Essential Elements of a Modern Website Design Agreement

Note: Links to our free templates are at the bottom of this long guide.
Also note: This is not legal advice

Introduction

Creating a website design agreement is essential to secure the rights and responsibilities of both the website designer and the client. Without one, confusion can lead to costly disputes, delays, and legal issues. Genie AI provides free templates and step-by-step guidance on creating a website design agreement that works for both parties.

The contents of a website design agreement are broad-ranging yet clear-cut; they should outline the scope of work, timeline, cost, deliverables as well as specifying copyright ownership, intellectual property rights, confidentiality etc. This will help protect both parties from any legal or financial liabilities that may arise from the project. It also sets out payment terms for the website designer - providing assurance to all involved in the project that it is being completed professionally and on time.

Having this kind of agreement in place means that understanding between all involved is established early on - leaving no room for misunderstandings or disputes further down the line. Genie AI’s open source community template library helps facilitate this by allowing users to customize high quality documents without needing to pay a lawyer – simplifying what can be an arduous process into an easy few steps.

Essential elements such as these are key when it comes to avoiding costly mishaps during web design projects; so don’t forget your legal obligations – explore our free template library today for helpful advice on how best to construct your own contract!

Definitions

Objectives: The purpose or goal of a project.
Deliverables: The items or services that a person or company must provide.
Intellectual Property Rights: Rights to exclusive use of an idea, invention, or design.
Payment Contingencies: Conditions which must be met in order for payment to be due.
Milestones: Significant events or points in the progress of a project.
Indemnification: Legal protection from any financial losses or damages.
Dispute Resolution: The process of resolving a disagreement or conflict.
Ownership: Having full legal control of something.
Confidentiality: Keeping information secret.
Data Security: Protecting data from unauthorized access.
Maintenance: Care and upkeep of something.
Hosting: Making something available to users on the internet.
Termination: Bringing an agreement or contract to an end.

Contents

1. Clarifying the scope of the project
2. Defining project objectives
3. Defining desired outcomes
4. Outlining deliverables
5. Establishing payment terms
6. Determining payment schedule
7. Agreeing on payment method
8. Defining payment contingencies
9. Discussing intellectual property rights
10. Agreeing on who owns the IP rights
11. Setting out any license agreements
12. Creating a timeline and deadlines
13. Setting out project timeline
14. Defining milestones
15. Establishing review and approval deadlines
16. Defining liabilities and indemnification
17. Assessing potential risks and liabilities
18. Defining the limits of liability
19. Establishing a dispute resolution process
20. Agreeing on the process for resolving disputes
21. Establishing a dispute resolution timeline
22. Defining ownership of the website
23. Agreeing on who owns the website
24. Setting out any restrictions on use
25. Establishing confidentiality requirements
26. Defining what is considered confidential information
27. Agreeing on how confidential information will be stored and shared
28. Establishing data security requirements
29. Agreeing on what data security measures will be taken
30. Defining the requirements for data protection
31. Establishing maintenance and hosting requirements
32. Deciding who will maintain and host the website
33. Establishing any requirements for backup and security
34. Defining the terms of termination
35. Setting out the conditions for terminating the project
36. Agreeing on a process for winding down

Get started

Clarifying the scope of the project

• Discuss the overall goal of the website design project with the client
• Outline the specific tasks needed to complete the project
• Identify the timeline for project completion
• Agree on the fee and payment schedule
• Set expectations for communication and revision requests
• Verify that any additional services requested are within the scope of the agreement
• Ensure that the client is aware of any special considerations (e.g. accessibility, legal compliance)

How to know when you can check this off your list and move on to the next step:

• When you and the client have agreed on the scope of the project, timeline, fee, communication expectations and special considerations, this step is complete.

