was built. It does not, by itself, hand over layered files, grant a right to adapt the work for every future campaign, or assign copyright. An assignment still has to meet CDPA 1988 s.90(3).

Write the next job down. Name the finals. Say source files are excluded, or name the fee. Say whether the right is a licence or an assignment, and that it bites on full payment. UK graphic design contract, UK web design contract and UK freelance developer contract are the papers that hold that clause.

Do not hand over source files, and do not let an unpaid client keep using the finals, unless the contract already gave them that right. Paying the invoice does not transfer copyright. Using the work without paying is a different claim from the unpaid invoice. Tie both the licence and any assignment to full payment.

Until they have paid, you still own the copyright under s.11. A well-written clause says the client has no licence to copy, publish, communicate or adapt the deliverables until payment in full, and that any assignment bites only then. Sending the working files before that date gives them the means to use the work while the invoice is open.

If they are already using the finals without paying, that is the unpaid-use page: Client using your work without paying. Keep the source files off the table until that invoice is cleared. A depositdepositA deposit is money paid up front, before the main work or the final invoice.More in the glossary does not, by itself, buy the working files or the copyright.

Write the trigger in one sentence: "on payment in full". Then the handover email has an answer.

You cannot assign what you do not own. Fonts, stock photos, icon sets, plugins, music, footage and open-source libraries stay on their own licences. Handing over a source file that still contains those assets does not give the client a right to use them. Disclose the third-party list, and say they must hold their own licences.

A working third-party line answers four things:

• which assets in the job are not yours — named fonts, stock, plugins, libraries, music
• that those assets stay on their own licences
• that you do not assign or sublicense them
• that the client is responsible for buying the licence they need to keep using the files

Some clients ask you to indemnifyindemnityAn indemnity is a promise to cover another party's losses arising from a particular event or claim.More in the glossary them if a font or stock image in the files was not cleared. An indemnity is a promise to cover their loss. That is a different product from handing over a PSD. Do not give an open-ended indemnity for third-party IP you did not sell. Name what you warrant (the original work is yours) and what you do not (fonts, stock, plugins, open source).

Open-source in a repo stays on its own licence — MIT, GPL or whatever the file actually carries. You can assign the bespoke code you wrote. You cannot re-licence a library as if it were yours. Write the pre-existing materialspre-existing materialsPre-existing materials are tools, libraries or work the supplier already owned, which are licensed for the job rather than handed over.More in the glossary split next to that list.

Usage rights and credit is the clause that sits next to this line for illustration and design credits. The web and code versions live in UK web design contract and UK freelance developer contract.

Name the deliverables as a list, and say what is excluded. If source files are not being handed over, write that exclusion. If they are, write the format, the fee, the licence that applies to them, and when they are released. Agree that list on one shared draft before you start, not in a handover email afterwards.

A working clause answers five things:

• what is delivered — named finals, format, how they are handed over
• what is not delivered — Figma, PSD, AI, layered artwork, project files, the repo, caches, catalogues, fonts, stock
• when delivery happens, and that it is tied to payment
• the licence or assignment that applies to what is delivered
• how long you keep the working files, and whether a later source-files request is a new paid job

Example — source files excluded

Deliverables are the final files specified in Schedule 1. Working files, including Figma, PSD, AI, layered artwork, project files, source code repositories, caches and catalogues, are not deliverables and are not supplied. Fonts, stock and other third-party materials are not supplied and remain on their own licences. Copyright in the original work remains with the Designer. The Client is granted the licence in clause 5 on payment in full.

In Plain English: they get the finished files they bought. They do not get the working files. They do not get your font licences. You keep the copyright. They may use the finals as the licence says, once they have paid.

Example — source files for a named fee

If the Client wants the working files, the Designer will supply a copy of the files named in Schedule 1 on payment of the source-files fee in Schedule 1. That supply is a copy only. It does not assign copyright. Use of those files is limited to the licence in clause 5. The Client shall not sublicense, sell or give the working files to a third party. Fonts, stock, plugins and other third-party materials are not included; the Client must hold its own licences.

