A website is one of the necessary elements of marketing promotion of a business. This is the company's representation on the Internet, where you have the greatest chance of finding your client. Having a website has ceased to be a luxury or a privilege - now it is an integral part of every company.
What is a website in legal terms? A clear description of the legal concept can be found in the Law of Ukraine "On Copyright and Related Rights" .
To put it briefly, a website is structured data, combined within a single domain , which is the subject of copyright and related rights.
It happens that a businessman orders a site from a freelancer and all obligations are discussed orally. Such cooperation has many pitfalls. The main disadvantage is that without an official contract, in fact, no one owes anyone anything. The contractor may delay the deadline, do something completely different from what was ordered, and the customer may not pay for the work.
But even when both parties behave decently, the lack of a contract can cause difficulties and misunderstandings. Each participant in the process can understand the voiced information in his own way, and the non-discussed points can be interpreted in any way.
Therefore, the contract for the creation of an Internet site is a way to protect both parties not only from blatantly dishonest actions. It helps to regulate all the nuances of work, distribute rights and responsibilities, think through all possible cooperation scenarios in advance.
Drafting and signing of the contract is preceded by negotiations, where the customer announces the tasks, and the executor offers options for their implementation. First of all, the customer is asked to fill out a brief. It contains a list of basic questions that the developer needs to understand the task - the specifics of the company, links to already existing web resources (if any), a list of keywords, desired sections on the website, additional wishes and so on. Each developer makes his own brief.
The customer should not skip filling out the brief, hoping that all issues will be discussed in the process. This document helps the developer to formulate the objectives and understanding of the project, and the answers form the basis of the contract.
A contract for the provision of services and a subcontract may be suitable for website development. But in the first case, the focus is on the development process (service). The process is not as important to the customer as the result, so for such cooperation it is better to choose a subcontract in which the focus is on the final product, i.e. the website.
Although a standard website development contract can be used as a basis, each web resource is unique, and the approach to cooperation should also be individual. Therefore, the standard document is used as an example, and all details are prescribed separately for each project.
Now let's discuss what key points must be described when drafting the document.
The contract should clearly outline the results of each stage of interaction, deadlines, criteria by which the work is considered completed.
For example, "the customer undertakes to perform the work of creating a website" is a vague wording. It turns out that the customer can make any website and the conditions will be met. But if you add the words "according to the technical task", a guideline appears, according to which the work can be considered completed.
It is necessary to take into account all qualitative and quantitative indicators: time, size, format, method of providing the result. For example: "The customer undertakes to check the work within five days and send a response by e-mail in the form of a text document with comments and corrections."
Website development is not just the process of creating it. Different developers and agencies offer a different set of services. It may be that the performer himself conducts research on the market and competitors' websites, offers a concept, design, makes content himself. In other situations, the company itself conducts all the marketing preparation and forms the concept, and the developer simply receives the finished TK and all the materials. Sometimes the company independently orders the domain and hosting , in other cases the contractor handles the registration.
It is necessary to discuss and describe each stage, from the beginning to the end.
It happens that it is not enough for the customer to just create a website, its further promotion in the network or administration is necessary. Then a contract for the development and promotion of the site or a contract for the development and maintenance of the site is concluded.
It is not enough to describe the sequence of actions, it is also necessary to set a time frame for all stages:
- Provision of materials by the customer;
- Provision by the executor of the layout;
- Execution of basic works;
- Verification by the customer;
- Additional time to overcome force majeure circumstances (and what is considered such circumstances);
- Term of employment;
- The term in which the customer must pay for the work.
Both parties should bear equal responsibility. If the contract prescribes a fine for the developer for late submission of the project, then a similar fine must be prescribed for the customer for late submission of the necessary information. And what to do if the performer's work is delayed due to insufficiently organized communication on the part of the customer? Therefore, it is necessary to write down what obligations each party undertakes to ensure the timely start of work.
There should be no distortions where one party is responsible and the other only has rights.
The best solution is a framework contract, which describes all the main provisions. Specifics in the form of a technical task are presented in an appendix to the website development contract.
In the process of creating a website, the performer may involve third parties (designers, copywriters, marketers). It should be written that he has such a right, but bears full responsibility for the quality of the final product.
In the contract for the creation of the site, it is necessary to write down who exactly are the representatives of the customer and the contractor: full name, position, contacts. These are responsible persons to whom questions can be addressed, and whose answers are considered official. The representative of the customer is obliged to constantly communicate with the contractor and provide him with comprehensive informational support.
Since the website is a multifaceted product, it may happen that several employees of the client company will make decisions at once. One deals with design, another with content, and the third with financial issues. It is necessary to decide how communication will take place:
- One representative passes questions to relevant specialists and gives answers to the developer;
- The performer contacts a separate representative from each direction.
It is necessary to avoid situations when employees make decisions outside their competence, or even worse — give conflicting instructions on the same issue.
The customer is obliged to provide the contractor with logos, corporate colors, photos and other materials necessary for work. The entire list must be present in the text of the contract.
The format in which the information is provided is indicated: all materials are accepted in certain file extensions, there are requirements for the size and quality of images, texts must also be provided in a convenient format (DOCX files, links to Google Docs).
The contractor can also offer materials to the customer if, for example, he has quality photos on the website's theme. At the same time, there must be guarantees that their use will not violate the copyrights of third parties.
This can be fixed in the contract in two ways:
- In case of copyright infringement, the performer bears full legal and financial responsibility;
- The contractor provides documents confirming the right to use materials from a third-party source (purchase, rental).
Be sure to specify who owns property and copyright to the website and its materials after completion of work. This includes unique code, texts, images, videos, design work.
It should also be noted:
- whether the performer can continue to use individual materials after the publication of the website without agreement with the customer,
- what sanctions apply if the developer continues the commercial use of materials, the rights to which have been transferred to the customer,
- the procedure for using website materials by third parties.
While development is underway, it may happen that the customer decides to make changes. This probability should also be taken into account - when and how many changes can be made, whether additional remuneration is paid for this work.
During the formation of the document, the following nuances are specified:
- Taxation procedure;
- Settlement currency;
- Fund transfer account;
- When the payment is considered received (after debiting from the customer's account or after being credited to the performer's account);
- Payment confirmation method.
During the development process, the contractor has to pay for services that he cannot provide: domain, hosting, SSL certificate , product photography, texts from copywriters, etc. The contract should state whether these amounts are included in the payment to the developer or whether the customer is billed for these services separately.
In the final, the customer accepts the work or does not accept it, explaining his decision with specific reasons. Subjective arguments from the category "I don't like it" are not taken into account. It is possible to refuse admission only due to the inconsistency of the results with the technical task.
In order for the customer not to be able to delay the acceptance of work, the following clause can be included: if the customer does not respond within such and such a period, the work is considered to have been performed properly and payment must be made in full.
A website development contract protects both parties. The customer - from dishonest performance of work, delays and unexpected results. The executor from multiple changes to the TOR, late payment, unfounded claims. Drawing up such a document is beneficial to both, as any misunderstandings or even conflicts can be settled in the legal field.