Defining project objectives

• Establish what the website is to accomplish (e.g. selling products, facilitating donations, providing information, etc.)
• Outline the goals and objectives that need to be met in order to reach the desired outcomes
• Agree on the timeline for completion of the project
• Agree on a payment structure for the project, such as a flat fee or hourly rate
• Establish how changes and updates will be requested and how they will be implemented
• Decide who will take ownership of the project and provide oversight
• Create a communication plan for the project that outlines how and when the parties will communicate
• Agree on specific milestones in the project, as well as the deliverables that will be provided at each point

Once these objectives have been established and agreed upon, you can move on to the next step: Defining desired outcomes.

Defining desired outcomes

• Clarify the desired outcomes of the website design project with the client
• Discuss the features and elements that are necessary to ensure the website meets the client’s needs
• Make note of any specific outcomes or features the client requests that must be included
• Create a list of measurable outcomes that can be tracked to ensure the project is on track
• Establish a timeline for the project to meet the desired outcomes
• When all the desired outcomes have been discussed and agreed upon, move on to the next step.

Outlining deliverables

• Create a list of the deliverables that need to be completed in order to fulfill the agreement
• Include details like due dates, deadlines, and specific tasks to be completed
• Discuss how revisions, if any, will be handled and how the parties will communicate
• Specify the number of revisions allowed
• Once all deliverables are outlined, both parties should review the list to ensure its accuracy
• When both parties are satisfied with the list, they should sign the agreement to signify their agreement and move on to the next step.

Establishing payment terms

• Develop a payment plan that outlines the agreed-upon fee, payment schedule and due dates, and any applicable late fees.
• Include the accepted payment methods and any applicable taxes, shipping and handling fees, or other costs.
• Specify when payment must be made (e.g., within 30 days of invoice date).
• Outline any contingencies on payment, such as the need for a signed document or the completion of a certain amount of work.
• Stipulate who is responsible for paying any attorney fees, court costs, or other costs associated with a breach of the agreement.

You can check this off your list and move on to the next step when the payment terms are clearly defined, agreed upon, and outlined in the document.

Determining payment schedule

• Outline payment schedule, including due dates and payment methods
• Consider payment options like credit cards, PayPal, checks, ACH, or other methods
• Determine late payment fee, if applicable
• Set up automatic payments, if desired
• Create a payment schedule that works for both parties and is fair
• Once the payment schedule is agreed upon, document it in the contract
• Check this off your list when payment schedule is established in the contract

Agreeing on payment method

• Establish the payment method that both parties agree to - this could be a lump sum, installment payments, or a combination of both
• Discuss the payment method that works best for both parties, including how and when payments will be made
• Define the payment method in the written agreement in detail
• Both parties should sign and date the agreement to confirm their agreement on the payment method
• Once the payment method is agreed upon, you can check this off your list and move on to the next step.

Defining payment contingencies

• Establish whether payment should be made up front or in installments.
• Decide payment schedule and any late payment fees.
• Specify whether the client can be invoiced for the total project cost or for smaller milestones along the way.
• Outline how disputes are to be handled and what happens in cases of project termination.
• When all of the above has been established, the payment contingencies have been defined and the step can be ticked off the list.

Discussing intellectual property rights

• Identify what intellectual property rights are included in the website design agreement, such as copyrights, trademarks, or patents
• List the scope of the work to be done and what the IP rights cover
• Make sure to include language that states the website designer will not retain any of the IP rights upon completion of the project
• Specify that the customer will own all IP rights and the website designer will not use any of the IP rights in any other project
• Outline any restrictions on the customer’s use of the IP rights and how they can be transferred
• Have both parties sign the agreement to make sure that the IP rights are understood, accepted, and agreed upon

You’ll know you can check this off your list and move on to the next step when both parties have signed the agreement and all IP rights have been discussed, accepted, and agreed upon.

Agreeing on who owns the IP rights

• Clearly state in the contract who owns the intellectual property rights associated with the website
• Make sure to include any logos, images, text, or other content used in the website design
• Establish the contractor’s rights to the website design, including any code or other work created
• Include a clause that transfers all IP rights to the client on completion of the project

You can check this off your list once all parties are in agreement and the IP rights ownership is clearly stated in the contract.

