Why Should I use a Website Development Agreement?

Easy – so that the rights and obligations of both parties are clear. Think of it this way either someone is paying you to develop a website, or in the alternative you are going to pay someone to develop a website agreement for you – in both cases you would want the rights and obligations of the parties to be clearly spelt out.

What sort of things should be in a Website Development Agreement?

Generally a website development agreement will traverse the following areas:

  • Development Phases
      – how many phases are there and what are those phases?
  • Development Plan
      – is there a development plan that will clearly break down the development phases into bite size chunks?
  • Acceptance Testing
      – who carries out the acceptance tests, when are they carried out (i.e. for which Development Phases) and what happens if a test is passed of fails?
  • Maintenance Services
      – is the website developer going to maintain the website ongoing (e.g. update the content when asked to, maintain and update all links)?
  • IP
      – who owns the IP in the website?
  • Payment
      – when does the client have to make payment, are the payments broken down into milestones, do the milestone marry up with the Development Phases?
  • Confidentiality
      – are their obligations of confidence in place, or should there be?
  • Warranties and Indemnities
      – will the developer warrant certain things (for example that the website does not include any viruses, the website will perform in accordance with the development specifications, that the developer has not copied the website from another website so that the newly developed website does not infringe on another other person’s intellectual property)?
  • Termination
      – can either party terminate this agreement? If so when? What happens on termination, who gets paid what and who owns what?
  • Subcontractors
      – can the website developer use subcontractors to perform the development services? If it is ok for the developer to use subcontractors then should the subcontractor be bound by certain terms and conditions (e.g. IP, moral rights waivers, obligation of confidentiality etc).
  • Others
      – you can also have other more specific clauses that might be relevant to your exact circumstances.

As you can see there is a lot to think about with a website development agreement! If you are going to invest substantial amounts in a website, or someone is asking you to develop a website for them, the you should have a contract. As we like to say “Do it one and do it right!”