Sample Website Development Project Contract

| | 9 min read

Any software development company which provides software service solutions to customers, has to enter into a contract with the customer, to deliver the agreed upon solution to the customer at an agreed upon price under some terms and conditions, for every project. This contract, called the Software Development Project Contract, binds the company and the customer for the period of the contract by its terms and conditions. As a startup we did not have a full blown software development contract initially and we relied on simple agreements that we conjured up on the fly. However as we grew and as we started dealing with bigger and international clients we had to get a full software development contract. We got this done by a third party and we felt we should share it with everybody and here it is.

<Project Name>


<Company Name>


<Client Name>


THIS project contract is entered into as of this <date> (Effective Date) between <Company Short Name>, <Full Company Address> (HEREINAFTER referred as '<Company Short Name>') and <Client Short Name>, <Client Full Address> (HEREINAFTER referred as '<Client Short Name<'), to deliver a functional Word Wide Web Portal (HEREINAFTER referred as 'Web Portal'), serving the purpose of <Purpose of Software/Site>. Scope­ of ­work for the project is specifically described in the attached supporting document titled <Document Title 1>, (HEREINAFTER referred as <Document Short Name 1>).
The schedule and timeline for the project is specifically described in the attached supporting document titled <Document Title 2>, (HEREINAFTER referred as <Document Short Name 2>).

1. Authorization - <Client Short Name> is engaging <Company Short Name>, as an independent contractor for the specific purpose of developing a World Wide Web Portal, to be published on his hosting account on an Internet Service Provider (ISP)/Web Presence Provider (WPP) server, <Client Short Name> hereby authorizes <Company Short Name> to access this FTP account, and authorizes the Hosting Service to provide <Company Short Name> with full access to the Client's FTP account, and any other programs needed for this Web Portal Development Project that are included as part of the Hosting Service.

2. Browser Compatibility and Accessibility - Without sacrificing quality and design, <Company Short Name> will try to ensure that the content and functions built into Web Portal are available to all visitors. <Company Short Name> represents and warrants that the web site designed by them will work under these browsers:

Mozilla Firefox 3.0 and up.
Microsoft® Internet Explorer versions 6.x and up .

While <Company Short Name> will make all reasonable efforts to design a fully ­functional Web Portal, <Company Short Name>'s warranty does not cover AOL, Google Chrome, text-­based browsers or any requested special effects that we have advised against.

3. Assignment of Web Design Project - <Company Short Name> reserves the right to assign subcontractors to this Web Development Project if necessary. Specifically, Graphics designs and Hosting services.

4. Copyrights and Trademarks - <Client Short Name> unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to <Company Short Name> for inclusion in the Web Development Project are owned by him, or that <Client Short Name> has permission from the rightful owner to use each of these elements, and will hold harmless, protect, indemnify and defend <Company Short Name> and its subcontractors from any liability (including attorney's fees and court costs), including any claim or suit, threatened or actual, arising from the use of such elements furnished by <Client Short Name>.

5. Web Site Maintenance - This Contract does not allow for web site maintenance after delivery to <Client Short Name>. Web Site maintenance is available under a separate Contract. However, One year Hosting, Maintenance and bug fixes are included as part of this contract.

6. Completion Date - <Company Short Name>, <Client Short Name> and his associates must work together to complete the web portal Development Project in a timely manner (as per time line in <Document Short Name 2>). <Company Short Name> agree to work expeditiously to complete the Web Portal Development Project according to the development schedule specified in <Document Short Name 2>. If <Client Short Name> and associates does not supply <Company Short Name> with complete text, concept and content for this Web Portal Development Project within specified time frame in <Document Short Name 2> effective date of this Contract, the entire project time line will be re­arranged which affects in project delivery schedule.

7. Project Delivery - The final web site will be published to <Client Short Name>'s hosting service upon receipt of final and full payment.

8. Web Site Hosting - Hosting services from <Company Short Name> is available, and is automatically included in this Web Development Project for the only first year after the project completion date. Following years hosting services require a separate contract with the hosting service of <Client Short Name>'s choice. <Client Short Name> agrees to select a hosting service which allows <Company Short Name> full access to his hosting account via FTP. <Client Short Name> will be solely responsible for any and all hosting service charges, after the one year free hosting.

9. Domain Name Registration - <Company Short Name> is a domain name registrar reseller, also provides assistance in registering and renewing domain names for the Client. <Document Short Name 1> covers one year Internet domain name service and <Client Short Name> updated with the expiry details.

10. Electronic Commerce Laws - <Client Short Name> agrees that the he is solely responsible for complying with any laws, taxes, and tariffs applicable in any way to the Web Portal Development Project or any other services contemplated herein, and will hold harmless, protect, and defend <Company Short Name> and its subcontractors from any claim, suit, penalty, tax, fine, penalty, or tariff arising from <Client Short Name> exercise of Internet electronic commerce and/or any failure to comply with any such laws, taxes, and tariffs.

