This is an agreement between a website designer and a client for the production of a
website. The client engages the services of the designer to design a website as
described under “Exhibit A” of this agreement. In addition, this agreement includes the
compensation rate, due date, and any additional fees. This document can be used by
designers or by small businesses that want to expand their business by creating a
WEBSITE DESIGN CONTRACT
This agreement, hereafter referred to as “Agreement,” is dated and in effect as of
_____________ between________________, located at _________________, hereafter referred
to as “Client” and _____________________, located at ________________ hereafter referred to
as “Designer” hereinafter collectively referred to as the “Parties”.
WHEREAS, Designer has agreed to perform services on behalf of Client, and Client has agreed
to retain the services of Designer with respect to the design of Client’s website according to the
further terms and conditions set forth herein.
In consideration of the foregoing premises and the mutual covenants set forth in this agreement
and other valuable considerations, the Parties hereto agree as follows:
DESCRIPTION OF WORK
1.1 A detailed description of the services to be performed by Designer is attached as Exhibit A.
SCHEDULE FOR SERVICES AND PAYMENT
2.1 The full length of this contract is as follows: Starting date is _________ and estimated
completion date is _________ for the total amount of _____________ ($___) Dollars.
2.2 Client shall pay Designer __________ ($_____) Dollars, as a deposit for project
2.3 The balance of ___________ ($_____) Dollars is due on completion date, and prior to file
relinquishment, or upload and/or assembly of website on Client's web server.
2.4 Designer agrees to deliver drafts of design on dates as agreed upon in Exhibit B. Designer
will make every effort to meet the agreed upon due dates. Client should be aware that failure to
submit requested information or materials might cause delays in the production. Any Client
delays could result in significant delays in delivery of the finished work.
2.5 Changes in Client input or direction or excessive changes will be charged at ___________
for ____________. Any work Client wishes Designer to create, which is not specified in Exhibit
A will be considered an additional service. Any additional services shall require written
agreement by the Parties, which may be attached to this Agreement as an Addendum.
5.1 Client agrees to reimburse Designer for any expenses necessary in completion of the Work
including but not limited to: fonts, messengers, proofs, props, research, shipping, software, stock
photography, and travel.
WORK FOR HIRE
4.1 All work performed by Designer under the terms of this Agreement shall be considered a
Work for Hire, and all copyrights, title and ownership of the Work shall inure to the benefit of
Client, with the exception of third party elements that are licensed or otherwise contracted for by
Designer on Client’s behalf.
4.1 All rights not expressly granted hereunder are reserved to Designer, including but not
limited to all rights and copyrights in sketches, drafts, or other preliminary materials.
4.2 Designer reserves the right to assign other designers or subcontractors to the Work to
ensure quality and on-time completion.
4.3 Designer maintains the sole responsibility for deciding how and in what manner the Work
will be performed providing that the Work in consistent with the services outlined in Exhibit A.
PERMISSIONS AND RELEASES
5.1 Client agrees to indemnify and hold harmless Designer against any and all claims, costs,
and expenses, including attorney's fees, due to materials included in the Work at the request of
Client for which no copyright permission or previous release was requested or uses which exceed
the uses allowed pursuant to a permission or release.
6.1 Client may publish or disclose information regarding the Work and shall acknowledge the
support of Designer in all such publications. Client will not use the name of Designer, in any
advertising or publicity without the prior written approval from Designer. Designer will not use
the name of Client, in any advertising or publicity without the prior written approval from Client.
8.1 Either party may terminate this Agreement by giving thirty (30) days written notice to the
other of such termination. In the event that Work is postponed or terminated at the request of
Client, Designer shall have the right to bill pro rata for work completed through the date of that
request, while reserving all rights under this Agreement. If additional payment is due, this shall
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be payable within thirty (30) days of Client's written notification to stop work. In the event of
termination, Client shall also pay any expenses incurred by Designer and Designer shall own all
rights to the Work. Client shall assume responsibility for all collection of legal fees necessitated
by default in payment.
9.1 Client and Designer are independent parties and nothing in this Agreement shall constitute
that either party is the employer, principal or partner of the other party. Neither Client nor
Designer has any authority to assume or create any obligation or liability, either express or
implied, on behalf of the other.