Setting out any license agreements

• Outline any licenses or copyrights for the website design that need to be in place
• Determine who will own the copyright for the website design
• Set out the terms of usage for the website design, such as who can use it and how it can be used
• Specify how long the license agreement will last
• Agree on how to handle disputes and resolutions
• When all of the above points are agreed upon and documented, you can move on to the next step of creating a timeline and deadlines.

Creating a timeline and deadlines

• Establish a timeline for the website design project, determining when the briefs and drafts need to be approved and final delivery needs to be completed.
• Set realistic deadlines for the various stages of the website design project, in order to ensure that the project is completed on time and to the agreed-upon standards.
• Include a provision in the agreement that allows for any delays caused by factors outside of either party’s control, such as changes in the scope, or additional requests.
• Specify the time frames for any changes or revisions requested during the project, such as deadlines for reviews and approval of the drafts.
• Include a provision that states that the client is responsible for providing any necessary information or materials in a timely manner in order to help keep the project on schedule.
• Specify that any delays caused by the client’s failure to provide the necessary information or materials could result in additional fees.
• Specify that any timeframes and deadlines are estimates, and that the actual delivery dates of the project may vary.
• Include a “Force Majeure” clause in the agreement, which will provide protection for both parties in the event of any unexpected circumstances that may delay or impede the completion of the project.
• Once the timeline and deadlines have been agreed upon, add them to the agreement.

Setting out project timeline

• Create a timeline of when the project will begin and end
• Outline each phase of the project, including deadlines
• Map out major milestones to be achieved and when they will be accomplished
• Identify any additional deliverables that may be required
• Specify the number of review and approval cycles
• Agree on any other specific timeline requirements
• Once all the above points have been agreed upon, document and sign the timeline agreement
• You can check off this step when all parties have signed off on the timeline agreement.

Defining milestones

• List out the various milestones that must be met for the website design to be considered complete
• Identify which tasks must be completed for each milestone, and who is responsible for their completion
• Indicate when each milestone must be completed in order for the project to remain on schedule
• Make sure that the milestones are measurable, so that you’ll know when each milestone has been achieved
• Once you’ve identified and listed out all the milestones, you can check this off your list and move on to the next step.

Establishing review and approval deadlines

• Discuss and agree on reasonable deadlines for reviewing and approving the website design.
• Consider how long it might take to make requested changes and how to handle delays.
• Outline the responsibilities of both parties in meeting deadlines, such as who is responsible for checking and approving drafts.
• Include details on how to handle any missed deadlines, such as extending the timeline or penalty fees.
• Draft a timeline into the agreement and have both parties sign off on it.

You can check this step off your list and move on to the next step when you have a timeline agreement in the contract that both parties have signed off on.

Defining liabilities and indemnification

• Identify any potential risks and liabilities associated with the website design project
• Determine the extent of liability for each party
• Define the limits of the website designer’s liabilities
• Include an indemnification clause for any potential legal claims
• Specify who will be responsible for any legal costs
• Include a clause that releases the client from any potential claims
• When all relevant liabilities and indemnifications have been outlined, the step can be checked off the list and the next step can be completed.

Assessing potential risks and liabilities

• Identify and analyze all potential risks associated with the website design project
• Document and track any changes in risks throughout the project
• Review the client’s current policies and procedures and determine any additional measures needed to protect the client’s interests
• Determine the client’s risk tolerance and acceptable risk exposures
• Consider potential liabilities that could arise from the project, such as copyright infringement
• Establish risk mitigation strategies to minimize potential risks and liabilities
• Include a provision in the agreement that outlines how the website design team will handle risk management

Once you have completed the above steps, you can check this off your list and move on to the next step.

Defining the limits of liability

• Establish the maximum amount of financial liability that either party can be held responsible for
• Make sure to include an indemnification clause to protect yourself from any potential legal action taken by the other party
• Clearly outline any specific circumstances or situations where liability is limited
• Include a clause to state that any damages or liabilities are limited to the amount agreed upon in the contract
• Once all of these elements have been included, you can move on to the next step, which is establishing a dispute resolution process.

