What should a UK video editor contract include?

A UK video editor contract should name the parties, the edit, the deliverables, whether the client gets a licence or an assignment of the edited work, how project files and masters are handed over, who stores the rushes, who clears music, fees and unused booked days, and a liability cap. Sign it before the first cut.

This page is England and Wales first. Copyright under the Copyright, Designs and Patents Act 1988 is UK-wide. Off-payroll working (IR35) is a UK tax rule and only matters when you book into an organisation as a contractor through your company. The money-claim route for an unpaid invoice is the England and Wales procedure in Client won't pay a freelance invoice. Typical brand, studio, agency and production bookings are business-to-business. A company brief does not get the consumer 14-day cooling-off.

This page is post-production: offline and online edit, rough cut, picture lock, final cut, colour-grade handoff, motion graphics and titles, sound-mix handoff, multi-cam assembly, social cutdowns and archival or stock inserts. It is not a shoot day. Those jobs sit on What should a UK videography contract include?. It is not acting and not voice-over.

Contracts.io has no video-editor template. Start from a freelancer agreement or a services agreement. Those papers already have fee, usage, cancellation and IP slots. Repeat bookings can hang a statement of work under standing terms, or sit on a retainer. A job that also covers the shoot can sit next to a videography contract. Company-to-company contractor work can start from an independent contractor agreement. If you are sharing an unreleased cut or campaign before the deal is signed, a mutual NDA sits next to it. Contracts for video editors is the shorter audience page. What should a UK videography contract include? is the filmed sibling. What should a UK actor contract include? is the talent sibling. What should a UK music producer contract include? is the session sibling.

Twelve blocks finish this paper:

The counts, windows and 50% split are examples of how to write the list, not a required rate. Write the numbers you actually use.

Sign before the first cut. Should I start work before the contract is signed? is the day-one rule.

Name the edit, the cuts, the formats, the revision rounds and the turnaround. “Some editing” is not a list. “Offline to picture lock, one 90-second 4K 25p 16:9 master, two consolidated rounds, ten working days, no colour grade, no sound mix, no 9:16 recut” is a list. Extra cutdowns, a new aspect ratio and a second language version are a change of scope, quoted first.

You deliver the named masters. The shoot is their production. A colour-grade or sound-mix handoff is a named item or it is out.

Write nine things:

• Edit. Offline assembly, online conform, rough cut, picture lock, final cut. A grade handoff, a titles pass and a sound-mix handoff are separate items.
• Cuts. Runtime of each master. A hero film, six social cutdowns and a 9:16 recut are three items, not one.
• Formats. Resolution, frame rate, codec or wrapper, aspect ratio. 4K 25p ProRes 16:9 is a deliverable. “Whatever you usually export” is not.
• Motion graphics. Titles, lower-thirds, end cards. A house style they supply is their artwork; original motion you design is a named item.
• Multi-cam. Whether assembly from more than one angle is in. Extra cameras after the brief are a change.
• Archival and stock inserts. Whether you drop in client archive or stock. Clearance is a different line.
• What is out of scope. Colour grade, a full sound mix, a second language, a vertical recut, VFX, a teaser, handing over the timeline.
• Dependencies. Rushes date, shot list, brand boards, music choices, VO, captions. Dates slip if those do not arrive.
• Turnaround. Working days from rushes in to first cut, and from each round to the next.

A revision limitrevision limitA revision limit says how many rounds of changes are included in the fee before extra work is quoted.More in the glossary polishes the agreed cut. A change adds a sixth cutdown, a new aspect ratio, or a grade you never priced. Mixing the two is how a “quick extra recut” becomes a new product at no fee. See Client keeps adding extra work and change control.

Example

The Editor will deliver the Edits specified in Schedule 1, in the runtime, format and aspect ratio set out there, by the method and within the turnaround in Schedule 1. Colour grade, sound mix, project files, a further aspect ratio and work not described in Schedule 1 are out of scope and are quoted in writing before they start. Rushes, shot lists, brand boards, music choices and VO the Client must supply are dependencies; dates move if those arrive late.

In Plain English: they get the named masters. A new shape of film is priced first. Late rushes move the date.

