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website development agreement

How to draft a website development agreement: 5 things to be kept on mind

What is a website development agreement?

We are speaking about an agreement that companies or professionals will enter into with specialized website development companies or with a web-developer freelance.

Why drafting such an agreement is so important?

Because, nowadays, a website is intended to be, in most cases, one of the most important company assets and the development may require a huge amount of money. Given that, it is likely that a practical company would like to protect such investment.

In this post, I’ll show you the main things you need to know when drafting a website development agreement.

1. Do not forget to include an Exhibit containing detailed technical specifications

Defining in advance the structure, the main layout and the structure of the website will help both parties in settle any question. In my experience, i often see Clients who are not satisfied with the final result as well as web developers who are unsatisfied because of the continuous customization requests of their Clients. Using an Exhibit will simplify the relationship: you will have a guideline to determine whether the work may be accepted or not.

2. Do not forget to include a schedule for completion of development stages

Time is money, sure. But development may de difficult, too. It is extremely important that the website developer agrees with his Client a reasonable development schedule. Moreover, it would be also advisable to set milestones at specific point and time.

3. Remember to clarify which Party will retain intellectual property rights

In website development relationship a generally accepted law principle is that the Client will retain all intellectual property rights for the work created by the web developer (i.e. the main code of the website, the icons, the look&feel and so on). If the web developer intends to retain some rights (generally linked to pre-existing materials, such as certain reusable codes which may be used in further projects) is required to include a specific clause covering such rights. In these cases, a license clause may be also included.

Especially for website development under CMS such as wordpress, i recommend to include clauses covering the exclusion of premium acquired content (i.e. themes, plugins etc.) from the scope of the intellectual property right the Client will retain after work is completed. It is obvious that if the developer, for example, buys a live chat plugin for wordpress, the Client may only be holder of a licensed right.

4. Do not forget to include a confidentiality clause

Developing a website may require the Client to describe to the Developer the business idea as well as some corporate and marketing strategies. It is strongly recommended that the Web Developer is bound by a contractual clause which sets confidentiality rules for any information given or transmitted to the other Party which is marked as “Confidential or Proprietary”.

5. Remember to set clearly rules for jurisdiction and disputes

In the internet era, any negotiation may be carried through the network. It is not unlikely that the company may hire a developer of another Country. In these cases, it is extremely important to define which law will govern the agreement and which Court will resolve any dispute under such agreement.

Post's image: unsplash.com, cc licensed

This post is also available in: Italian

Roberto Alma

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