Between Shawn Maddock
And [customer name].
I will always do my best to fulfill your needs and meet your expectations, but it is important to have things written down so that we both know what’s what, who should do what and when, and what will happen if something goes wrong. In this contract you will not find any complicated legal terms or long passages of unreadable text. I have no desire to trick you into signing something that you might later regret. What I do want is what is best for both parties, now and in the future.
So in short;
You, [customer name], located at [customer address] (“You”) are hiring me, Shawn Maddock, (“I” or “Me”) to:
- Design and develop a web site
For the total price of [total] as outlined in our previous correspondence.
What do both parties agree to?
You: You have the authority to enter into this contract on behalf of yourself, your company or your organization. You will give me the assets and information I tell you I need to complete the project. You will do this when I ask and provide it in the formats I ask for. You will review my work, provide feedback and approval in a timely manner. Deadlines work two ways, so you will 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.
Me: I have the experience and ability to do everything I have agreed with you and I will do it all in a professional and timely manner. I will endeavor to meet every deadline that is set and on top of that I will maintain the confidentiality of everything you give me.
Site Design Details
I create look-and-feel designs, and flexible layouts that adapt to the capabilities of many devices and screen sizes. I create designs iteratively and use predominantly HTML and CSS so I will not waste time mocking up every template as a static visual. I may use visuals to indicate a creative direction (color, texture and typography.)
You will have plenty of opportunities to review my work and provide feedback. I will either share a Dropbox, Google Drive folder or Github repository or development site with you and we will have regular, possibly daily contact.
If, at any stage, you change your mind about what you want to be delivered and are not happy with the direction my work is taking, you will pay me in full for the time I have spent working with you until that point and terminate this contract.
Unless agreed separately, I am not responsible for inputting text or images into your content management system or creating every page on your website. I provide professional copywriting and editing services, so if you would like me to create new content or input content for you, I can provide a separate estimate for that.
Graphics and photographs
You should supply graphic files in an editable, vector digital format. You should supply photographs in a high resolution digital format. If you choose to buy stock photographs, I can suggest stock libraries. If you would like me to search for photographs for you, I can provide a separate estimate for that.
Browser testing no longer means attempting to make a website look the same in browsers of different capabilities or on devices with different size screens. It does mean ensuring that a person’s experience of a design should be appropriate to the capabilities of a browser or device.
I test my work in current versions of major desktop browsers including those made by Apple (Safari), Google (Chrome), Microsoft (Edge), and Mozilla (Firefox). I will not test in other older browsers, including Microsoft Internet Explorer 11 for Windows, unless we agreed separately. If you need an enhanced design for an older browser, I can provide a separate estimate for that.
Mobile browser testing
Mobile browser testing using popular smaller screen devices is essential in ensuring that a person’s experience of a design is appropriate to the capabilities of the device they are using. I test my designs in:
iOS 12: Safari, Google Chrome
Android 9: Google Chrome
I will not test in Blackberry, Opera Mini/Mobile, Windows Mobile, other mobile browsers or specific devices unless we agreed separately. If you need me to test using these, I can provide a separate estimate for that.
I am not a website hosting company so I do not offer support for website hosting, email or other services relating to hosting. You may already have professional hosting and you might even manage that hosting in-house. If you do not, I can set up an account for you at one of my preferred hosting providers. I can set up your site on a server, plus any statistics software such as Google Analytics, and I can provide a separate estimate for that. Then, the updates to, and management of that server will be up to you. If you need website hosting or CMS support, I can provide a separate estimate for that.
Maintenance and Security
I do not automatically include support for any type of maintenance, backups or security configurations/updates after the final design is completed. I am not liable for any hacking or intrusion to the site or CMS used. If you need maintenance or security support, I can provide a separate estimate for that.
Search engine optimization (SEO)
I do not guarantee improvements to your website’s search engine ranking, but the web pages that I develop are accessible to search engines. If you need comprehensive and monthly SEO support, I can provide a separate estimate for that.
Changes and revisions
I do not want to limit your ability to change your mind. The price at the beginning of this contract is based on the number of weeks that I estimate I will need to accomplish everything you have told me you want to achieve, but I am happy to be flexible. If you want to change your mind or add anything new, that will not be a problem as I will provide a separate estimate for those additional weeks.
I will carry out my work in accordance with good industry practice and at the standard expected from a suitably qualified person with relevant experience.
That said, I cannot guarantee that my work will be error-free and so I cannot 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 have advised me of them.
Your liability to me will also be limited to the amount of fees payable under this contract and you will not be liable to me or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if I have advised you of them.
Finally, if any provision of this contract shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this contract and shall not affect the validity and enforceability of any remaining provisions.
Intellectual property rights
Just to be clear, “intellectual property rights” means all patents, rights to inventions, copyright (including rights in software) and related rights, trademarks, service marks, get-up and trade names, internet domain names, rights to goodwill or to sue for passing off, rights in designs, database rights, rights in confidential information (including know-how) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which subsist or shall subsist now or in the future in any part of the world.
First, you guarantee that all elements of text, images or other artwork you provide are either owned by you, or that you have permission to use them. When you provide text, images or other artwork to me, you agree to protect me from any claim by a third party that I am using their intellectual property.
I guarantee that all elements of the work I deliver to you are either owned by me or I have obtained permission to provide them to you. When I provide text, images or other artwork to you, I agree to protect you from any claim by a third party that you are using their intellectual property. Provided you have paid for the work in full and that this contract has not been terminated, I will assign all intellectual property rights to you as follows:
You will own the website I design for you plus the visual elements that I create for it. I will give you source files and finished files and you should keep them somewhere safe as I am not required to keep a copy. You own all intellectual property rights of text, images, site specification and data you provided, unless someone else owns them.
I will own any intellectual property rights I have developed prior to, or developed separately from this project and not paid for by you. I will own the unique combination of these elements that constitutes a complete design and I will license its use to you, exclusively and in perpetuity for this project only, unless we agree otherwise.
I will not train any competitors to do my work, and your use of any other third party providing the same services in this contract will be considered a violation of these terms in which the face value of the contract will be owed in full.
Any contractors involved in this contract will either be direct employees or partners of mine, contractors sourced by me, or full time employees and partners of yours. Any part-time employee of yours will be bound by the same non-compete contracts that I use for internal employees and contractors.
Displaying my work
I love to show off my work, so I reserve the right to display all aspects of my creative work, including sketches, work-in-progress designs and the completed project on my portfolio and in articles on websites, in magazine articles and in books.
I am sure you understand how important it is that you pay the invoices that I send you promptly. As I am also sure you will want to stay friends, you agree to stick tight to the following payment schedule.
Payment schedule 50% down, 50% upon completion. All proposals are quoted in USD and payments will be made at the equivalent conversion rate at the date the transfer is made.
You agree to pay all charges associated with international transfers of funds, if applicable. The appropriate bank account details will be printed on my electronic invoice. I reserve the right to charge interest on all overdue debts at the rate of 5% per month or part of a month.
Neither of us can transfer this contract to anyone else without the other’s permission.
We both agree that we will adhere to all relevant laws and regulations in relation to our activities under this contract and not cause the other to breach any relevant laws or regulations.
This contract stays in place and need not be renewed. If for some reason one part of this contract becomes invalid or unenforceable, the remaining parts of it remain in place.
Although the language is simple, the intentions are serious and this contract is a legal document under exclusive jurisdiction of United States courts.
The dotted line
Signed by and on behalf of Shawn Maddock
Signed by and on behalf of [customer name]
Everyone should sign above and keep a copy for their records.