What happens if a client uses my work before paying?

If a client uses your work without payment, they are committing copyright infringement. Because the transfer of ownership was conditional, they never acquired the legal right to use the assets, allowing you to seek damages, injunctive relief, or immediate cessation of use.

Should I provide source files before final payment?

No. Best practice is to provide only low-resolution previews or watermarked proofs until final payment is confirmed. Withholding source files is your strongest leverage to ensure payment.

A TermScore is an AI-generated risk rating from 0 to 100 that evaluates the fairness and risk level of any legal document. A score of 86-100 means the contract is highly favorable, while 0-30 indicates dangerous terms you should walk away from.

What types of documents can TermScore analyze?

TermScore analyzes any legal document including freelance contracts, employment agreements, residential leases, NDAs, brand sponsorship deals, SaaS vendor agreements, and rental applications. Upload PDFs, Word documents, or images.

How much does TermScore cost?

TermScore offers a free plan with 3 scores per month. The Team plan is $15/month for 30 scores, and the Professional plan is $50/month for 500 scores with team collaboration features.

Is my document data secure?

Yes. Documents are processed in memory and analysis results are stored encrypted. TermScore never shares your document data with third parties and you can delete your data at any time from your dashboard.

How to legally retain ownership of source files until final payment is received?

Q: How can I legally retain ownership of source files until final payment?

You retain ownership by including a 'Retention of Title' or 'Conditional Assignment' clause in your contract. This explicitly states that intellectual property rights transfer only upon receipt of cleared funds, preventing the client from legally using or owning the work until the balance is paid in full.

How to Legally Retain Ownership of Source Files Until Final Payment

To legally retain ownership of source files until final payment, you must include a 'Retention of Title' clause in your contract. This provision explicitly stipulates that the transfer of intellectual property rights is conditional upon the receipt of cleared funds, ensuring the client has no legal right to use the work until the balance is paid in full.

The Legal Mechanics of Conditional Assignment

In many jurisdictions, the default rule is that if you are an independent contractor, you own the copyright to your work unless you sign a written agreement transferring it. However, clients often demand a 'Work Made for Hire' agreement. By modifying this to a 'Conditional Assignment,' you create a legal bridge between delivery and payment.

Key Clauses to Include

Conditional Transfer: State clearly that 'Ownership of all deliverables, including source files, shall remain with the Creator until the Client has paid all fees in full.'
License Revocation: Include a provision that any limited license granted to the client is automatically revoked if payment is not received by the due date.
Remedies for Breach: Define the client's use of unpaid work as copyright infringement, entitling you to statutory damages and legal fees.

Key takeaway: Never rely on verbal agreements. If the contract does not explicitly link the transfer of IP to the receipt of payment, a court may rule that ownership transferred upon delivery of the files.

Action Item: Review your current service agreement for a 'Transfer of Rights' section. If it lacks a condition regarding payment, add a sentence stating: 'All rights, title, and interest in the deliverables shall transfer to the Client only upon receipt of full and final payment.'

Comparing Delivery Strategies

Strategy	Risk Level	Payment Security
Full Source Delivery	High	Low
Watermarked Previews	Low	High
Escrow Services	Low	Very High
Conditional Access	Medium	High

Operational Best Practices for IP Protection

Legal clauses are your first line of defense, but operational habits are your second. Even with a perfect contract, recovering assets from a non-paying client is costly and time-consuming.

Steps to Secure Your Assets

Deliver Only Proofs: Send low-resolution, watermarked, or flattened files for review. Never release editable source files (e.g., .PSD, .AI, .DOCX) until the final invoice is marked as paid.
Use Milestone Payments: Break projects into at least three phases: 30% upfront, 40% at mid-point, and 30% upon final delivery.
Define 'Final Payment': Explicitly state that 'final payment' means the date the funds are cleared in your bank account, not the date the client initiates the transfer.

Key takeaway: If a client insists on receiving source files before payment, suggest a third-party escrow service where the files are released automatically once the funds are verified.

Action Item: Update your project workflow to require a 'Final Payment Confirmation' email before you provide the link to the final source files.

Jurisdictional Considerations

While the principles of contract law are generally consistent, specific nuances exist. In the United States, the Copyright Act allows for the registration of works, which is essential if you need to sue for infringement. In the UK and EU, moral rights may be harder to waive, which can actually work in your favor if a client attempts to modify your work without paying for it.

US: Register your work with the Copyright Office to maximize your ability to claim statutory damages.
EU/UK: Ensure your contract acknowledges your 'moral rights' to prevent the client from altering your work before payment is complete.

Action Item: Consult with a local attorney if your project involves high-value IP or international clients, as cross-border enforcement of intellectual property rights can be complex.

Automating Contract Compliance

Manually auditing every contract for 'Retention of Title' clauses is prone to human error. TermScore uses advanced AI to instantly scan your service agreements, identifying missing or weak IP protection clauses and suggesting legally robust alternatives. Ensure your business is protected by letting TermScore analyze your contracts before you sign, so you can focus on your creative work rather than chasing unpaid invoices.