The clause that decides what your work is worth if the client changes their mind
Small Print · Issue 4 · Kill fees
You have finished half the project. The client emails to say they are pausing, restructuring, going in a different direction. Whether you get paid, and how much, depends on one clause you probably did not read. This is that clause.
Kill fee is a phrase most freelancers meet for the first time in the moment they need it.
You take the brief. You quote the fee. You start the work. Three weeks in, an email arrives. The project is being paused indefinitely. The budget has been reallocated. The stakeholder has changed. Any one of the sentences that starts a payment dispute.
You go back to the contract you signed at the start. You look for the section that tells you what happens next.
If it is not there, or if it says the wrong thing, you have just discovered your kill fee clause. Which is to say, you have discovered that you do not have one.
What a kill fee actually is
A kill fee is the agreed amount the client owes you if they cancel, pause, or otherwise stop the project before you have completed it.
It is not the same as your day rate. It is not the same as an invoice for time spent. It is a pre-agreed number that sits inside the contract. It activates on cancellation. It stops you having to negotiate your worth from a losing position after the client has already decided they no longer need you.
Every serious freelance contract should have one. Most freelance contracts do not.
Action: if you freelance and your standard contract does not have a kill fee clause, that is the single most valuable clause you can add this week. It costs nothing to include. It changes what happens on the worst day.
The three ways a kill fee clause can be written, ranked
Not all kill fee clauses protect you equally. There are three common forms. The difference between them is the difference between getting paid, getting paid a little, and getting paid an argument.
Form one: the flat percentage of total fee.
The clause says the client owes an agreed percentage of the total fee if they cancel. Fifty percent is a common anchor point in publishing and creative services. Some agencies push for higher on shorter projects. Some clients push for lower.
This is the strongest form for you. It does not require you to prove how much work you did. It does not require you to itemise hours. The number is agreed at the start. If the project cancels, that is what you invoice.
Form two: the milestone-based clause.
The clause ties payment on cancellation to the last milestone completed. If you have hit milestone two of four, you are owed everything up to milestone two, plus a percentage of milestone three depending on how far into it you were.
Weaker than form one, because it requires the client to agree what milestone you were at. They will contest if they want to pay less. But still enforceable, and still better than nothing.
Form three: the payment for work performed clause.
The clause says the client will pay you a fair amount for work performed up to the date of cancellation. That is it. No percentage. No milestone. Fair amount, undefined.
This is the worst common form and it is the one most freelance contracts default to. What counts as fair, and who decides, becomes a negotiation you have already lost by the time you are having it.
Action: if your current contract uses form three, replace it with form one before you send the next one out. If you cannot get form one, form two is acceptable. Form three is not.
What good language actually looks like
Here is the counter-language to paste into your next contract.
If the Client terminates or pauses this Agreement for any reason other than material breach by the Consultant, the Client shall pay the Consultant a kill fee equal to fifty percent (50%) of the total fee set out in this Agreement, in addition to any fees already invoiced for work completed prior to the date of termination, provided that the total of the kill fee and any such fees shall not exceed one hundred percent (100%) of the total fee set out in this Agreement. The kill fee is payable within thirty (30) days of the notice of termination or pause.
Six things this clause does that a weaker one does not.
One. It names the trigger explicitly. Termination or pause, for any reason other than material breach (a serious failure to deliver what was promised) by you. If they cancel because their priorities changed, this activates. If they pause indefinitely, this activates.
Two. It excludes your own breach. If you actually failed to deliver what you promised, the kill fee does not apply. That is fair. That protects the clause from looking one-sided in negotiation.
Three. It fixes the number. Fifty percent of the total. No argument at the moment of cancellation about what counts as fair.
Four. It is in addition to work already done. The kill fee does not replace what they already owe you for completed milestones. It sits on top of it. The cap at one hundred percent ensures the clause cannot be challenged as a penalty.
Five. It sets a payment window. Thirty days. Consistent with the payment-cycle standards set out in the Late Payment of Commercial Debts (Interest) Act 1998 written up in earlier Small Print issues.
Six. It uses the word Agreement, not project, not engagement, not any other soft word. Small point. Signals to the other side that you take this seriously.
Action: copy that clause. Adapt the fee percentage if you like. Send it inside your next contract.
The negotiation that follows
Clients will push back on kill fee clauses. Here is how the push usually sounds, and how to respond.
“We do not include kill fees as standard.”
Neither do most contracts. That is why most freelancers get exposed on cancellation. You are proposing a standard your business needs.
“Fifty percent is very high.”
It is not high. It reflects the fact that on cancellation you have already declined other work to hold your calendar for this project. The kill fee compensates for the opportunity cost (the work you turned down to take this one), not just the work performed.
“We can commit to paying for work performed to the date of cancellation.”
That is the form three clause. Ask what counts as fair, and who decides. If the answer is we will decide, that is not a protection, that is a promise.
“Our procurement will not approve that language.”
Ask for a written policy statement to that effect. Usually there is not one. Procurement negotiates. That is what they are for.
“Can we compromise at twenty-five percent?”
Depending on the project size and the relationship, yes. Anything above zero is a working clause. Below twenty-five percent, check whether the number actually covers the time you would write off. On smaller projects, it may not.
Action: rehearse those responses before your next contract conversation. The client is expecting you to fold. Not folding costs you nothing except the ten seconds it takes to say the sentence.
What the clause changes about how you work
There is a second-order effect of having a kill fee clause that is worth naming.
You take on the project differently.
Because you know that if it cancels, you are protected, you can commit to it properly at the start. You can decline other overlapping work with confidence. You can invest in the initial deep-dive, the research, the setup, without silently worrying about the exposure if the client changes their mind in week three.
Freelancers without kill fee clauses often protect themselves by half-committing. By keeping one foot in the next pitch. By not doing the deep initial work that would make the project actually good, because they know they cannot afford to have that time written off if the client vanishes.
A kill fee clause removes that shadow. The work gets better because you can commit to it fully.
Action: notice, on your next contract, whether the presence or absence of a kill fee changes how much of yourself you actually give to the work. It will.
What to do this week
Three concrete steps.
One. Open your standard freelance contract or your master template. Search for the words kill fee, cancellation, termination. If you cannot find a clause that protects you in cancellation, or if what you find is form three above, you have a hole.
Two. Paste the counter-language block from earlier into the contract. Adjust the percentage if you need to. Fifty percent is the anchor; twenty-five percent is the floor.
Three. Send the updated contract on the next engagement you take on. Do not save it for the next new client. Include it on the next renewal, the next scope change, the next amendment. Every touchpoint is a chance to move your contracts closer to protecting you.
The freelancer who has a kill fee clause and the freelancer who does not are doing the same work, on the same day, for the same client. The difference between them shows up on the day the client changes their mind.
Add the clause before that day arrives.
Louise