Legal Contract Templates Web Development Contract (Client Centered)

How do you write a Web Development Contract (Client 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 or selling or distributing the code to third party. 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. Developer retains exclusive rights to pre existing material they use in Customers project s. Customer does not have right to reuse resell or otherwise transfer material owned by Developer or third parties. Developers materials shall be defined as set forth in Exhibit attached. 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 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 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. 10 No Responsibility for Theft. Developers have no responsibility for any third party taking all or any part of the Web Site.

10. 11 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. 12 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. 13 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. 14 Transfer of Rights. In the event Developers are unable to continue maintenance of the Web Site Customer shall have non exclusive rights to use pre existing material see Exhibit owned by Developer in connection with Customers Web Site. 10. 15 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

How to write my Project Copyright Transfer Contract document (alternate or related contract document)

TRANSFER OF COPYRIGHT AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between company name hereafter referred to as Author and company name hereafter referred to as Client PART A. The purpose of this Agreement hereafter referred to as the Agreement is to act as transfer of copyright for the attached work Exhibit hereafter referred to as the Article from company name to company name effective as of the date of this agreement. Note. If article was prepared as part of the writers duties for his her employer work for hire this agreement must be signed and authorized by the employer as the Author. If the Article was prepared by U. S. Government employee as part of his her official duties please refer to Part B.

Copyright to the above work including without limitation the right to publish the work in whole or in part in any and all forms of media now or hereafter known is hereby transferred to company name for the following publication uses. Insert details of the specified usage of the content. Copyright to the listed original and unpublished article and subsequent revisions errata or abstracts submitted by the above author the Article is hereby transferred to company name for the full term thereof throughout the world subject to the following rights that the author may freely exercise and to acceptance of the Article for publication and use in company name business. company name shall have the right to register as claimant copyright to the Article in its name whether used individually or as part of another work or medium in which the Article is part of. The author shall retain the following rights so long as the author agree that all copies of the Article made under any of these following rights shall include notice of the company name copyright. 1 All proprietary rights and patent rights other than copyright and the publication rights transferred to company name.

2 The nonexclusive right after publication by company name to give permission to third parties to republish the Article or translation thereof or excerpts therefrom without obtaining permission from company name provided the company name published version is not used for this purpose and provided the Article is not to be published in another journal or web site. If the company name version is used permission from company name must be obtained. 3 The right to post their own author versions of reprints and revisions to use all or part of the Article without revision or modification including the company name published version in personal collection or other publications of the authors own works so long as the company name copyright notice is attached. 4 The right of an employer to make copies of the Article so long as it was prepared by an employee within the scope of his or her employment and only for the employers own internal use. 5 In the case of work performed under United States Government contract Publisher grants the U. S. Government royalty free permission to reproduce all or portions of the Article and to authorize others to do so for U. S. Government purposes. In the event that the Article is not accepted and published by company name this agreement becomes null and void. By signing this Agreement the author warrants that the Article is original with the author and does not infringe any copyright or violate any other right of any third parties and that the Article has not been published elsewhere and is not being considered for publication elsewhere in any form except as provided herein. If each authors signature does not appear below the signing author represent that they sign this Agreement as authorized agents for and on behalf of all the authors and that this Agreement and authorization is made on behalf of all the authors. The signing author or in the case of work made for hire the signing employer also warrant that they have the full power to enter into this Agreement and to make the grants contained herein. If any provision of this agreement is held to be unenforceable the enforceability of the remaining provisions shall in no way be affected or impaired thereby. This agreement and any disputes arising here under shall be governed by the laws of state or province state without regard to conflicts of laws principles. failure by any party to exercise or delay in exercising right or power conferred upon it in this agreement shall not operate as waiver of any such right or power.

company name Name. Signature. Date. PART B. In the case of work that was performed under U. S. Government contract but you are not U. S. Government employee please sign the transfer form above and review Item above. The following certifies that the author of the listed Article see Exhibit are employees of the U. S. Government and the work was performed as part of their employment and that the Article is not subject to protection under U. S. Copyright. Name. Signature.

Govt. Organization. Date. Author Initials Client Initials

Writing the General Project Work Order (No Deposit) document (alternate or related contract document)

WORK ORDER company name address address city state or province zip or postal code Phone phone number DATE. current date Order WorkOrder Bill To. company name city state or province zip or postal code

