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1. Templates <https://www.pandadoc.com/templates/>
2. Agreements <https://www.pandadoc.com/agreement-templates/>
3. Web Design Agreement Template

PandaDoc

Web Design Agreement Template

Prepared for:

[Client.FirstName][Client.LastName]
[Client.Company]

Created by:

[Sender.FirstName][Sender.LastName]
[Sender.Company]

This Web Design Agreement Template is in the context of a designer


offering his or her services to develop a website for his or her client.

This Web Design Agreement is entered into as of date by and between


[Sender.Company] having its principal place of business located at
[Sender.StreetAddress] (the “Designer”) and
[Client.FirstName][Client.LastName] having its principal place of
business located at [Client.StreetAddress] (the “Client”), both of whom
agree to be bound by this Agreement.

WHEREAS, [Client.FirstName][Client.LastName] has conceptualized a


website, as described on Exhibit A attached hereto (the “Website”) and
desires to hire [Sender.Company], who is engaged in the business
of website development, to design such Website.

NOW, THEREFORE, subject to the terms and conditions hereinafter set


forth the Company and [Sender.Company] hereto (each individually a
“Party” and collectively the “Parties”) agree as follows:

*1. WEB DESIGN SERVICES.*

[Sender.Company] shall develop all deliverables required to implement


the Website as described on Exhibit A attached hereto (the “Services”).
As this Web Design Agreement Template may be used with several different
clients that have different websites that they want created, the best
practice is to include an editable Exhibit A that can be customized for
each client’s needs.

*2. FEES AND EXPENSES.*

2.1. Fees. [Client.FirstName][Client.LastName] shall pay


[Sender.Company] on an hourly basis at a rate of rate per
hour. [Client.FirstName][Client.LastName] shall provide a retainer of
retainer amount to [Sender.Company] on or before the fifteenth (15th)
day following receipt of each monthly invoice against which it will bill
for the Services.

This Web Design Agreement Template allows for both hourly fees and a
retainer, which is an amount paid in advance to be applied against fees
when they are incurred and billed. If you choose not to take a retainer,
you may just enter “0” in the “retainer amount” field.

2.2. Expenses. [Sender.Company] may incur costs (including but not


limited to travel, lodging, and other costs incidental to the Services)
for which it shall be reimbursed by
[Client.FirstName][Client.LastName]. [Sender.Company] will obtain
approval from [Client.FirstName][Client.LastName] prior to incurring
such costs.

The Designer may incur certain costs (i.e., if travel is required for
the project) for which he or she should be reimbursed. This section
obligates the client to pay for such expenses.

2.3. Invoicing. [Sender.Company] shall provide an invoice to


[Client.FirstName][Client.LastName] within the first five (5) business
days of each month describing the hourly fees incurred the previous
month and approved costs incurred. [Sender.Company] will first account
for such fees by applying amounts from the retainer held and request any
additional amounts required in excess of such retainer. Invoices shall
be due and payable within fifteen (15) days of receipt.

*3. TERM AND TERMINATION.*

This Agreement shall last from the date of execution to the completion
of the Services, as described herein.
[Client.FirstName][Client.LastName] may terminate this Agreement for any
reason with fifteen (15) days notice to [Sender.Company]. Upon such
notice of termination, [Sender.Company] will provide an invoice to
[Client.FirstName][Client.LastName] outlining all costs incurred to the
point of such notice. Such costs shall be due and payable upon
termination. [Sender.Company] may withhold any deliverables pursuant to
the Services until such payment is made in full.

This section of the Web Design Agreement Template accounts for the
unlikely event the Client decides to terminate before completion. It
accounts for payment of all costs to that point and gives the Designer a
mechanism (i.e., withholding deliverables) to enforce payment.

*4. DELIVERY.*
[Sender.Company] shall deliver all deliverables pursuant to the
Services as described on Exhibit A. If the Website as delivered does not
conform with the specifications described on Exhibit A,
[Client.FirstName][Client.LastName] shall within fifteen (15) days of
the date of delivery notify [Sender.Company] in writing of the ways in
which it does not conform with such specifications. [Sender.Company]
agrees that upon receiving such notice, it shall make reasonable efforts
to correct any non-conformity. If such notice is not received within
fifteen (15) days the Website shall be deemed to conform entirely with
the specifications described on Exhibit A.

Web Design Agreements need to account for delivery of the Website. This
section provides a reasonable 30 day period in which the Client may
evaluate the functionality to be sure that it conforms to the needs of
the client.