A freelancer agreement or a services agreement is the usual paper. Repeat commercial clients often sit under a services agreement plus a statement of work per job.

Name the exported masters as the deliverables, and say whether the Premiere, FCP or DaVinci project is in or out. UK law does not require an editor to hand over a timeline. Possession of a project file is not copyright. Paying the invoice does not create a right to the archive. Write how long you keep working media.

Photographers write the same split for stills; the longer stills page is Does a photographer have to hand over RAW files. Videographers write it for rushes; see What should a UK videography contract include?. This page is the clause that sits in the post contract.

A working clause answers five things:

• what is delivered — runtime, codec, resolution, frame rate, aspect ratio, delivery method
• what is not — project files, caches, previews, LUTs you did not sell, ungraded selects
• when delivery happens, and that it is tied to payment
• 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 that applies to what is delivered
• how long you keep working media, and whether a later project-file request is a new paid job

Cap picture-lock revisions at two consolidated rounds unless you have priced more. A round is one packed set of comments on the then-current cut, not a drip of Slack notes. See revisions and acceptance.

Example — masters only

Deliverables are the exported masters specified in Schedule 1, delivered by the method in Schedule 1. Project files, caches, working files and ungraded selects are not deliverables and are not supplied. The Editor will keep a working copy of the media for [90] days after delivery and is not obliged to supply the project afterwards. Copyright the Editor holds in original titles or motion graphics remains with the Editor until any assignment in clause 5 bites, on payment in full.

In Plain English: they get the finished masters they bought. They do not get the timeline. You keep a working copy for a named period. Delivery of the masters is not a licence of film copyright. Any licence of copyright you hold bites on full payment.

Handing over a project copy does not assign copyright. CDPA 1988 s.90 still requires writing, signed. Put the list in a freelancer agreement.

Write the fee, whether it is a day rate, a project fee or a package of cutdowns, whether VAT is extra, when invoices go out, and what unused booked days cost. VAT is added if you are VAT-registered. A day rate is not a buyout of the edit. Overtime and rush are extra sums you name. For a UK business client, late commercial payment carries statutory interest.

Payment terms should name:

• the fee and the basis — a day rate, a project fee, or a named package of cutdowns;
• whether VAT is extra;
• overtime beyond the named day, and rush for a compressed turnaround;
• when invoices go out — on signature, on first cut, or in named stages;
• how many days to pay — net 14 or net 30Net 30Net 30 means the client has 30 days from the invoice date to pay.More in the glossary;
• a pause right if an undisputed invoice is overdue, including a right not to start a further cut;
• that any licence or assignment of copyright you hold passes only on full payment.

Write the numbers you actually use.

A deposit before booked days are reserved is a common shape, not a statutory rate. A 50% invoice on signature and 50% on picture lock is an example of how to split a project fee, not a required split. There is no default UK right to keep a deposit; both sides have to agree it. See Client cancelled: can you keep the deposit?.

For a qualifying business-to-business debt, the Late Payment of Commercial Debts (Interest) Act 1998 sets statutory interest. GOV.UK on late commercial payments states the rate as 8% plus the Bank of England base rate. Look up the current base rate when you calculate. Once that interest runs, a fixed recovery sum is also due: £40 under £1,000, £70 from £1,000 to under £10,000, and £100 at £10,000 or more, plus any reasonable recovery costs not met by that sum. See late payment interest.

Example

The fee is the figure in Schedule 1. VAT is charged in addition where the Editor is VAT-registered. 50% is due on signature and reserves the dates. The balance is due within 14 days of delivery of the masters. The Editor may pause work, and is not obliged to start a further cut, while any undisputed invoice is more than 7 days overdue. Any licence or assignment of copyright the Editor holds passes only on payment in full. Statutory interest and compensation on late commercial payment apply where the 1998 Act applies.

In Plain English: they pay to reserve the diary. They have two weeks after delivery for the rest. After a week late, you do not start a further cut unpaid. They do not get unpaid usage. A business client can owe the statutory interest and the fixed recovery sum.

The chase sequence is Client won't pay a freelance invoice.

