Web Design Contract

This web design contract sets out the terms and conditions of a typical website design and development arrangement.

Web designers will want to ensure that the scope of their work is clear at the outset, and that the customer's payment obligations are water-tight. Customers will want to ensure that they get their websites, on time and in budget. Both parties will want to ensure that the intellectual property rights in the website are properly dealt with. This web design contract form can be adapted to cover all or any of these matters.

The key terms and conditions of the precedent web design agreement include:

• Definition of "defect": what exactly constitutes a defect in the website that must be remedied by the designer?
• Delivery and acceptance: what procedure (if any) will be used upon the completion of the website to confirm that it meets the specification and does not suffer from any defects?
• Third party works: what third party works (photos, graphics, text, etc) will be incorporated into the website, and how will rights in these works be licensed?
• Intellectual property rights: will the IP be owned by the designer or the customer?
• Warranties: what enforceable warranties and representations does the web designer give to the customer in relation to the website?

A full listing of the sections of the template agreement is as follows: (1) Definitions and interpretation, (2) Term, (3) The Services, (4) Customer obligations, (5) Delivery and acceptance, (6) Third Party Works, (7) Unlawful Content, (8) Charges and payment, (9) Intellectual Property Rights, (10) Warranties, (11) Limitations and exclusions of liability, (12) Data protection, (13) Confidentiality and publicity, (14) Termination, (15) Effects of termination, and (16) General.

If you buy this web design contract form, we will send you and email with a download link.

The contract is provided in MS Word format and is 14 pages long (including guidance notes).

General information about web design agreements can be found on our web design agreement resources page.

What happens if the customer is not happy with the website?

The template web design agreement includes a short-form acceptance procedure. During the acceptance period defined in the agreement, the customer must test the website for compliance with the specification and for defects. If any non-compliance or defects are found, the designer or design company has a further specified period to remedy the problems. If the website still does not conform to specification or exhibits defects after this, then the designer or design company may be in breach of contract.

How are the different classes of IPR subsisting in websites treated?

The IPR in the website is divided into three main classes: rights in the website owned by the designer or design company, third party rights, and rights in works supplied by the customer.

The customer is responsible for securing rights in those works it supplies.

Third party rights may be licensed to the customer under the relevant licensor’s standard terms and conditions for online use or on whatever license terms are notified to the customer.

The balance of the rights may either: (a) be licensed to the customer; or (b) be the subject of a mixed license and assignment, under which pre-existing rights (e.g. in style sheets adapted for the website) remain with the designer or design company and are licensed to the customer, whilst new rights arising after the agreement has been entered into are assigned to the customer.

Does the contract include a template for a technical specification of a website?

No. However, a skeleton highlighting the key elements of a specification for the purposes of the contract is included in the schedule.

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