Example — buyout including source files

On payment in full the Designer assigns to the Client the copyright in the final Deliverables, except pre-existing materials, which are licensed for this job only. On that payment the Designer will also supply a copy of the working files named in Schedule 1. That supply is a copy. Third-party fonts, stock and plugins are not assigned and are not supplied under this clause.

In Plain English: they own the finals once they have paid, and they get a copy of the named working files. Your templates stay yours. Their font licences are their problem.

Put the list in a graphic design contract, a website build or a freelancer agreement. Adapt the words; do not paste them as a locked form. UK graphic design contract is the design paper. UK web design contract is the site paper. UK freelance developer contract is the code paper.

Answer the email. Point at the signed deliverables list. Offer a paid copy if you want the fee, or refuse if the paper excluded it. Do not send the working files to end an awkward thread.

If source files were excluded

Subject: Source files for [project]

Hi [Name],

Thanks for asking. The contract lists the finished files as the deliverables — [the logo pack / the live site / the exported master]. Working files (Figma, PSD, AI, layered artwork, project files, the repo) are not included.

I can supply a copy of named working files as extra work for [fee], on the same licence as the finals. That copy does not transfer copyright. It cannot include fonts, stock or plugins I am not allowed to pass on; you would need your own licences for those.

If you would rather own the copyright as well, that is a separate assignment, priced as a buyout.

Happy to add either as a short variationaddendumAn addendum is a short, written change to an existing contract, signed by both sides so the original terms stay the same except for what the addendum updates.More in the glossary if you want to go ahead.

Best, [Your name]

If they have not paid yet

Hi [Name],

I can talk about source files once invoice [number] is cleared. The licence (and any assignment) in the contract bites on payment in full. I will send the named finals then. Working files are [not included / available for the source-files fee in the schedule].

Best, [Your name]

If they are already using the work without paying, stop and use Client using your work without paying. Next time, put the exclusion or the fee in the signed contract before you start.

On Contracts.io both sides draft, negotiate and e-signe-signatureAn e-signature is any electronic way of showing agreement to a document, such as a typed name, a drawn signature or a click.More in the glossary one shared contract, so the source-files line is the version you both signed. That is two-sided contracts: one paper, both sides on the same link. Describe the job in a sentence. Lex, our AI host, drafts. You share one link. Nobody emails v4_final.docx back and forth.

The client opens that link. They can Accept, Counter or Decline on the same version, then both of you e-sign it. The other side never pays and does not need an account.

Start from a graphic design contract, a website build or a freelancer agreement. You can also start from the AI contract generator or the contract generator.

That does not keep a Figma file on a drive for you. It does mean the deliverables list, the source-files exclusion or buyout fee, the licence, the IP assignment and the moral rights waiverwaiverA waiver is a choice not to enforce a right this time, without rewriting the contract. Accepting late work once does not, by itself, kill a time-is-of-the-essence clause if a no-waiver line is present. Waiver is not a variation: Rock Advertising Ltd v MWB [2018] UKSC 24 still requires the agreed method for a change of terms.More in the glossary are the words you both signed, not a line lost in email.

Free £0, Plus £15/mo, Pro £29/mo, Team £119/mo for 5 seats, Enterprise from £750 — see /pricing.

Try it on contracts.io: describe the job in one sentence, share one link, and e-sign before the first file goes across.

Contracts for graphic designers, contracts for web designers, contracts for developers, contracts for illustrators and contracts for video editors are the wider sets of terms. UK graphic design contract is the design paper. UK web design contract is the site paper. UK freelance developer contract is the code paper. Who owns copyright in freelance work in the UK? is the ownership page. Does a photographer have to hand over RAW files is the stills counterpartcounterpartA counterpart is one of several identical copies of a contract, each signed by different parties, which together form one agreement.More in the glossary. Client using your work without paying is the unpaid-use page. IP assignment, licence, moral rights and pre-existing materials are the glossary. Intellectual property assignment, intellectual property licence and usage rights and credit are the clauses.