Write the notice both sides use to cancel a booked edit day, what unused days cost, and the kill feekill feeA kill fee is a payment due to a creator or supplier when a client cancels a project before it is finished.More in the glossary if they stop a started job. There is no default UK right to keep a depositdepositA deposit is money paid up front, before the main work or the final invoice.More in the glossary or charge unused days; both sides have to agree the sums. Typical brand and production bookings are B2B. For a consumer, a 14-day right can apply, and the term must be fair.

A common freelance shape — not a statutory rule — is:

• a deposit to reserve named days;
• short-notice cancellation of reserved days charged in full or in part;
• a kill fee if they stop after work has started, covering work done plus a named unused-time charge;
• postponement is not a free rewrite of the diary;
• editor cancellation: write the notice you give, and how a substitute or a moved date works.

Contractual cancellation is the agreed unused-day and kill-fee line. Force majeureforce majeureForce majeure is a clause that pauses a party’s duties when something outside both sides’ control stops the work.More in the glossary is a clause you write: if illness, a drive failure neither side could reasonably control, or a location shutdown on a linked shoot stops the edit, write who can postpone, whether the date moves, and that unused booked days still follow the kill-fee line. Where a contract is frustrated, money paid before the frustrating event is recoverable, money payable before that event ceases to be payable, and the court may allow a just sum for a valuable benefit obtained, subject to the Act. That is the Law Reform (Frustrated Contracts) Act 1943. A change of brief is a cancellation or a rewrite of the brief, not a frustrationfrustrationFrustration discharges a contract when an unforeseen event makes performance impossible or something radically different from what was agreed. In England and Wales the test is Davis Contractors Ltd v Fareham UDC [1956] AC 696. Taylor v Caldwell (1863) 3 B & S 826 is the classic illustration: a music hall burned down, so the hire could not go ahead.More in the glossary claim. See force majeure and frustration.

For a business client the charge must not be a penalty. A clause is an unenforceable penalty if it is a secondary obligation that imposes a detriment on the contract-breaker out of all proportion to any legitimate interest of the innocent party in the enforcement of the primary obligation. That is Cavendish Square Holding BV v Talal El Makdessi [2015] UKSC 67.

Example

A deposit of the sum in Schedule 1 reserves the dates in that Schedule. If the Client cancels reserved dates on less than 48 hours’ notice, those dates are charged. If the Client ends the job after work has started, the Editor is due the work done at the agreed rate plus the unused-time charge in Schedule 1. A postponement agreed in writing moves the dates; it does not waivewaiverA 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 the unused-time charge unless Schedule 1 says so.

In Plain English: unused booked days are charged if you wrote that. Starting the edit and then stopping still costs them the work done and the named kill fee. Moving the date is a written change, not a free pass.

The longer consumer-versus-business page is Client cancelled: can you keep the deposit?. Cancellation and kill fee is the clause page.

Authors of a film are the producer and the principal director. First ownership follows those authors unless the employee exception applies. A freelance editor is not, by cutting, an author of the film. Paying the fee moves neither film copyright nor any copyright you hold in original titles. An assignment of copyright is not effective unless it is in writing, signed.

CDPA 1988 s.9(2)(ab) says the author of a film is taken to be the producer and the principal director. Section 178 says the producer is the person by whom the arrangements necessary for the making of the film are undertaken. Combined with s.11, those authors are the first owners of copyright in the film unless the employee exception applies. Both of them own first copyright — the producer and the principal director — not the producer alone. Cutting the rushes does not make a freelance editor an author of the film.

Section 11(1) says the author is the first owner. The employee exception in s.11(2) applies to employees, not to an editor on a contract for services. A freelance editor is not an employee of the client just because they cut the film.

Original titles, motion graphics or other artistic works you create are a different pile. The author of an artistic work is the first owner under s.11 unless the employee exception applies. Licence named uses of those works on full payment, or assign them in writing, signed, if they are buying ownership.

CDPA 1988 s.90 is the assignment rule. An IP assignment has to be in writing, signed by you or someone signing on your behalf. 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.

The timeline is a deliverable question, not a shortcut around s.90. Handing over a Premiere, FCP or DaVinci project does not assign copyright. Possession of a drive is not title.

Client-supplied rushes stay with whoever owned them. You do not become the author of camera originals by importing them.