Phone phone number For. Insert what you are doing for the customer here DESCRIPTION* HOURS RATE AMOUNT TOTAL Agreements In consideration of the mutual covenants set forth in this Agreement Customer and Company hereby agree as follows. 1. Development of Project or Services. Customer agrees to engage Company to develop the Project as described above*. 2. Delivery of Project or Services. Company will use reasonable diligence in the development of the project and endeavor to deliver to Customer an operational project no later than delivery date. Customer acknowledges however that this delivery deadline is an estimate and not required delivery date. 3. Ownership Rights. Company shall hold all right title and interest in and to all copyrights patents trade secrets and other intellectual or industrial property rights in the project or any component or characteristic thereof which are proprietary to the Company. Customer shall not do anything that may infringe upon or in any way undermine Companys right title and interest in the project as described in this paragraph 3. Notwithstanding the above Customer shall retain all of its intellectual property rights in any components it owns and transmits to Company for use in the project. 4. Compensation. For all of Companys services under this Agreement Customer shall compensate the Company in cash the amount specified in the total above. In the event Customer fails to make any of the payments referenced by the deadline set forth as invoiced Company has the right but is not obligated to pursue any or all of the following remedies. terminate the Agreement remove the project from public access bring legal action. 5. Limited Warranty and Limitation on Damages. Developers warrant the project will conform to the Specifications. If the project does not conform to the Specifications the Company shall be responsible to correct the project without unreasonable delay at the Companys sole expense and without charge to Customer to bring the project into conformance with the Specifications. This warranty shall be the exclusive warranty available to the Customer. Customer waives any other warranty express or implied. Customer acknowledges that the Company does not warrant that the project will work on all platforms. Customer acknowledges that the Company is not responsible for the results obtained by the Customer. 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 the Company. 6. Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and the Company and their respective successors and assigns provided that the Company may not assign any of its obligations under this Agreement without prior written consent of Customer. ACCEPTANCE OF AGREEMENT. The above prices specifications and conditions are hereby accepted. The Company is authorized to execute the project as outlined in this Agreement. Payment will be made as proposed 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 Company Initials

How to write my Contract Milestones Checklist document (alternate or related contract document)

MILESTONES Sample Milestones for typical project. Edit as you see fit for your own project milestones. This document is intended to be attached to the development contract with Exhibit Payment Terms and or Exhibit Project Specifications. Milestone Completed 1 Acceptance of project mockup graphics. 2 Acceptance of project skeleton architecture design. 3 Acceptance of navigation interface prototype project alpha. 4+ Each hours of logged work is billed as milestone each beta release etc. Final Final acceptance of project.

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

Software Development Plan SDP THE SDP PROJECT DOCUMENT 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 Development Plan.

1. 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 Development 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 Definitions Terms Acronyms or Abbreviations

Insert definitions of any terms used throughout this Software Development Plan. Be sure to define specific acronyms or abbreviations used in your project. 1 References and Reference Material Insert list of all reference documents and other materials related to the Software Development Plan. References will often include but are not limited to. * Requirements Management Plan RQMP * Risk Management Plan RMP * Business Modeling Guidelines * Development Case * Software Requirements Specifications SRS * Design Specifications

* Programming Guidelines * User Interface UI Guidelines * Human Interface HI Guidelines * Test Guidelines and Test Measurement Plan * Software Quality Assurance Plan

* Software Management Plan * Project Outline and Management Plan * Project Acceptance Plan 1 Documentation Items Insert references to documentation.

2. Overview of Project 2 Purpose of Project Insert description of the purpose of the project and expected outcome. 2 Scope of Project Insert description of the scope of the project including the departments it may affect or include vendors it may impact business processes it may enhance or replace or anything else relating to or regarding the scope of the project that this Software Development Plan may include. 2 Project Objectives Insert description of the objectives that are to be met by the project itself and not necessarily by the Software Development Plan.

2 Assumptions and Constraints of the Project Insert list and descriptions of all assumptions that the Software Development Plan is based upon. Constraints may also be detailed in this section including any variable or conditional constraints that may exist. 2 Software Development Plan History Insert references or table of prior versions of the Project Software Development Plan or any other information detailing revisions edits or changes to this Software Development Plan or Project as whole. 2 Specific Objectives and Requirements Not to be Met Insert any objectives and requirements for this project that are not to be met. This section is used to better clarify areas that you would like to be made clear are not the intended goals of this Software Development Plan. 3. Organization of Project Insert description of how the project and its components are to be organized including hierarchical organization chart or diagram of entities that details authorities. This includes project teams third party vendors third party contractors management duties report to lists and any group that is to be included into the overall organizational structure of the project.

3 Internal Interfaces Insert all information pertaining to how the project interfaces with internal groups in the Company. This includes all direct team members involved with the development. however this may also include departments that may have little or no say in the development of the project yet have roles as end users. 3 External Interfaces Insert all information pertaining to how the project interfaces with external groups in the Company. This includes all vendors and contractors involved with the development including those with testing or end user responsibilities. 3 Roles and Responsibilities

Insert the organizational units that are responsible for determining or supporting processes. Include all points of contact for these organizational units. 4. Project Management This section describes the management processes that oversee the costs timeline schedules decision making and evaluation points in the project. 4 Estimates This section will provide the estimated costs for project including schedule for all payments. Include detailed basis for all costs and description of the point at which re evaluation of those costs should take place. Thresholds should be detailed even if they are conditional or variable costs. 4 Project Plan Detail This section will describe the project plan in detail. This section will often span multiple pages. Criteria for developing project plan include but are not limited to.