Establishing a dispute resolution process

• Identify a fair and appropriate dispute resolution process, such as arbitration or mediation.
• Clearly explain the process you have chosen and how it will work, including who will be responsible for any costs associated with it.
• Specify the timeline for initiating the dispute resolution process and the process for ending it.
• Include a provision that requires both parties to agree to the dispute resolution process in writing.

Once you have established a dispute resolution process, you can move on to the next step of the guide, which is agreeing on the process for resolving disputes.

Agreeing on the process for resolving disputes

• Identify the type of dispute resolution process that will be used (e.g., arbitration, mediation, or a combination of both)
• Set out the details of how the dispute resolution process will work, such as who will be involved, the process for selecting the mediator/arbitrator, the timeline for dispute resolution, and the fees associated
• Agree on the rules for the procedure and the applicable law that will govern the dispute resolution process
• Agree on the costs associated with the dispute resolution process
• Once all the details are agreed upon, sign the website design agreement to formalize the dispute resolution process

How you’ll know when you can check this off your list and move on to the next step:

• You can check this off your list and move on to the next step when all parties have agreed on the details of the dispute resolution process and signed the website design agreement.

Establishing a dispute resolution timeline

• Establish a timeline for both parties to resolve any disputes that may arise during the website design process.
• Set a time frame for the dispute resolution process.
• Consider if both parties should have the same amount of time to respond or if one should have more time than the other.
• Decide if the timeline should be flexible or rigid.
• Detail any additional steps that may need to be taken if disputes cannot be resolved within the timeline.
• Once the parties agree to a dispute resolution timeline, make sure to document it in the website design agreement.

How you’ll know when you can check this off your list and move on to the next step:

• Once you and the other party have agreed on a dispute resolution timeline and documented it in the website design agreement, you can move on to the next step, which is defining ownership of the website.

Defining ownership of the website

• Establish who owns the website: This is an important part of the agreement, as it ensures that all parties involved understand who owns the website and who is responsible for its maintenance.
• Establishing a timeline for ownership: Establish a timeline for ownership that outlines when the agreement will start and when it will end, as well as any other important milestones in the process.
• Determine who has access to the website: Establish who will have access to the website and who will be responsible for any changes that need to be made.
• Agree on any fees associated with the website: Agree on any fees associated with the website, such as hosting fees, domain registration fees, and any other fees associated with the website.

Once these points have been addressed, you can check this step off your list and move on to the next step.

Agreeing on who owns the website

• Discuss who will own the rights to the website, including the domain name, code and content.
• Decide whether the website should be licensed or owned outright.
• Determine how much the website is worth and any associated fees.
• Document the agreement in the website design contract.
• When you have discussed and documented the agreement on who owns the website, your step is complete and you can move on to the next step.

Setting out any restrictions on use

• Discuss any restrictions on use that should be applied to the website design (e.g. prohibiting the client from reselling or redistributing the website, or restricting the client from making any changes or modifications to the design).
• Establish any specific terms and conditions for the use of the website design, such as prohibitions against using the design for illegal activities or to advertise illegal products or services.
• Document all restrictions on use in the website design agreement.
• Once all restrictions on use have been established and documented, you can move on to the next step.

Establishing confidentiality requirements

• Discuss the type of information that should be kept confidential during the design process.
• Outline the need for both parties to keep all confidential information secret.
• Set a timeline for when any confidential information will no longer be considered such.
• Clearly define the consequences of a breach of confidentiality.
• Establish a process for the destruction of confidential information, once the agreement is complete.

When you can check this off your list and move on to the next step:
• Once all parties have agreed to the terms of the confidentiality requirements, the step can be completed.

