I am a website developer – what do I need in my terms and conditions?

Are you a web designer and do you develop websites for clients?

Having a website developed is a major piece of work for both you and your client. As website development can take a significant amount of time, it is important that both parties understand what they can expect from the other.

Your Client Agreement should be in 2 parts: (i) a Proposal setting out the services you will provide, and (ii) your Terms and Conditions to protect your business. A well-drafted Client Agreement will address the items outlined below.

Services and Specifications

The first part of your Client Agreement i.e. the Proposal, needs to clearly set out what services you will provide and what specifications the client is after. You need to consider, with your client, what the functionality of the website will be. Is the client using it to sell goods or services? Will it be a marketplace? Before you commence work on the website, you need to ensure that you and your client both have the same expectations for the final product.

Schedule

Set out the timing for each stage and the final product clearly.  Set out how quickly the client needs to respond, and what time frames depend on the client’s input.  Set out that you are not responsible for missed deadlines due to the client’s failure to respond in a detailed or timely way.

Additional Services

Many things can change throughout the process of web development. It is important that your Terms and Conditions outline the procedure for which your clients can request a variation or additional services. You can choose whether to accept or reject the change, and set the additional price.  If you agree to provide additional services, you should ensure that you sign a variation document with your client. It is generally clearer, easier to resolve disputes and easier to enforce your rights when agreements are in writing and signed.

Price and Payment Terms

For any business, getting paid is one of the biggest concerns. Your Terms and Conditions need to clearly outline the price for your services, how regularly you will invoice your clients, and what the invoice terms are. In the Terms and Conditions, to fully protect your right to be paid, you can state that you will charge interest on any outstanding invoices after a set period of time, and also that you will engage debt collection services.

Ongoing Maintenance and Technical Support

After the website has been created, will you offer any ongoing maintenance or support services? If yes, this needs to be addressed in the Client Agreement.

Intellectual Property

It is important to address intellectual property clearly.

The client will usually require that you assign all the intellectual property rights in the website upon completion. You should state in your Terms and Conditions that you will assign these rights, but only upon full payment for the services you have provided. You can prepare a prototype for your clients, and once they are happy with it and have approved it, you can then hand over access information for the newly developed website.

If you use open source software, you should address this.  Your client will want to know that you have complied with the open source requirements.

Confidential Information

Your client may provide you with confidential information about their business when providing you with their website idea.  You may also give out confidential information when creating their website. You can address your and your client’s confidential information in your Terms and Conditions.

Website Terms of Use

If your business has a website, you need a Website Terms of Use. These apply to every website visitor, protect your website and limit your liability for your website. The Terms claim your copyright and intellectual property rights, and set out permissible and prohibited uses of your website, including that competitors cannot use your website information.

Privacy Policy

If you collect, use and disclose personal information from customers, including using the information for direct marketing, you need a Privacy Policy, to assist you to comply with the Privacy Act.  The Privacy Policy is between you and each person that you collect personal information from. It sets out what personal information your business collects, how this information is used, and under what circumstances the information will be disclosed to third parties.

To conclude

A strong Client Agreement is important as it clearly sets out the rights and obligations of both parties from the beginning. This helps you build a good relationship with your client and avoid disputes in the future. A good business lawyer can help you draft a Client Agreement which protects you and your business.