Website Development

Dealing with website design

A Business will often wish to have a website, whether it be a brochure website, or a full E-commerce site over which it trades. Obviously, the latter is much more complicated and will involve consideration of all the rules and regulations concerning advertisements, fair trading, fair terms, distance selling, consumer protection and the like, but both types of website will need to consider the following.

The Business will want the website it wants on time, within budget and with all the necessary rights to use, modify and adapt the website later.

The Website Designer will want to get all the appropriate information from the Business at the appropriate time, know that it may safely incorporate the material into the website and will get paid.

Too often the relationship between the Website Designer and Business break down because their expectations of each other are not "managed". The Business acquires other more pressing priorities and so does not play its part. The Website Designer gets frustrated because he cannot on with the job despite having put aside the staff and resources to do so, delivery dates slide and payments are not made.

Further down the line, difficulty is caused when the Business wants to move its website to another Developer, wants to use certain images or wording for another marketing programme and suddenly comes up against the rule of law that an assignment of copyright is not effective unless it is in writing and signed by or on behalf of the Assignor.

The Business' obligations to co-operate with the Designer and provide instructions and basic materials e.g. logos , graphics and text should be spelt out.

The Designer should make sure that there is a full specification to which he should build, so there can be no arguments by the Business that the final product is not as he was expecting.

Payment terms need to be negotiated, preferably linked to stages of development. The Business will always wish to hold back a certain amount at the end to be paid after he is satisfied that the website is running as he expected.

Inevitably, there will be changes required by the Business to the specification as the project is continuing and the effect of these on price and the timetable need to be catered for in the Agreement.

There ought to be a guarantee period in which the website is tested and corrections made.

Ownership of every aspect of the website needs to be agreed, to include all bespoke elements, script, graphics, and other web elements. If the Designer is to retain ownership, then the Business will want a royalty free exclusive licence  for as long as possible.

The Business will want to have the source codes as and when they are created, but the Designer might want them placed in escrow. The Business may want the Designer to enter into restrictions not to act for a competitor, or to create a substantially similar site for someone else.

The Designer might want to have his name mentioned on the site and use it as a reference site. The Business will need to consider whether the Designer should be able to exercise any other "moral rights".

Most Agreements are not looked at until one or other party wishes to terminate it and so this is a very important clause. What assistance will the Business need to enable it to terminate this arrangement with the Designer, especially if he is hosting the site as well and move it on elsewhere

Data protection needs to be addressed if personal data is processed through the website.

"Nuts and bolts" clauses such as how much notice is to be served on each other, how disputes are to be dealt with (by arbitration or through the courts) and what laws to apply, also need to be included.

Related topics you may find useful:

Copyright
Computer software and licences
Data protection
E-commerce

 

 

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