Keep five piles:

• The film. Copyright with the producer and the principal director as authors, unless otherwise agreed or the employee exception applies.
• Original titles and motion graphics you created. Copyright with you as author until a written, signed assignment on full payment.
• Finished masters. A deliverable. Any licence or assignment covers only copyright the Editor holds or is authorised to license, on full payment. It does not move film copyright.
• Project files. Not included unless priced. A copy, not title.
• Libraries. Music, stock, fonts, plugins, your earlier work. Licensed for this job as pre-existing materials, not assigned.

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.

Example

Copyright in the film sits with the producer and the principal director as authors and first owners under CDPA 1988 ss.9(2)(ab) and 11 unless Schedule 1 says otherwise. On receipt of full payment the Client is granted the licence in Schedule 1 of copyright the Editor holds, or is authorised to license, in original titles or motion graphics, for the media, territory and duration named in that Schedule. That licence does not transfer copyright in the film. Until then the Client has no licence of those Editor-held rights. Assignment of copyright the Editor holds is not included unless Schedule 1 attaches a written, signed assignment on full payment. Client-supplied rushes stay with their owners. Third-party music, stock, fonts and plugins stay on their own licences. Project files and the Editor's pre-existing materials stay with the Editor unless Schedule 1 says otherwise.

In Plain English: they may use original titles you designed as the schedule says, once they have paid. They do not get film copyright from you, because cutting did not make you an author of the film. Client rushes stay with whoever owned them. Stock stays on stock terms. The timeline stays yours unless they paid for it.

If they publish unpaid work, see Client using your work without paying.

Licence copyright you hold, or are authorised to license, unless they must own those rights. An assignment is a buyout of copyright you hold: writing, signed, on full payment. A licence is permission. It covers only rights you hold — typically original titles or motion graphics you created — not copyright in the film. Most brand films need a licence of those Editor-held rights for named channels, territory and term — not a transfer of film copyright. A new window, a new aspect ratio, paid ads and a second language version are a separate use. Price them.

An exclusive licence is a further step. CDPA 1988 s.92 says an exclusive licence is a licence in writing signed by or on behalf of the copyright owner authorising the licensee to the exclusion of all other persons, including you, to exercise a right which would otherwise be exercisable exclusively by the copyright owner. If they want exclusivity of use, write it as an exclusive licence of named uses, not a heading.

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 with the director of a copyright film: the right to be identified as director, and the right not to have the work subjected to derogatory treatment. They cannot be assigned. They may be waived by an instrument in writing signed by the person giving up the right. An editor who is not the principal director does not pick those director rights up by cutting. If you created original titles or motion graphics that are artistic works, author moral rights in those works sit with you unless you waived them in writing, signed. See moral rights and usage rights and credit.

A credit line on a commercial is a contractual promise; name it if you want the credit.

Example

On full payment the Client is granted a non-exclusive licence of copyright the Editor holds, or is authorised to license, in original titles or motion graphics, for the media, territory and duration in Schedule 1. That licence does not transfer copyright in the film. A further cutdown, a second territory, paid amplification and assignment of those Editor-held rights are not included unless Schedule 1 names them and the extra fee. The Editor does not waive moral rights unless Schedule 1 attaches a signed waiver.

In Plain English: they can use original titles you designed in the named window once they have paid. They do not get film copyright from that licence. Running a new cutdown, in a new country, or as a buyout of your titles, is extra. A credit stays unless you signed it away.

Contracts for videographers is the shoot sibling for the same licence-versus-assignment split. Contracts for graphic designers is the stills-and-titles sibling.

Name who stores the rushes, for how long, and whether they are returned or destroyed. Client-supplied camera originals stay theirs. Possession of a drive is not copyright. Unreleased campaigns stay confidential. Write the working-copy window you keep, then delete or return as 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 says.

A working rushes clause answers five things:

• who supplies the rushes, and in what form — camera originals, a transcode, a frame.io project
• who stores them after the job, and for how long
• whether you may keep a working copy, and when it is deleted
• return or destruction on written request, and what “destroyed” means for cloud caches
• that rushes are confidential when the campaign is unreleased

You do not become the author of camera originals by importing them. Copyright in those recordings sits with their authors under the CDPA rules already on this page. Your job is custody of a copy, not title.

