Agreements are at the heart of every business. Unfortunately, many conduct their business without written contracts or sign contracts that freely circulate in forums, downloaded from the web, copied from somewhere,documents from known and unknown sources. This documentary confection used in contracts, often costing both sides costly cases, loss of trust and destruction of established business relations. Due to its specific subject, the website development agreements deserves special attention. The legal notes below point out some main issues that must be incorporated in its content.
Negotiate all the terms prior to draft a contract
The use of a standard contract would be fundamental mistake. No matter how good is this contract, if it were not reflected negotiated specific arrangements and conditions you’ll create confusion and a sense of uncertainty regarding already agreed terms and the stipulated one in the contract. Mistrust is the worst possible start for good business relations.
Forget one-page contract
A short contract is not always a good one. The more complex is an website, much more details need to be agreed between the parties in the contract.
The subject of the contract must provide a comprehensive answer to the question:
What is to be developed?
The contract should set out clearly, in details, the company’s requirements regarding the website – functional and performance requirements and in terms of whole visible content ( video, images, music or text referred as components of design). Typically, developers provide a wide range of services to the client.In addition to designing the wеbsite’s pages, developers often register the client’s domain name, promote and optimize client’s website on the Internet, provide extensive tracking data of the website’s usage by the visitors.
Intellectual Property Clauses
The website development involves copyrights and other intellectual property rights that must be settled out in the contract. The contract must contain warranties that these rights are settled with the rights holders as well as full responsibility for damages caused by infringement of intellectual property rights. Generally, the contractor bear the responsibility for damages resulting from copyrights infringement, except for those protected materials which are conferred by the client.
Website development necessarily results in the creation of new intellectual property which must be expressly provided for in the agreement. Without appropriate copyright permissions, the website owner, neither can reproduce website graphics, HTML, and programs, nor prepare derivative works, or use them in any manner inconsistent with the other exclusive rights afforded to the website developer under the copyrights provisions. Many mistakenly believe that once they have paid the development of the website, they have all intellectual property rights on it. Specifically, certain contractual options can ensure that the client can utilize the created content in any manner necessary.
Assignment of rights
Another important issue that needs to be placed in the contract is the right of contractor to assign to subcontractors and other third parties certain activities of the website creation.
Should the contractor assigns subcontractors to do certain tasks through the process of website development, he bears full responsibility for the actions of all these subcontractors.
Warranties and indemnities
In addition to the typical contractual guarantees for delay, poor quality, incomplete or complete failure of the contract, it would be reasonable to provide the relevant guarantees and liability for damages resulting from intellectual property infringements, or for non-compliance a confidentiality obligation (if such provided in the contract) or for damages from breach of legal provisions concerning the content of the website regarding personal data protection, consumer rights and others.
Updates, maintenance and hosting
All matters related to hosting and maintaining the website, security features, support of the site (such as updating content or help-desk support), back-up and disaster recovery and other associated with the normal functioning of the website after its creation should be explicitly covered in the relevant sections of the contract.
No matter what a business you are in, you need a good contract that safeguard clarity and order in business relationships as well as gives a definite proof that you are professional and trustworthy partner.
