Legal Contract Templates Web Development Contract (Developer Centered)

How do you write a Web Development Contract (Developer Centered) document?

WEB SITE DEVELOPMENT AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between company name Developers and company name Customer Recitals A. Developers have experience and expertise in the development of web sites. B. Customer desires to have Developers develop web site for them. C. Developers desire to develop Customers Web Site on the terms and conditions set forth herein the Web Site Agreements In consideration of the mutual covenants set forth in this Agreement Customer and Developers hereby agree as follows.

1. Development of Web Site. Developers agree to develop the Web Site according to the terms listed on Exhibit attached hereto. 2. Specifications. Developers agree to develop the Web Site pursuant to the specifications set forth in Exhibit attached hereto the Specifications 3. Delivery of Web Site. Developers will use reasonable diligence in the development of the Web Site and endeavor to deliver to Customer an operational Web Site no later than delivery date. Customer acknowledges however that this delivery deadline and the other payment milestones listed in Exhibit are estimates and are not required delivery dates. Developers will be retaining the source code for the entire project and providing Customer with the output formats only. The output is to be used only within the scope of the project as outlined in Exhibit and does not included the following. Multiplying the site across other domains or servers creating new web sites based on the code selling the code relinquishment of copyright by Developers in any way. Customer shall retain all of its intellectual property rights in any text images or other components it owns and transmits to Developers for use in the Web Site.

4. Ownership Rights. Customer shall retain all of its intellectual property rights in any text images or other components it owns and transmits to Developers for use in the Web Site. Customer shall hold the copyright for the agreed upon version of the Web Site as delivered and Customers copyright notice may be displayed in the final version. Developers shall hold all right title and interest in and to the source code programming and original artwork created for the project. Specifically but without limitation Developer shall hold rights title and interest in and to. 1 all text graphics animation audio components and digital components of the Web Site the Content created by Developers 2 all interfaces navigational devices menus menu structures or arrangements icons help and other operational instructions and all other components of any source or object computer code that comprises the Web Site created by Developers

3 all literal and nonliteral expressions of ideas that operate cause create direct manipulate access or otherwise affect the content created by Developers 4 all copyrights patents trade secrets and other intellectual or industrial property rights in the Web Site or any component or characteristic thereof created by Developers. Customer shall not do anything that may infringe upon or in any way undermine Developers right title and interest in the Web Site as described in this paragraph 5. Compensation. For all of Developers services under this Agreement Customer shall compensate Developers in cash pursuant to the terms of Exhibit attached hereto. In the event Customer fails to make any of the payments referenced in Exhibit by the deadline set forth in Exhibit Developers have the right but are not obligated to pursue any or all of the following remedies. terminate the Agreement remove content from servers owned by Developers bring legal action. 6. Confidentiality. Customer and Developers acknowledge and agree that the Specifications and all other documents and information related to the development of the Web Site the Confidential Information will constitute valuable trade secrets of Developers. Customer shall keep the Confidential Information in confidence and shall not at any time during or after the term of this Agreement without Developers prior written consent disclose or otherwise make available to anyone either directly or indirectly all or any part of the Confidential Information. Excluded from the Confidential Information definition is anything that can be seen by the public on the Web Site when each page of the Web Site is first accessed. 7. Limited Warranty and Limitation on Damages. Developers warrant the Web Site will conform to the Specifications. If the Web Site does not conform to the Specifications Developers shall be responsible to correct the Web Site without unreasonable delay at Developers sole expense and without charge to Customer to bring the Web Site into conformance with the Specifications. This warranty shall be the exclusive warranty available to Customer. Customer waives any other warranty express or implied. Customer acknowledges that Developers do not warrant that the Web Site will work on all platforms. Customer acknowledges that Developers are not responsible for the results obtained by Customer on the Web Site. Customer waives any claim for damages direct or indirect and agrees that its sole and exclusive remedy for damages either in contract or tort is the return of the consideration paid to Developers as set forth in Exhibit attached hereto.