* The phases that the project plan will be broken into including any friendly names you may use for them such as Prototype Core Development Production etc. * breakdown of the work structure and assignments of responsibilities. * Timelines Schedules or Gantt Charts that show the amount of time allotted to each phase of the project or to specific tasks. * Specific project milestones and deliverables including specific release dates for prototypes drafts demos or releases. * Specific criteria for project milestones and deliverables. * Identification of the internal or external achievements that must be met for each milestone or deliverable. 4. Project Plan Detail. Iteration Objectives This section describes each version or iteration of specific deliverable or objectives and what the criteria shall be for approval. If project deliverables include iterations of deliverables that are experimental or exploratory in nature then specific criteria may include Iteration Objectives that merely state what was learned or discovered.

4. Release Dates This section will describe any release dates for project milestones or deliverables. 4. Project Schedule and Schedule of Phases This section will describe the complete schedule for completion of the project including individual breakdowns of each individual phase. Phases that run concurrent should be detailed using proper project management charts and diagrams. Target dates should be fixed in this section for each deliverable or milestone even if they are estimates. 4. Acquisition of Resources

This section will describe how the Company will acquire the necessary resources to fulfill the project and which budgets will be tapped to do so. The section may also detail the approach that the Company will take to acquire resources. 4. Project Staffing Plan This section will describe the projects staffing requirement and how the Company will meet those requirements from within the Company or whether additional staff will be required. Detail whether external resources will be utilized to meet the Project Staff Plan and any constraints that may be imposed upon budgets and cost estimates for the project. 4. Project Training Plan This section will describe the projects staff requirement for training and whether external resources will be utilized to meet the Project Staffs Training requirements. Detail any constraints that may be imposed upon budgets and cost estimates for the project. Include time constraints and requirements to train staff. 4. Project Budget This section will describe in detail the costs and their allocation across the entire Software Development Plan. This section may span multiple pages or addenda if necessary.

4 Project Monitoring and Oversight This section will detail the requirements for controlling the projects its costs and adherence to the delivery schedule and phases for the management of the project. Include any schedules required to monitor the progress of the project and its individual milestones and deliverables to ensure that the project adheres to its proposed schedule. 4. Budget Control This section details any budgetary controls that will be in place for the project. 4. Quality Assurance QA Control This section details any quality assurance controls that will be in place for the project. 4. Measurement Control

This section details any measurements and standards that will be used to quantify benchmarks deliverables objectives methods or any other component of the project that requires the definition of specific measurements. 4. Reporting Control This section details all reporting requirements for the project including the frequency and formats of reports for the project. 4 Post Project Responsibilities This section details the responsibilities of individual organization units teams or staff after achieving completion of the project. Include all post project debriefings reports accounting of project resources and materials and staff re assignments and responsibilities. 5. Technical Process Plans and Methods Insert the specific technical process standards and methods to be used during the development of the project. In this section you will describe and define each plan that the Software Development Plan relies upon or includes. You may attach additional exhibits to this section if your testing plan requires them. This section may include excerpts or plan attachments from Sec. and Sec. 1. 7. At minimum most Software Development Plans will include. * Software Development Case

* Business Process and Modeling Guidelines * Design Style and Programming Guidelines and Standards * User Interface UI Guidelines and Standards * Risk Assessment Reduction and Management Plans * Testing Guidelines and Standards * Use Case Standards

* Hardware and Resource Infrastructure Plan * Project Acceptance Plan * Configuration Management Plan * Documentation Guidelines and Standards * Vendor Management Guidelines and Standards * Support Management Plan * Additional Plans or Guidelines

6. Project Deliverables Insert the specific milestones and deliverables that are to be delivered under this plan. Deliverables may also include iterative versions drafts demos prototypes and release versions of Software. 7. Deliverable and Milestone Objective Testing A description of individual milestones and deliverables and the requirements for acceptance. Examples. 7 Milestone or Deliverable Name Insert description here.

7 Milestone or Deliverable Name Insert description here. 7 Milestone or Deliverable Name Insert description here. 7 Milestone or Deliverable Name Insert description here. 8. Hardware and Resource Requirements List A description of the hardware and resource requirements. 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. 9. Change Request and Management A description of the Software Development Plan change request and change management procedures. Describe the process that must be followed for submission review and authorization for all requests for change to the Software Development Plan or any change to any part of the deliverables.

10. Approval for Software Development Plan A description of the personnel authorized to approve the Software Development Plan. Their names titles and signatures 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 Development Plan and requirements. All Software Development Plan documents require the following two appendices. Expanded from Sec. 11 Definitions Acronyms Abbreviations A complete list of the definitions of important terms abbreviations and acronyms. This may also include Glossary of terms.

11 References A complete listing of all citations to all documents and meetings referenced or used in the preparation of this Software Development Plan and testing requirements document. Customer Initials Developer Initials