Videographers write the same split from the other side of the card; see What should a UK videography contract include? and Does a photographer have to hand over RAW files.

Example

Camera originals and rushes the Client supplies remain the Client’s to store or destroy. The Editor may keep a working copy for the period in Schedule 1 and will delete or return that copy on the Client’s written request after that period, except for copies the Editor must keep to meet a legal duty. Rushes for an unreleased campaign are confidential information.

In Plain English: their card dump stays theirs. You keep a working copy for a named window. You do not leak an unreleased campaign. You do not claim copyright in their rushes by holding the drive.

Confidentiality is the clause that sits next to this line.

Name who clears music, stock, archive clips, fonts and plugins, and who pays. You do not clear rights unless the brief says so. Temp tracks stay temp. Third-party material stays on its own licence even if you licence or assign the edit. A warrantywarrantyA warranty is a promise that something is true, such as “this work is original” or “we have the right to grant this licence.”More in the glossary that the delivered cut does not, to your knowledge, contain uncleared third-party material you added belongs next to that line.

A working music-and-stock clause answers:

• who may introduce a track, stock clip, archive still, font or plugin
• who clears it, and who pays the licence fee
• what happens if a temp track cannot be cleared — a rewrite, a delay, or a kill
• a warranty on the files you actually delivered
• that third-party licences are 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, not assigned with the edit

Split the jobs. You warrant what you put in. They warrant the track they asked you to use, and the archive they sent. A line that the editor will obtain all licences does not fit if you have no budget and no chain of title. Name who clears each track, clip, font or plugin. A sync licence for a commercial track is a separate paper. A stock clip stays on the stock house’s terms. A font or plugin stays on its EULA. See usage rights and credit.

Put the split in writing so a later takedown has an owner.

Example

The Client is responsible for clearing, and paying for, any music, stock, archive, font or plugin the Client asks the Editor to include. The Editor will not add third-party material without the Client’s written instruction. Temp tracks are for editing only and are not cleared for publication. Pre-existing materials and third-party content remain on their own licences.

In Plain English: they clear the track they chose. You do not sneak in uncleared music. A temp bed is not a master. Stock stays on stock terms.

Contracts for music producers is the session sibling when the job is a recording rather than a picture cut.

Unreleased cuts, products, launch dates and embargoed assets stay private until the go-live window. Write the usual limits: a court order, or what the client has already made public. A confidentialityconfidentialityConfidentiality is a promise to keep shared information private and to use it only for the agreed purpose.More in the glossary clause is not an NDANDAAn NDA is a contract in which one or both parties agree to keep shared information confidential.More in the glossary by itself. If you are opening an unreleased campaign before the deal is signed, put a mutual NDA next to it.

Confidentiality on the editing agreement should name:

• the cuts, the product, the launch date, unreleased assets, and the fact of the campaign until go-live;
• how long the duty lasts after delivery — the life of the remaining sensitivity, not “forever” as a slogan;
• the usual limits: a court order, information already public, or information you already held;
• whether you may name the client in a showreel. Many unreleased launches say no until the embargo lifts. See publicity and portfolio use.

An embargo is a go-live rule, not a separate statute. Write the date and time zone the cut may air, and that a leak before that time is a breach. Do not post a frame from the timeline the week before their announcement.

A one-way NDAone-way NDAA one-way NDA is a confidentiality agreement where only one side discloses information and only the other side is bound to keep it private.More in the glossary the studio or agency sends before they will share rushes is common. Read it. A clause that assigns copyright, or that bans you from working for anyone in their sector, is not an NDA. See NDA for UK freelancers and the NDA generator.

Example

The Editor will keep the cuts, Product, launch date, unreleased assets and the fact of this campaign confidential until the go-live window in Schedule 1, and will not disclose them except where required by law or a court order, or where the information is already public other than through the Editor’s breach. Showreel use of the Client’s name is not included until that window, unless Schedule 1 says so.

In Plain English: the cut stays in the job until the named go-live. You do not post it early. You do not put their name on your reel until they said you could.

NDAs explained is the longer NDA page.