8. Independent Contractor. Developers are retained as independent contractors. Developers will be fully responsible for payment of their own income taxes on all compensation earned under this Agreement. Customer will not withhold or pay any income tax social security tax or any other payroll taxes on Developers behalf. Developers understand that they will not be entitled to any fringe benefits that Customer provides for its employees generally or to any statutory employment benefits including without limitation workers compensation or unemployment insurance. 9. Equipment. Customer agrees to make available to Developers for Developers use in performing the services required by this Agreement such items of hardware and software as Customer and Developers may agree are reasonably necessary for such purpose. 10. General Provisions. 10 Entire Agreement.

This Agreement contains the entire agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings written or oral between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by both of the parties hereto. 10 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of state or province. Exclusive jurisdiction and venue shall be in the county County state or province Superior Court. 10 Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and Developers and their respective successors and assigns provided that Developers may not assign any of his obligations under this Agreement without Customers prior written consent.

10 Waiver. The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect limit or waive such partys right thereafter to enforce and compel strict compliance with every term and condition of this Agreement. 10 Good Faith. Each party represents and warrants to the other that such party has acted in good faith and agrees to continue to so act in the negotiation execution delivery performance and any termination of this Agreement. 10 Ownership of Photographs. Developers may use some of their own photographs for the Web Site. Developers maintain ownership of the photographs and only grant Customer non exclusive right to use those photographs and only on Customers Web Site. 10 No Right to Assign. Customer has no right to assign sell modify or otherwise alter the Web Site except upon the express written advance approval of Developers which consent can be withheld for any reason.

10 Right to Remove Web Site. In the event Customer fails to make any of the payments set forth on Exhibit within the time prescribed in Exhibit Developers have the right to remove the Web Site until payment in full is paid plus accrued late charges of 2% per month. 10 Indemnification. Customer warrants that everything it gives Developers to put on the Web Site is legally owned or licensed to Customer. Customer agrees to indemnify and hold Developers harmless from any and all claims brought by any third party relating to any aspect of the Web Site including but without limitation any and all demands liabilities losses costs and claims including attorneys fees arising out of injury caused by Customers products services material supplied by Customer copyright infringement and defective products sold via the Web Site. Further customer agrees to indemnify Developers from responsibility for problems disruptions caused by third party services that Customer may use such as merchant accounts shopping carts shipping hosting services real time credit card processing and other services that relate to the ownership and operation of the Web Site or multimedia project. 10. 10 Use of Web Site for Promotional Purposes. Customer grants Developers the right to use the Web Site for promotional purposes and or to cross link it with other Web Sites developed by Developers.

10. 11 No Responsibility for Theft. Developers have no responsibility for any third party taking all or any part of the Web Site. 10. 12 Right to Make Derivative Works. Developers have the exclusive rights in making any derivative works of the Web Site. 10. 13 Attorneys Fees. In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement the prevailing party shall be entitled to recover its actual attorneys fees and costs including expert witness fees. 10. 14 Identification of Developers.

Customer agrees that Developers identification may be annotated within the code or on the Web Site as the authors. Customer also agrees to put on Developers copyright notices on the Web Site and the relevant content therein. 10. 15 No Responsibility for Loss. Developers are not responsible for any down time lost files improper links or any other loss that may occur in the operation of the Web Site. 10. 16 Transfer of Rights. In the event Developers are unable to continue maintenance of the Web Site non exclusive rights to the Web Site will be granted to Customer. 10. 17 Domain Name. Any domain name registered on Customers behalf will be made in Customers name for both the billing and administrative contacts. The technical contact is generally required to be the hosting ISP. Developer will not register domain names in Developers name.