Defining what is considered confidential information

• Identify the types of information that must be treated as confidential
• List out the categories of confidential information
• Specify the types of confidential information that must be stored in a secure manner
• Make sure to include any intellectual property or trade secrets that must remain private
• Agree on who should have access to each type of confidential information and how they can access it
• Determine the restrictions on how confidential information can be used and shared
• Once these items have been agreed upon, add them to the contract

Once all of the above items have been agreed upon and added to the contract, you can check this off your list and move on to the next step.

Agreeing on how confidential information will be stored and shared

• Determine which party is responsible for storing and sharing the confidential information
• Define the procedures for storing and sharing confidential information
• Create a secure system for storing and sharing confidential information
• Outline protocols for accessing confidential information
• Specify who is authorized to access the confidential information
• Establish procedures for periodically reviewing and updating the confidential information
• Include any additional requirements for storage and sharing of confidential information
• Once all storage and sharing requirements have been established, review and sign the agreement.

Establishing data security requirements

• Determine the types of data and the level of security needed for each type of data
• Identify the necessary security protocols such as encryption, authentication, and authorization
• Decide on a method for monitoring the security of data and the potential risks
• Agree on a plan for regularly testing the security of data
• Establish a plan for responding to any data security breaches
• Ensure that all parties involved have access to the security measures and are able to comply with them
• Once all parties have agreed on the data security requirements, check this step off the list and move on to the next step.

Agreeing on what data security measures will be taken

• Discuss what security measures will be taken to protect the data of customers and the website itself
• Identify any external vendors who will be responsible for managing data security
• Decide who will be responsible for implementing the security measures
• Define the roles and responsibilities of the website owners and external vendors when it comes to data security
• Outline the procedures for responding to security breaches
• Specify the type of encryption and other security measures to be used
• Agree on a timeline for implementing data security measures
• Once all the security measures have been agreed upon, write them into the website design agreement
• You’ll know you’ve completed this step when you have a comprehensive data security section in your website design agreement.

Defining the requirements for data protection

• Outline the data protection requirements that need to be met in this agreement
• Make sure that all client data is kept confidential and secure
• Establish any specific regulations and standards that must be adhered to in order to protect data
• Agree on the appropriate measures that need to be taken in order to ensure that all data is protected
• Note any responsibilities the website designer will have in terms of data protection
• Once you’ve outlined all of the data protection requirements, this step can be checked off your list and you can move on to the next step.

Establishing maintenance and hosting requirements

• Determine who will be responsible for maintaining the website, including content updates, bug fixes, and security updates.
• Decide if any additional hosting services will be required for the website, such as a content delivery network (CDN) or cloud hosting services.
• Create a list of the necessary hosting and maintenance requirements, such as server specifications, storage space, bandwidth, and other requirements.
• Set up an agreement that specifies the cost and duration of the hosting services.
• Include a timeline and schedule of when the hosting and maintenance services need to be completed.

You will know you have completed this step when you have established the hosting and maintenance requirements for the website and have created an agreement that outlines the cost and timeline for these services.

Deciding who will maintain and host the website

• Determine which party will maintain the website and who will host it.
• Identify the specific maintenance and hosting requirements, such as the frequency of updates and any software or hardware requirements.
• Outline who will be responsible for any additional costs associated with the maintenance and hosting of the website.
• Agree on the time period for which the website will be maintained and hosted.
• When all of these details have been determined and agreed upon, the step can be marked complete.

Establishing any requirements for backup and security

• Determine how often website backups should occur and who will be responsible for initiating them
• Establish who will be responsible for website security and what measures should be taken
• Specify how the website will be protected from malicious attacks
• Set the protocol for immediately addressing security threats
• Confirm that the hosting provider meets industry-standard security requirements
• Agree upon a timeline for notifying the other party if any security breach occurs

Once all of the above points have been addressed, you can move on to the next step.

Defining the terms of termination

• Outline the conditions under which either party (client or designer) can terminate the agreement
• List the required steps for termination
• Specify the timeframe for terminating the agreement
• Define the rights and responsibilities of both parties in the event of termination
• Establish any financial obligations in the event of termination
• Once you have completed all the above steps, you can check this off your list and move on to the next step.