Rushes with identifiable people, and client folders you hold for them, are personal data. Your own invoices and showreel are typically data you control. UK GDPR Article 28 applies when an edit collects other people's data for the client. A one-line “you will comply with data protection law” is not that contract.

The split is:

• Controller. You decide why you hold your own invoices, your own CRM and the showreel you publish.
• Processor. You store rushes, selects or identity stills they asked you to hold for the campaign. They decide the purpose; you process on their instructions.
• Article 28. Processing by a processor must be governed by a contract that is binding and that sets out the subject-matter, duration, nature and purpose, the type of personal data and categories of data subjects, and the processor terms in Article 28(3)(a)–(h). See data protection.

Typical post data:

Do not export their rushes onto a personal laptop “to make a backup” unless the paper says so. On ending, you stop processing and return or delete what the schedule requires.

Article 28 and the data protection clause are the processor terms that sit on this job.

Example

Where the Editor processes personal data for the Client — including rushes and selects with identifiable people the Client supplies — that processing is governed by the processor terms in Schedule 2. The Client is the controller. The Editor will not process those data except on the Client’s documented instructions. The Editor’s own invoices and showreel remain the Editor’s data.

In Plain English: their rushes are their data. Your own reel stays yours. You cut what they sent; you do not become the controller of their campaign folder.

Usually no. A brand, studio, agency or production house buying an edit in the course of business is not a consumer. A company brief does not get the consumer 14-day cooling-off. Consumer rights only bite when the counterpartycounterpartyThe counterparty is the other side of the contract — the person or company you are making the deal with.More in the glossary is a consumer — for example a private individual booking a personal film wholly or mainly outside their trade.

Who the other side is splits the page:

• A business client (a company, or a person buying in the course of business). No statutory 14-day cooling-off under the 2013 Regulations. An agreed cancellation charge must not be a penalty. The 1998 Act can apply to late payment.
• A consumer (an individual buying a personal edit wholly or mainly outside their trade). Distance and off-premises contracts carry the 14-day right. The term must be fair.

The Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 give that right (regulation 29). For a service contract the period ends at the end of 14 days after the day the contract is entered into (regulation 30). Booking by email or a website, without both of you in the same place, is a distance contract.

Consumer Rights Act 2015 s.62 says an unfair term of a consumer contract is not binding on the consumer. Section 49 says a trader supplying a service must do so with reasonable care and skill. Neither section turns a company post booking into a consumer contract.

Most brand, agency, studio and production bookings on this page are the left-hand column. Write the paper that way. A couple booking their own wedding film is usually a consumer, and that job is a videography paper, not this one.

Example

If the Client is a consumer and this agreement was made at a distance or off-premises, the Client may cancel in the cancellation period without giving a reason. For the Services that period ends at the end of 14 days after the day this agreement is entered into. This clause does not apply where the Client is buying in the course of a business.

In Plain English: an individual who booked a birthday recut online has two weeks to walk away. A company buying a product film does not get that statutory cooling-off.

Cap liability at a multiple of the fees. In England and Wales you cannot exclude liability for death or personal injury caused by negligence. Do not guarantee a cut will convert, a ranking, or that a platform will keep the file up. See the longer liability guide.

Limitation of liability on a post job usually does four things:

• caps the editor’s total liability at the fees paid for that job, or a named multiple;
• excludes liability for death or personal injury caused by negligence from that cap — Unfair Contract Terms Act 1977 s.2 does not let you exclude it;
• says other negligence liability can be limited only so far as the term is reasonable;
• leaves the implied termimplied termsImplied terms are obligations the law reads into a contract even when the parties did not write them down. In England and Wales they come from statute — for business services, reasonable care and skill under the Supply of Goods and Services Act 1982 s.13 — or from common law where a term is necessary for business efficacy.More in the glossary that a service is performed with reasonable care and skill — Supply of Goods and Services Act 1982 s.13 for B2B, Consumer Rights Act 2015 s.49 for a consumer.

Reasonableness is a fact-specific test. A cap at the fees, with the UCTA floor left in, is the common freelance shape.