Each party represents and warrants that on the date first written above they are authorized to enter into this Agreement in entirety and duly bind their respective principals by their signature below. EXECUTED as of the date first written above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed

company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed Customer Initials Developer Initials

Writing the Software Testing Plan document (alternate or related contract document)

Software Testing Plan STP THE STP PROJECT DOCMENT TITLE Author Title company name current date Document Version Control Information V 1. 0

1. Introduction 1 Purpose of this document Objectives Insert the purpose of this document its objectives and its intended audience. 1 Scope of document Insert description of the scope of this Software Testing Plan 1. 21 Scope Constraints

Insert constraints such as schedules costs interactions overview or any other information relevant to the testing of the development requirements. 1 Overview Insert an overview or brief description of the product software or other desired end result that is being tested under this Software Testing Plan. 1 Business Context Insert an overview of the business or organization desiring the development of this project. Include the business or organizations mission statement and its organizational goals and objectives. Note. If you have already completed Software Requirements Specification the majority of this material is copied verbatim from that document. The purpose of this preamble is to familiarize staff recently attached to the testing portion of project who may not have been present or involved with earlier stages of the project. 1 Testing Strategy Insert general overview of the strategy and plan for meeting the testing deliverables. Describe the levels of testing that will need to take place and the type of testing activities. more detailed outline will be provided further on in this document. If there are specific tests that need to follow their own STP you can describe them in an additional document separate from this main document. A Testing Strategy Outline will include.

* The individual items to be tested * The purpose for testing those items * The individual features to be tested * The individual features NOT to be tested * The managerial and technical approach to testing * The criteria for pass and failure of testing

* The individual roles or responsibilities of participants in testing * The milestones and deliverables required for testing * The schedules and timelines for individual tests or the Software Testing Plan as whole * The risk assumptions and constraints placed upon the Software Testing Plan. 1 References and Reference Material

Insert list of all reference documents and other materials related to the Software Testing Plan. References will often include but are not limited to. * Software Requirements Specifications * Software Development Plan * Software Quality Assurance Plan * Software Management Plan

* Project Outline and Management Plan 1 Documentation Items Insert references to documentation including but not limited to. * Software Requirements Specification SRS * Software Design Specification SDS

* Software Development Plan SDP * Software Installation Guide * Software Users Guide * Software Features Guide * Software Bug Error Correction or Defect Removal Guide 2. Items to be Tested 2 Program Modules Insert description of the testing to be performed for each module that the software contains.

2 Job Control Procedures Insert description of the procedures to be followed for testing the job control language JCL including scheduling for production control and all job sequencing. This section should include all the relationships between the above mentioned items in the Program Modules section. 2 User Procedures Insert description of the testing to be conducted on user documentation and support resources online or printed to ensure that they are complete and comprehensive. 2 Operator Procedures Insert description of the testing procedures to be conducted to ensure that the software can be run and supported within production environment as intended and that any Help Desk or other support services outlined in the plan can be verified as effective and meeting the intended support outcomes as outlined in the goal of the Software Testing Plan. 2 Features to be Tested Insert the objectives and requirements for features that are being tested in this Software Testing Plan. 2 Features Not to be Tested

Insert the objectives and requirements for features that are NOT being tested in this Software Testing Plan 3 Approach Insert the objectives and requirements for the overall approach to testing. The approach should cover such major tasks as the identification of time estimates for each element of the Software Testing Plan. Identify the different types of testing and describe their testing methods and the criteria for evaluating such testing. Your Software Testing Plan may contain several different approaches for certain elements. 3 Component Testing Insert the objectives and requirements to verify the implementation integrity and functionality for single unit component module or group of individual software elements or components. Component Testing is performed to verify that the individual component or group of components is complete and functioning as intended. 3 Integration Testing Insert the objectives and requirements to verify the implementation integrity and functionality for combined units such as individual software units components or group of individual software elements or components that has been combined with hardware elements. Integration testing is important to ensure that the software is functional as whole within the environment it is intended to run. The Integration Testing is performed to ensure that all operational requirements are met.

3 Conversion Testing Insert the objectives and requirements for testing that all historical data elements convert or are compatible with the new system. Conversion testing is required only if the software is an upgrade of an older system or will use or manipulate data from other systems. 3 Job Stream Testing Insert the objectives and requirements for testing that the software operates correctly in the production environment. 3 Interface Testing Insert the objectives and requirements for testing that the software operates correctly with all user interface and input systems.

