10 essential sections of a web design contract

For in-house teams collaborating with independent contractors and freelancers, the dynamics of web development require more than just a handshake deal.

A web design contract is key to defining this relationship — it articulates deliverables, payment schedules, and milestones to set clear project expectations and safeguard both parties’ interests. It’s an approach that helps you navigate the complexities of professional partnerships to ensure both accountability and mutual satisfaction.

Why you need a web design contract

A web design contract is crucial for businesses and enterprises working with independent and freelance contractors. This formal agreement serves as a single source of truth that guides both parties throughout the project.

Here’s how it helps:

• Establishes mutual understanding. The contract outlines clear terms and expectations that help align in-house teams and external web designers or contractors. This clarity prevents issues such as misinterpreting project goals or expectations about the final product and lays a solid foundation for the project.
• Provides clarity. The contract protects against scope creep and project boundary ambiguities by clearly outlining roles, responsibilities, and liabilities. It also minimizes the risk of contractual disagreements by establishing clear collaboration terms, which are critical for maintaining professional relationships and protecting business interests.
• Maps out project execution. Beyond outlining tasks, a web design contract also acts as a road map that outlines the workflow, milestones, and delivery expectations. It provides a structured approach that helps you achieve desired outcomes and maintain project timelines.

Get legal advice on your web design contract

Seeking legal expertise while drafting a web design contract significantly improves its effectiveness. Legal professionals bring invaluable knowledge to make the contract clear, concise, and legally sound. Here’s how legal advice can enhance your contract:

• Ensures precision in legal language. Attorneys tailor the contract’s language to your web design project’s specific needs to ensure clarity and enforceability. This precision minimizes contractual ambiguities to prevent misunderstandings and contractual disputes.
• Assesses risk. Legal advisors scrutinize the contract for hidden risks, like unanticipated liabilities or legal loopholes. Their analysis helps minimize legal complications and prevent potential issues, such as contractual disputes or legal actions arising from unclear liabilities or unaddressed legal aspects.
• Ensures legal compliance. The legal landscape constantly evolves, particularly for digital content, intellectual property, and data privacy. Lawyers ensure your web design contract template complies with the latest laws and regulations to help you avoid potential issues arising from noncompliance with state, federal, or international laws.
• Outlines intellectual property rights. Legal experts help define clear terms regarding intellectual property rights to ensure both parties understand and agree upon who owns what after the project’s completion.
• Simplifies complex agreements. Contracts are complex, especially for larger projects and those involving multiple stakeholders. A legal professional helps you navigate these complexities to make sure the contract fairly represents and protects everyone’s interests.

The 10 most vital parts of a web design contract

While every web design contract varies depending on project needs, you should always include these key components:

1. The parties involved

The first step involves identifying the parties who are entering into the contract. This section should clearly state the names of the business and the service provider, along with their full contact information, including mailing addresses, phone numbers, and email addresses.

Including this explicit information from the onset establishes who’s legally bound by the contract terms and conditions. It also sets a clear foundation for all subsequent interactions and formally recognizes both parties, laying the groundwork for legal accountability and communication throughout the project.

2. Scope of work

The scope of work section details the contractor’s services, delineates the project boundaries, and safeguards both the designer and the business. For the designer, it defines the limits of their responsibilities, ensuring they don’t perform tasks or provide deliverables outside the agreed-upon scope. For the business or enterprise, it assures that you won’t charge the designer for any services they didn’t explicitly agree to.

Meticulously outline every project aspect in this section to prevent scope creep and ensure everyone agrees on the tasks’ execution and costs. For example, if load testing of an ecommerce website is part of the service, the contract must clearly state it, including how this task impacts the overall cost.

Additionally, specify whether the project scope includes only website design or extends to other services like web hosting setup, search engine optimization (SEO), or content creation. By establishing this clarity, you prevent assumptions and misunderstandings about what the project entails and what additional services might incur extra charges.

3. Payment

Specifying clear payment terms establishes a mutual understanding of the financial obligations and expectations. Key elements to include in this section are:

• Payment schedule. Outlining a structured payment schedule provides financial security for the contractor and accountability for the business or enterprise. An example payment structure might look like:
  – 25% deposit required before starting the project
  – Another 25% due at the halfway point
  – The final 50% upon project completion‍
• Additional expenses. Detail any potential additional costs, like travel or software subscriptions, that the business is responsible for. Transparency in these costs avoids surprise expenses and provides the contractor with fair compensation for all work.‍
• Accepted payment methods. Clearly state the accepted payment methods, such as bank transfers, PayPal, or Stripe. This is especially important when dealing with freelance contractors who may prefer specific payment channels.‍
• Late payment policies. Include any policies related to late payments, like interest on overdue amounts. Maintaining a professional relationship and ensuring timely payments is particularly important for independent contractors who rely on these payments for their livelihood.