11. Web Development Project Copyright - While the web site is under development, copyright to the Web Development Project produced by <Company Short Name> will be owned by <Company Short Name>. <Client Short Name> will assume full ownership and copyright privileges to the web site once final payment under this Contract and any additional charges incurred have been paid. An exclusive Non ­Disclosure Agreement will be maintained later to address code ownership and distribution rights.
* Third­party materials (e.g., fonts, scripts, and software) purchased or licensed by <Company Short Name> for this project will remain the property/license of <Company Short Name> unless the <Client Short Name> has reimbursed <Company Short Name> for costs incurred.
* <Company Short Name> and its subcontractors retain the right to display graphics and other Web design elements from this project as examples of their work in their respective portfolios.
* All Web Development Projects will contain a copyright and/or legal statement with some manner of hyperlink to <Company Short Name>' web site, With proper approval from <Client Short Name>.

12. <Company Short Name>’ Proprietary Information and Trade Secrets - With the exception of <Company Short Name> trade secrets, if <Company Short Name> includes in this site any prior intellectual property that it owns and of which it wishes to keep ownership, <Company Short Name> may elect to give <Client Short Name> a perpetual, irrevocable, worldwide, royalty ­free transferable license to the same.

13. <Client Short Name>'s Proprietary Information and Trade Secrets - <Company Short Name> agrees not to disclose or otherwise abuse any of <Client Short Name>'s proprietary information and trade secrets, as well as any sensitive information that might be collected about visitors to the Client's web site.

14. Photography - Photographs taken by <Company Short Name> (where a professional photographer will need contribute his/her service in context with the Web Portal project) for use on the Web Portal project or elsewhere are not covered by this Contract. Payment for photography services will be handled separately from this Contract. <Company Short Name> may elect to give the Client a perpetual, irrevocable, worldwide, royalty­free transferable license to such photographs.

15. Payments - All payments will be made in U.S. Dollars. Payments must be made promptly based on the terms of this contract and <Document Short Name 1> and <Document Short Name 2>, attached hereto and made a part of this Contract hereof. <Company Short Name> reserves the right to stop work and/or remove any Web Portal Development Project from viewing on the Internet until final payment is made.

16. Payment Schedule Payment for services provided herein shall be made in accordance with the conditions contained in this contract and <Document Short Name 2>, attached hereto and made a part of this Contract hereof. Notwithstanding any prices listed in literature or on Web pages, the Client and <Company Short Name> agree that the services described in this Contract shall be provided according to the terms detailed in <Document Short Name 1>. <Client Short Name> agrees to pay to <Company Short Name> an initial, non­ refundable deposit upon execution of this Contract (Payment details are explained in <Document Short Name 1>). Final payment is due prior to publication and/or delivery of the Web Portal Project. All amounts must be in U.S. Dollars.

17. Collection Action In case collection action becomes necessary, the Client agrees to pay all fees (including all attorney's fees and court costs) incurred by that process. This Contract becomes effective only when signed by <Company Short Name> authorities and <Client Short Name>.

18. Venue <Company Short Name> agrees that for purposes of venue, this Contract was entered into in <Location>. Any dispute will be litigated or arbitrated in <Location>.

19. Legal Notices Notwithstanding anything to the contrary contained in this contract, neither <Company Short Name> nor any of its employees or agents, warrant that the functions contained in the Web Design Project will be uninterrupted or error­free.
* In no event <Company Short Name> be liable to the Client or any third party for any damages, including, but not limited to, service interruptions caused by Acts of God, the Hosting Service or any other circumstances beyond our reasonable control.
* In no event <Company Short Name> be liable to the Client or any third party for any lost profits, lost savings or other incidental, consequential, punitive, or special damages arising out of the operation of or inability to operate this Web Development Project, failure of any service provider, of any telecommunications carrier, of the Internet backbone, of any Internet servers, your or your site visitor's computer or Internet software, even if <Company Short Name> has been advised of the possibility of such damages.
* If any part of this Contract is voided by any court, the rest of the Contract remains in full force and effect.

20. This Is A Contract - This Contract constitutes the sole agreement between <Company Short Name> and <Client Short Name> regarding this Web Portal Development Project. Any additional work not specified in this contract , <Document Short Name 1> or other amendment or modification to this contract must be authorized by a written request explicitly agreed to by both <Client Short Name> and <Company Short Name> authorities.

21. Authorities - This contract is Valid and in full force only once signed by related authorities from both Parties. Namely :
<Company Authorized Person> of <Company Short Name>
The Business Manager of the Web Portal Project.

<Client Authorized Person> of <Client Short Name>

The undersigned hereby agree to the terms, conditions and stipulations of this Contract on behalf of his or her organization or business.
This Contract constitutes the entire understanding of the parties. Any changes or modifications thereto must be in writing and signed by both parties.


<Client Authorized Person>

<Company Authorized Person>