If you’ve been hanging around BeeWits for a while, you should know by now that having a web design contract is not just a nice-to-have, it’s an absolute must.
Projects gone haywire, particularly with client’s who are difficult to manage, or worse, abandon mid-stream, can wreak havoc on the sustainability of your business.
A couple of projects going tits-up can easily put your whole business in dire financial consequences.
Yet, having a bad contract, is as bad (or maybe worse) than having no contract at all. Let’s have a look at the essential clauses that your next web design or freelance contract should cover.
1. Who are the parties to the contract and what do they agree to?
A contract is an agreement between two (or more) people and entities, so your first essential clause is who are the parties to the contract. Make sure you have the full correct details of all the entities which are entering into the agreement.
Basic details will include, both company’s official names, official addresses, and who will be the signatory of this particular contract for each party.
Contact details are not essentials, but surely a nice-to-have.
Following the parties entering into the agreement, there should be a very brief summary of what the company being contracted will be providing to the customer and at what price.
Besides a brief summary of what the project is all about, you need to enter a clause about the responsibilities of the customer in this contract. The contract should commit the signatory to be responsible for signing the contract. The signatory should also agree to fully collaborate with the service provider, such that content, assets, information, and other resources are provided in a timely manner. Feedback is provided when required and deadlines are adhered to, both in terms of provision of assets and payment schedules.
As a sample of the obligations of the client, the following is a sample from the Killer Contract you’ll find as part of our contract bundle.
“You: You have the authority to enter into this contract on behalf of yourself, your company, or your organisation. You’ll give us the assets and information we tell you we need to complete the project. You’ll do this when we ask and provide it in the formats we ask for. You’ll review our work, provide feedback and approval in a timely manner too. Deadlines work two ways, so you’ll also be bound by dates we set together. You also agree to stick to the payment schedule set out at the end of this contract.”
On the other hand, as a service provider, you’ve also got obligations to meet. Once again, you endeavor to provide the requirements professionally to excellent quality standards. A sample of your end of the clause is also provided:
“Us: We have the experience and ability to do everything we’ve agreed with you and we’ll do it all in a professional and timely manner. We’ll endeavor to meet every deadline that’s set and on top of that we’ll maintain the confidentiality of everything you give us.”
Once the scene has been set, so to speak, it’s time to get down to the details of what the service provider will include. And what it won’t.
2. What will you be providing the client? The details
This part is one of the more important clauses you’ll need to have in place as part of your contract if you’re designing a site.
In this part, you’ll provide a brief overview of ALL of the services which will be provided and up to what extent they will be provided. Typically, you mention such stuff as
- Content and website copy
- Photographs, imagery, and other graphics
- Development, coding
- Browser, mobile, and other testing
- Technical support and warranty period
- Search engine optimization
- Changes and revisions
For each of these sections, you’ll need to be very specific on what will be provided by who, what will be charged and what won’t, how many iterations of design, development, and feedback will be done. Just make sure everything is clear and not ambiguous or open to interpretation.
Change and revisions, in particular, should be very clearly defined. Web design projects have a habit of running away and dealing with scope creep is a bitch. Prevent any headaches by being very definite from the onset.
By being very definite in these terms, both you and the client have their expectations set. You might have to negotiate a bit here, but that’s ok, that means the client is understanding the implications of the contract and is ready to agree with them.
Next up, you’ll need to limit your liability, because if things go wrong, you’ll need to make sure you’re not legally obliged to cover damages.
3. Legal clauses
This is the part that ensures that you limit your liability. Although one would never hope for any damages to occur, it’s better to prepare for the worst.
You don’t need to be heavy-handed here, the following extract from the Killer contract is more than enough
“…we can’t guarantee that our work will be error-free and so we can’t be liable to you or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if you’ve advised us of them.
Your liability to us will also be limited to the amount of fees payable under this contract and you won’t be liable to us or any third-party for damages, including lost profits, lost savings, or other incidental, consequential or special damages, even if we’ve advised you of them.”
Once you’ve got your obligations sorted out, you now need to put some obligations on the client, particularly, you need to agree when and how you will be paid. That’s the next very important contract clause.
Intellectual Property Rights
One of the fuzzy regions of a contract for web designers is typically intellectual property rights or IP.
If your client is providing content and graphics, they need to own the IP.
If you are providing the content and imagery, you need to guarantee to the client that you either created them and are giving them permission to use them (or ownership). If you are contracting them from a 3rd party, you need to guarantee permissions for the client to use them.
Essentially, you need to be very very clear with who owns what. If you want to keep the IP of the design, you need to make this clear in the contract, that although you own the IP, you are giving full permission to use this.
Again, be clear and unambiguous.
4. Payment schedule
While many people are going to be very eager to see the results of their web design, some may not be as eager when it comes to payment.
To protect your business, the payment schedule is an essential contract clause.
- Discuss the times and dates and how much will be paid on each milestone.
- State how you will invoice the client and when the fee will be due.
- State what payment methods you accept.
- Stage what interest will be charged (if any) for late payments.
With that contract clause sorted, you’re down to the last essential part of the contract.
What happens if there is litigation?
5. Small print and actual signatures
The final part of the clause is what is typically defined as the small print and will include such terms as
- the contract cannot be transferred without permission
- Laws should be adhered to by both parties
- If any part of the contract is invalid, the rest of the contract stands
- The jurisdiction under which the contract falls under
And finally, once all of the legal stuff has been said and done, the dotted line.
Both signatories should initial all of the pages of the contract and sign the contract in their capacity.
That’s is with our essential description of contract clauses. If this sounds a bit too complex, you might want to have a look at our bundle of web design contract templates.