9.2 The Parties agree that this Agreement shall be binding upon each of its successors and
assigns and that this Agreement may not be assigned to a third party, without the written consent
of the Company.
9.3 The Parties agree that neither party shall without prior written consent authorize the other
to disclose to any third party the terms and conditions of this Agreement, except as may be
necessary to establish or assert rights hereunder, as required by the laws of the applicable
jurisdiction or by court order. The Parties further agree that each of them may disclose any and
all relevant information, on a confidential basis to either Party’s attorneys, accounts or financial
9.4 No modification, supplement, termination, or amendment to this Agreement may be made
unless agreed to by the Parties in writing.
9.5 Any notice required or permitted to be given hereunder may be effectively given by letter
delivered either by personal delivery, registered mail or by electronic means, addressed to the recipient
In the case of Client:
Tel: (_____) __________________
Fax: (_____) __________________
In the case of Designer:
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Tel: (_____) __________________
Fax: (_____) __________________
9.6 Any party which is entitled to the benefits of this Agreement may, and has the right to, waive
any term or condition hereof at any time on or prior to the time when such term or condition is
required to be fulfilled under this Agreement; provided, however, that such waiver shall be evidenced
by written instrument duly executed on behalf of such party. The waiver by a party of any term or
condition hereof shall not operate as a waiver of that party's rights under this Agreement in respect of
any other term and condition (whether of the same or any other nature).
9.7 This Agreement shall be governed by and construed in accordance with the laws of the State of
___________________. Each of the Parties in any suit, action or proceeding arising out of or
relating to this Agreement, irrevocably (i) submits to the jurisdiction of the State Courts of the
State of _______ and the United States District Court for the district of ______________over
any suit, action or proceeding arising out of or relating to this Agreement, (ii) waives to the
fullest extent enforceable under applicable law any objection which it may now or hereafter have
to the above venue of any such suit, action or proceeding and any claim that any such suit, action
or proceeding brought in such Court has been brought in an inconvenient forum, (iii) waives to
the fullest extent enforceable under applicable law any objection which it may now or hereafter
have to the above mentioned Court having jurisdiction of the Parties hereto and to the subject
matter of this Agreement, and (iv) acknowledges that a final judgment in any such suit, action or
proceeding brought in such Court, after all appropriate appeals, shall be conclusive and binding
upon it. In any suit or arbitration regarding the Agreement, the prevailing party shall be entitled
to reasonable attorneys’ fees and costs. In any suit or arbitration regarding the Agreement, the
prevailing party shall be entitled to reasonable attorneys’ fees and costs.
9.8 To the extent that any provision hereof is deemed unenforceable, all remaining provisions
of this Agreement shall not be affected thereby and shall remain in full force and effect.
9.9 This Agreement shall constitute the entire agreement between the Parties and will supersede all
prior agreements, representations, warranties, statements, promises, information, arrangements and
understandings, whether oral or written, express or implied, with respect to the subject matter hereof .
The Parties shall not be bound or charged with any oral or written agreements, representations,
warranties, statements, promises, information, arrangements or understandings not specifically set
forth in this Agreement.
IN WITNESS WHEREOF, the Parties hereto have duly executed this Agreement as of the day
and year first written above.
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Description of Client’s Website:
Estimated Number of Unique Pages: _________________
Estimated time for site to be complete and go live: ___________________
First Design Draft will be presented to Client on: ____________________
Client will have __________days to review and mark changes and/or approve of First Draft.
Each additional day needed by Client to review the First Draft will result in additional days for
the completion of the site.
Second Design Draft will be presented to Client_____ days after receipt of changes and
approvals of First Draft.
Client will have __________days to review and mark changes and/or approve of Second Draft.
Each additional day needed by Client to review Second Draft will result in additional days for
the completion of the site.
Third and Final Design Draft will be present to Client _______days after receipt of changes and
approvals of Second Draft. Client will have _________days to review and any final changes
and/or approve Final Design Draft. Each additional day needed by Client to review Final Draft
will result in additional days for the completion of the site.
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