*5. CHANGE IN SPECIFICATIONS.*

[Client.FirstName][Client.LastName] may request that changes be made to


the specifications outlined on Exhibit A, or other aspects of the
Agreement and tasks associated thereto. If
[Client.FirstName][Client.LastName] requests such a change,
[Sender.Company] will use its best efforts to implement the requested
change at no additional expense to [Client.FirstName][Client.LastName]
and without delaying delivery of the Website. In the event that the
proposed change will, in the sole discretion of the Designer, require a
delay in the delivery of the Website or would result in
additional expense to [Client.FirstName][Client.LastName], then
[Client.FirstName][Client.LastName] and [Sender.Company] shall confer
and [Client.FirstName][Client.LastName] shall, in its discretion, elect
either to withdraw the proposed change or require [Sender.Company] to
deliver the Website with the proposed change and subject to the delay
and/or additional expense.

As circumstances may necessitate a change to the requested deliverables,


this section accounts for a change to the original plan outlined in this
Web Design Agreement Template while balancing the Designer’s need to be
paid for additional work if it changes the scope of any estimate
previously provided.

*6. PROPRIETARY RIGHTS.*

[Client.FirstName][Client.LastName] shall be the owner of all right,


title, and interest in any intellectual property in the Website and the
Services shall be deemed a Work Made For Hire in accordance with the
Copyright Act, as amended from time to time.
[Sender.Company] acknowledges and agrees that the Website will contain
valuable proprietary rights and disclaims all rights in such rights.
[Sender.Company] hereby assigns to [Client.FirstName][Client.LastName]
without further compensation all of its right, title, and interest in
the Website and any and all related intellectual property rights thereto.

Perhaps the most important paragraph to the client, this section of the
Web Design Agreement Template assigns all intellectual property rights
in the Website to the Client. “Work Made For Hire” is a term of legal
significance pursuant to the Copyright Act that means that the person
doing the work does not retain intellectual property rights – rather,
those rights shall be held by the hiring party (i.e., the Client).

*7. INTELLECTUAL PROPERTY WARRANTY.*

[Sender.Company] warrants and represents that it will not knowingly


violate the intellectual property rights of any third party in
its performance of the Services. [Client.FirstName][Client.LastName]
warrants and represents that any content provided to [Sender.Company] to
facilitate the performance of the Services shall not violate the
intellectual property rights of any third party and shall indemnify
[Sender.Company] against any claim that results from the provision of
such allegedly infringing content.

The Designer should warrant that he or she will not knowingly use the
intellectual property of any third party in developing the Website.
Similarly, the Client may provide content to the Designer to implement
the Website, in which case if the Designer gets sued due to such a
thing, the Client should cover the costs incurred by the Designer in
defending himself or herself.

*8. JURISDICTION AND VENUE.*

This Agreement shall be construed with and governed by the substantive


laws of the [Sender.State]. Should any claim or controversy arise
between the Parties under the terms of this Agreement, such claim or
controversy shall be resolved only in the state or federal courts
located in [Sender.Country], [Sender.State], and said state and federal
courts for the [Sender.State] shall be the only appropriate jurisdiction
and venue for such claim or controversy.

*9. NO WAIVER OR MODIFICATION.*

No obligation in this Agreement shall be deemed waived, nor shall any


term be modified without a consent to such waiver or change signed by
both Parties.

IN WITNESS WHEREOF, each of the Parties has executed this Stock


Subscription Agreement, both Parties by its duly authorized officer, as
of the day and year set forth below.

[Sender.Company]

Signature

MM/DD/YYYY

[Sender.FirstName][Sender.LastName]

[Client.Company]

Signature

MM/DD/YYYY

[Client.FirstName][Client.LastName]
Web Design Agreement Template

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FAQ

What is a web design agreement?

A web design agreement is a document created between two parties (the


web designer and the client), which states that the designer or the
design firm will work for the client in exchange for compensation. Both
parties can be an individual or an entity.

What should be included in a design contract?

A web design contact should typically include details about web design
services, fees and expenses, term and termination, delivery, changes in
specifications, proprietary rights, intellectual property warranty,
jurisdiction and venue, no waiver/modification, and an acceptance form.

How do I write a web design contract?

Begin your web design contract by writing down the names of the parties
and this relationships. Next, include a description of the services and
the payment structure. Add in terms and conditions (make specific
mentions about delivery, change in specifications, proprietary rights,
intellectual property warranty, jurisdiction, venue, modifications,
etc). End with acceptance and signatures.

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