A liability cap is not an indemnityindemnityAn indemnity is a promise to cover another party's losses arising from a particular event or claim.More in the glossary. Do not sign an unlimited indemnity for “any loss arising from the film” on a product-liability brief without pricing that risk. The client warrants its rushes, claims, music and archive; you warrant the edit is yours to deliver and that you will carry out the booking with reasonable care and skill. How a freelancer caps liability is the longer page.

Example

The Editor’s total liability under this agreement is capped at the fees paid for the Edits. Nothing in this agreement excludes or limits liability for death or personal injury caused by negligence, or for fraud. The Editor does not warrant a commercial result, a ranking, or that a platform will keep the files available.

In Plain English: if the job goes wrong, they can come for the fee, not for an open-ended loss. You still owe care and skill. You cannot write out death or injury caused by negligence. You did not promise the cut would sell the product.

Contracts for copywriters is the sibling page when the work is claims in copy rather than a picture cut. Contracts for studios is the sibling when a post house sits between the brand and you.

IR35 only matters when you book into an organisation as a contractor through your company. It does not apply to a private individual buying a personal recut. No label decides the tax. From 6 April 2021, public authorities and medium or large clients must give a status determination statement. Small private-sector clients leave that decision with your company.

Write the working practices, then work that way:

• you decide how the edit is made, within the brief;
• you can send a qualified substitute, and you have actually used one or can;
• there is no obligation on them to offer further days, and none on you to accept them;
• you are not on their org chart, in their Slack, or in their holiday rota.

A heading that says “independent contractor” does not take you outside IR35. Chapter 10 of ITEPA 2003 (ss.61K, 61N and 61NA) puts the status determination on the public-authority or medium or large client with a UK connection. Chapter 8 and s.60A leave small private-sector clients on the older rules. See IR35 contract clauses checklist and sole trader vs limited companysole trader vs limited companyA sole trader contracts in a personal name and is personally liable. A limited company is a separate legal person; the company is on the hook, not the director, unless there is a guarantee. Switching from one to the other is a novation, not a letterhead change. IR35 / off-payroll rules can still apply to a personal service company.More in the glossary.

An exclusivity clauseexclusivity clauseAn exclusivity clause stops one side working with other people in a named market, for a named time. In England and Wales a lock-out has to be for a fixed period: Walford v Miles [1992] 2 AC 128 is why an agreement to negotiate exclusively with no end date fails.More in the glossary that stops you working for anyone else can look like employment. If they want you off competing campaigns for a window, price it and keep it narrow.

Most direct-to-studio freelance days never reach this heading. Agency-to-editor jobs into a medium or large end-client still should, because the end client is often an organisation.

Example

The Editor is an independent contractor. The Editor decides how the Edits are made, may send a qualified substitute, and is not obliged to accept further dates. Nothing in this agreement makes the Editor an employee, worker or agent of the Client. The parties will work in line with any status determination statement the Client is required to give.

In Plain English: the tax follows how you actually work. A label on page one does not decide it. A large company client has to give you their determination.

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 editing agreement, so the cut list, the masters line and the kill fee are the version you both signed. 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 freelancer agreement or a services agreement. Repeat work can hang a statement of work under standing terms. A job that also covers the shoot can sit next to a videography contract. You can also start from the AI contract generator or the contract generator. If you are sharing an unreleased cut before the deal is signed, a mutual NDA sits next to it, or use the NDA generator.

That does not chase an invoice for you. It does mean the licence or IP assignment, the kill fee, the masters-versus-project split and the rushes line are the words you both signed, not a line lost in email.

Free £0, then paid plans from £15 a month — see /pricing.

Try it on contracts.io: describe the edit in one sentence, share one link, and e-sign before picture lock.

Contracts for video editors is the wider set of terms that sit around this paper. Contracts for videographers is the shoot sibling. Contracts for actors is the talent sibling. Contracts for voice actors is the voice sibling. Contracts for music producers is the session sibling. Contracts for photographers is the stills sibling. Contracts for studios is the post-house sibling. Contracts for agencies is the campaign sibling. Contracts for freelancers is the delivery sibling. What goes in a freelance or contractor agreement is the shorter how-to. NDA for UK freelancers is the pitch-stage paper. Should I start work before the contract is signed? is the day-one rule.