4. Feedback, revisions, and approvals

Incorporate a clear stakeholder feedback and revision process in your web design contract to align expectations between all parties. Here’s how to effectively outline this process:

• Feedback milestones. Specify the stages or milestones when the designer will present the work for feedback. For example, the designer might share a website prototype after the initial design phase and provide a specific timeline for the business or enterprise’s team to review and respond. This approach helps keep the project on track and keeps both parties responsible for the project’s direction.
• Feedback timeline. Define a clear timeline for the in-house team to provide feedback to the designer. For example, you might designate five business days for the team to review and respond to a designer’s prototype. Setting a defined period keeps the project progressing without unnecessary delays.
• Response to delayed feedback. Address what happens if the in-house team delays feedback. You might include a clause stating that if the designer doesn’t receive feedback within the agreed-upon time frame, you’ll adjust the project’s delivery date accordingly. This agreement helps manage expectations and adhere to the project’s schedule.
• Revision rounds. Clarify the number of revision rounds included in the project costs to manage the scope of work and prevent the project from becoming mired in endless revisions. State clearly, for example, that the contractor will include two rounds of revisions and any additional revisions will incur extra charges.

5. Termination of contract and lawsuits

Every web contract should address potential scenarios where a project may not reach completion and their legal implications.

Clearly outline the procedures for various termination scenarios, such as:

• If the service provider cannot complete the work due to unforeseen circumstances and needs to terminate the contract, the contract may state that the designer will deliver all completed work to date and provide a prorated refund for any incomplete portions.
• If the business decides to halt the project while it’s in progress, the contract might require them to pay the freelancer for the work done up to termination, possibly including a termination fee.
• In cases where the business fails to meet payment milestones, the contract should specify the consequences, including pausing or terminating the project.

Additionally, the contract should address legal aspects like indemnification to protect both parties from potential loss or harm resulting from contract termination.

Specifying the state jurisdiction for legal proceedings is another critical component, especially for businesses in the United States. By outlining jurisdiction in the contract, you stipulate that legal disputes occur in a predetermined location, potentially avoiding escalation to a federal court.

6. Privacy and confidentiality

A well-drafted web design contract often includes a confidentiality clause or a nondisclosure agreement (NDA) that protects the business’s proprietary information, like trade secrets or unreleased promotions, and instills confidence that their confidential data is secure.

However, the privacy and confidentiality section should also protect the web designer or service provider’s interests.

For example, if a company supplies images for website development, the contract should clearly state that it’s the company’s responsibility to secure all necessary usage licenses and copyright permissions. This provision ensures that the web designer or developer is indemnified against any legal action resulting from copyright infringement should the company provide materials without proper authorization. The same principle applies to other forms of content, such as videos or written copy.

By incorporating these privacy and confidentiality measures into the contract, both parties can proceed with the project with a clear understanding of their responsibilities regarding sensitive information and intellectual property. This fosters a trust-based relationship and legally safeguards the company and the service provider from potential disputes or legal complications related to privacy and copyright infringements.

7. Ownership and work for hire

Typically, the company hiring the freelancer gains ownership of the final product, including the complete source code of the site. However, the contract’s work-for-hire clause should outline this transfer’s specific terms. As such, this clause needs to be clear about what elements of work the designer or developer retains any rights to.

For example, while the company might own the overall design and content, the designer might negotiate to retain ownership of certain design elements, especially if they’re part of the designer’s unique design system or proprietary tools. You can also negotiate certain credits and permissions as part of this agreement. For example, the freelancer might ask to include a “designed by” credit with a link to their design portfolio on the company’s site, crediting their work and helping them attract new clients.

8. Warranties

Incorporating warranties in your contract significantly enhances trust. A typical clause might state that the contractor will rectify any site malfunctions at no extra cost due to design or programming within a set period post-delivery, like three or four months. However, make it clear that issues arising from external factors, like hacking or unauthorized modifications, fall outside the warranty. This distinction helps businesses understand their responsibility for the website’s upkeep after handover, which helps both parties maintain clear boundaries and expectations.

9. Force majeure

The force majeure clause outlines what happens when unforeseen circumstances or events beyond either party’s control, like natural disasters, wars, or global pandemics, occur. Unlike indemnification, which deals with compensation for losses, force majeure addresses situations where fulfilling contractual obligations becomes impossible due to these external factors.

Including a force majeure clause protects the designer and the business by specifying that neither party will be liable for failure to meet obligations due to such extraordinary events. This clause also guarantees that in the case of unforeseeable disruptions, both parties clearly understand the terms, and this helps to mitigate potential conflicts or legal disputes arising from unavoidable delays or cancellations.

10. Signoff and signatures

Concluding a web design contract requires formal sign off from both parties, where the company and the service provider officially acknowledge and agree to the contract’s contents by providing their signatures. This act of signing is a critical component because it is legally binding both parties to the terms and conditions outlined in the document.

It’s important to remember that a contract is a legal safeguard and a foundational element of a positive professional relationship. As such, the language should be clear and understandable and avoid excessive legal jargon that might intimidate or confuse either party. Strive for simplicity and clarity in your contract to help cultivate a transparent and trustworthy relationship between both parties.

The bottom line

A web design contract is not just a legal document or a formality — it’s a strategic necessity for in-house teams and web developers or designers entering into collaborative projects. Investing the time and resources into this aspect of your creative initiatives will ensure smooth and effective work for both parties.

For both enterprises and freelancers, Webflow is a powerful tool that offers a user-friendly, comprehensive visual web development platform that empowers them to take charge of and complete web design projects with confidence.

The platform’s collaborative features facilitate seamless teamwork and enable in-house designers and developers to work harmoniously on projects and scale their platform over time. Webflow’s robust set of tools streamlines the web design process to help you create the online presence that perfectly complements the strategies in the contract. Explore how Webflow Enterprise elevates your in-house team’s capabilities further.