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This Website Development Agreement is made on [Contract Date] between [Company Name] ("Developer") and [Client Name] ("Client").
1. Scope
Developer will design and build the website described in the proposal the parties have signed (the "Proposal"), including the pages, templates, features, and revision rounds it lists. Work outside the Proposal is quoted separately and billed at $125 per hour, only with Client's approval.
2. Client Content and Deadlines
- Client will provide final copy, images, logos, and access to its domain, hosting, and current site by the dates in the project schedule.
- Client will give feedback within five business days of each review.
- Delays in content or feedback move the launch date by the same amount. If the project is paused for more than 30 days waiting on Client, Developer may reschedule it to its next available start and invoice the work completed so far.
3. Design Revisions
The Proposal sets the number of revision rounds included. A round is one set of consolidated feedback from Client. Further rounds, or changes to designs Client has approved, are billed at the hourly rate above.
4. Acceptance Testing
Before launch, Developer will provide the finished site on a staging server. Client has five business days to test it and report defects, meaning anything that doesn't work as described in the Proposal. Developer will fix reported defects and notify Client. The site is accepted when Client approves the launch, or when five business days pass with no defects reported.
5. Launch
Developer will launch the accepted site to Client's hosting and set up redirects from Client's old pages as described in the Proposal.
6. Hosting and Third-Party Services
Hosting, domains, plugins, and other third-party services are set up in Client's name and paid by Client directly. Developer isn't responsible for their outages, changes, or price increases.
7. Fees and Payment
Fees are as set out in the Proposal: 50% on signing, 25% on design approval, and 25% at launch. Invoices are due within 15 days. Developer may pause work while an invoice is more than 30 days overdue, and may delay launch until amounts then due are paid.
8. Ownership
Once paid in full, Client owns the site's design, the content created for it, and the custom code written for it. Open-source and third-party components, such as the content management system, plugins, libraries, and fonts, remain under their own licenses. Developer keeps its general tools, code libraries, and know-how, and grants Client a perpetual license to use any of them included in the site as part of the site. Developer may show the site in its portfolio unless Client asks otherwise in writing.
9. Fix Period
For 30 days after launch, Developer will fix defects in its own work at no charge. This doesn't cover changes made by Client or others, updates to third-party software, or new features. After the fix period, support is available on a maintenance plan or at the hourly rate.
10. Accessibility
Developer will follow accessibility best practices in its design and code, such as semantic markup, keyboard navigation, text alternatives for images, and readable color contrast. Developer doesn't guarantee that the site meets any particular accessibility law or standard. Client may commission an accessibility audit separately, and is responsible for the accessibility of content it adds.
11. Client Materials
Client confirms it has the right to use the materials it provides, and is responsible for the site's content, including its privacy policy and any legal notices.
12. Limitation of Liability
Developer's total liability under this agreement is limited to the fees Client paid under it. Neither party is liable for indirect or consequential losses, including lost profits or lost data.
13. Termination
Either party may end this agreement with 14 days' written notice. Client will pay for work completed to the end date, and Developer will hand over the work Client has paid for.
14. General
Developer is an independent contractor. This agreement is governed by the laws of [state or country]. It and the Proposal are the entire agreement between the parties and may only be changed in writing. If any part is found unenforceable, the rest remains in effect.
By signing below, both parties agree to these terms.
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