3 Recovery Testing Insert the objectives and requirements for testing that the softwares recovery and restore operations function correctly and all backup systems and procedures work as intended in the production environment. 3 Performance Testing Insert the objectives and requirements for testing that the software operates correctly in regards to normal operation response and execution times scalability portability and all other performance requirements within the production environment. 3 Regression Testing Insert the objectives and requirements for testing that any changes applied to the software do not affect functions previously tested. 3 Acceptance Testing Insert the objectives and requirements for testing that the software or system meets all criteria and deliverables. The Acceptance Testing is important to ensure that all requirements are met and that all components modules hardware requirements and recovery and restore operations function in the production environment and that plan exists to demonstrate such functionality for customer. 3. 10 Alpha Beta and Release Candidate RC Testing

Insert the objectives and requirements for testing that will be done by customer to verify that the software meets all deliverables and requirements from the Software Requirements Specifications SRS or the Software Development Plan SDP and to detect any errors bugs or defects in the software. 4. Pass and Failure Criteria This section describes the criteria to determine whether specific item has passed or failed particular test. 4 Criteria for Suspension This section will describe the criteria for suspending an individual element or group of elements for particular testing activity. 4 Criteria for Resumption of Testing This section will describe the criteria for resuming testing for an individual element or group of elements that has been previously suspended.

4 Criteria for Approval of Testing This section will describe the criteria for acceptance and approval for an individual element or group of elements. 5. Testing Process and Methods Insert the specific testing process and methods to be used in performing each testing activity. In this section you will describe and define each type of test that the Software Testing Plan contains. You may attach additional exhibits to this section if your testing plan requires them. 6. Test Deliverables Insert the specific deliverables and documents that are to be delivered from the testing process. Test deliverables may include incremental data or data derived from incomplete tests. Typical test deliverables include but are not limited to. * Individual Test Element or Module Summary Reports * Group Element or Module Summary Reports

* Individual and Combined Test Logs * Test Metrics and Benchmark Reports * Test Input and Output Reports * Test Incident Reports 7. Testing Task and Requirements List A description of tasks and the skills required for performing testing as part of the deliverables. Examples.

7 Task Name Insert description here. 7 Responsibility for Task Insert description here. 7 Resources Required for Task Insert description here.

7 Schedule or Timeline for Task Insert description here. 8. Testing Hardware and Environmental Requirements List A description of the hardware and environmental requirements for performing testing as part of the deliverables. Examples.

8 Hardware Requirement Name Insert description here. 8 Software Requirement Name Insert description here. 8 Security Resources Requirement Name Insert description here. 8 Specific Tools Requirement Name Insert description here.

8 Specific Documentation Requirement Name Insert description here. 8 Specific Risks and Assumptions Insert description here. Focus on restraints such as resource availability time constraints staff and developer availability and all other external factors that can influence testing. 8. 61 Risk and Assumption Contingency Plan Insert description of the contingency plan for each item listed above. 9. Change Request and Management

A description of the Software Testing Plan change request and change management procedure. Describe the process that must be followed for submission review and authorization for all requests for change to the Software Testing Plan or any change to any part of the deliverables. 10. Approval for Software Testing Plan A description of the personnel authorized to approve the Software Testing Plan. Their Name Title and signature must accompany this document. approved approver Title Date when the contact was signed

approved approver Title Date when the contact was signed approved approver Title Date when the contact was signed approved approver Title Date when the contact was signed

11. Appendices A description of all other supporting information required for the understanding and execution of the Software Testing plan and requirements. All Software Testing Plan documents require the following two appendices. 11 Definitions Acronyms Abbreviations A description of the definition of important terms abbreviations and acronyms. This may also include Glossary of terms. 11 References A listing of all citations to all documents and meetings referenced or used in the preparation of this Software Testing Plan and testing requirements document.

Customer Initials Developer Initials