Setting out the conditions for terminating the project

• Include a clause in the agreement that outlines the conditions under which either party may terminate the project
• Specify the notice period required before termination and any associated charges
• Determine what will happen to any assets created during the project and how they will be transferred
• Agree on how any remaining payments will be handled and who is responsible for them
• When all of the above points have been addressed and agreed upon, this step can be considered complete.

Agreeing on a process for winding down

• Decide on a timeline for winding down the project, including when the client will need to provide feedback and when the website designer should complete the project.
• Discuss the steps to take before the project is terminated, such as making sure the client has the final design files.
• Agree on who will be responsible for archiving the website design project files and website hosting.
• Establish a final payment timeline for when the website designer will be paid for their work.
• Set a timeline for when the website designer will need to hand over the website to the client.
• Decide on how the website designer will handle customer support for the website after the project has been completed.
• Determine how the website designer will handle any changes to the website after the project is over.
• Finalize a process for how the website designer will handle any disputes related to the project.

How you’ll know when you can check this off your list and move on to the next step:

Once you have discussed and agreed on each of these points, you can move on to the next step in the guide.

FAQ

Q: How can I make sure that a website design agreement complies with UK law?

Asked by Henry on June 18th, 2022.
A: Website design agreements will generally follow the same process and structure regardless of the jurisdiction in which they are entered into. However, it is important to consider the local laws and regulations in the UK when drafting a website design agreement, as it may include clauses that are not applicable in other countries. It is advisable to seek legal advice from a qualified lawyer who is familiar with the applicable laws in your jurisdiction before entering into a website design agreement.

Q: What are the key elements of a modern website design agreement?

Asked by Emma on August 8th, 2022.
A: A modern website design agreement should include all the necessary information that both parties need in order to complete the project. This includes details of the scope of work, timelines, payment terms, ownership rights and responsibilities of both parties, confidentiality clauses and other relevant provisions. It should also clearly outline any warranties or limitations of liability, dispute resolution procedures and any potential remedies available to either party should there be a breach of the agreement. All of these elements should be tailored to fit both parties’ needs in order for the agreement to be legally binding.

Q: How can I protect myself from potential copyright infringement when designing a website?

Asked by Noah on April 16th, 2022.
A: It is important to ensure that all content used in a website design is either owned by you or used with permission from its rightful owners. If you are using content that is not owned by you, it is important to obtain permission from the copyright holder to use it. Additionally, it is important to include clauses in your website design agreement that protect you from any potential copyright infringement claims by specifying who owns what content and any restrictions on how it can be used.

Q: How do I know if my website design agreement is legally binding?

Asked by Olivia on November 17th, 2022.
A: A legally binding website design agreement must meet certain criteria set out by the applicable laws in your jurisdiction. Generally speaking, for an agreement to be legally binding it must contain valid consent from both parties, offer consideration (such as payment or services) in exchange for goods or services, and must be written clearly and accurately so as not to create confusion or misunderstanding between the parties involved. Additionally, it should be signed by both parties as an indication of their acceptance before it can come into effect.

Example dispute

Suing a Company for Breach of Website Design Agreement

• Plaintiff must have a valid website design agreement in place with the company
• Plaintiff must be able to demonstrate that the company breached the terms of the agreement in some way
• Plaintiff must provide evidence of the breach and the resulting damage
• Plaintiff may be able to recover damages from the company for any losses incurred due to the breach
• Damages may include reimbursement of out-of-pocket expenses, attorney’s fees, and punitive damages, depending on the severity of the breach
• If the breach is severe enough, the company may be liable for statutory damages, or for additional damages beyond those suffered by the plaintiff
• Settlement may be possible if the parties can reach an agreement on the amount of damages to be paid

Templates available (free to use)

Design Agreement
Graphic Design Agreement
Sub Contractors Design Agreement For Intermediate Sub Contract

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