How to conclude a contract for the development of a website?



What provisions should the contract for the development of the site contain? 

In connection with the general transition to online, business owners are increasingly faced with the need to create a website. Online business presentation increases your sales and brand awareness. At the same time, you should take a responsible attitude to the legal registration of relations with the developers of the site, since mistakes in drawing up a contract can lead to extremely negative consequences.

Website creation is an extremely complex process, accompanied by many stages and actions that must be properly settled in a contractual way.

First of all, it is necessary to determine the purpose of the activity, namely: 

  • Develop a website from scratch, that is:
    • Decide on the concept;
    • Develop a design;
    • Choose the type of site, depending on the requirements;
    • Develop a program code; 
    • Decide on hosting, domain;
    • Test the site under different loads.
  • Create a simple website that includes:
    • Simple creation of a website builder using one of the many popular services that provide such services;
    • Launch a website based on a CMS platform, which in its essence is similar to the option above, but will ultimately result in a more personalized solution, which, accordingly, will require high costs;
    • Create a website based on one of the developer's ready-made concepts.

It is important to understand that these requirements must be indicated in the subject of the contract, since its name from a legal point of view does not in any way affect its qualifications. This position is also adhered to by the Supreme Court of the Russian Federation in accordance with the Resolution of the Plenum of the Armed Forces No. 49 of December 25, 2018.

First of all, you need to decide on the type of contract. When developing a site, it will be safest to conclude a work contract or a copyright contract, since the use of another contract will limit the customer in terms of requirements for the contractor, at least in terms of the timing and quality of work.

Often, one of the most common mistakes in the contractual registration of relations between the customer and the contractor is the conclusion of a contract for the provision of services for a fee.

According to the Civil Code of the Russian Federation, under a contract for the provision of paid services, the contractor is obliged to provide services to the customer. In this case, the essential terms of the contract will be only the type of services provided to the customer, which makes it impossible for the customer to make any demands on the quality of the services received and the timing of their receipt.

Therefore, you should choose an agreement, the subject of which will be the result of the contractor's activity, and not the activity itself, since in this case it becomes possible to legally present claims against the contractor in court.

The subject of the agreement must indicate a fully functioning website, which in turn is a set of program code, web pages and other service files that are placed under a specific domain name. 

The correct indication of the subject of the contract is extremely important in drawing up the contract and formalizing the relationship between the parties, but in this case the subject can become extremely voluminous. 

To avoid this, you can take out a part of the subject of the contract in an appendix to it called "Terms of Reference", where you can describe in more detail the process of work, divide it into components and indicate all your wishes regarding the future site. 

Correctly drafted terms of reference is the key to successful work and your interaction with the contractor. The rules for drawing up technical specifications will be described in the next paragraph.

It is also extremely important to provide in the contract all the conditions on the procedure for paying for work and the timing of its implementation. Payment methods can be very different, depending on the wishes of the parties. Payment can be made one-time at the conclusion of the contract, after the end of the work, or divided into parts.

The timing of the work must be agreed at the stage of concluding the contract, including:

            • Start date of work;
            • Completion date of work;
            • Deadline for acceptance of completed work;
            • Sanctions for violation of terms and conditions.

Along with the above requirements, the contract should specify the procedure for performing and accepting work. To ensure the effective work of the contractor, one of the most successful solutions is to divide the work into stages, with certain deadlines and certain types of work that must be completed during this stage. This action will avoid misunderstandings between the parties and will be the proper evidence in court in the event of a dispute.

The complex development of the site is also the result of creative activity, as a result of which a new, unique site is produced, which is an object of intellectual property, to which the rights of the parties arise.

In the contract, it is necessary to register the transfer of exclusive rights to the site to the customer after the fulfillment of the obligations of the parties under the contract.  

Rules for drawing up technical specifications for the creation of a website 

The terms of reference for the creation of a site, as mentioned above, is a mandatory element when concluding an agreement for the creation of a site.

The terms of reference are drawn up as an annex to the main contract.

 The TR should contain the following structural elements:

            • Introduction, which briefly describes the essence of the tasks and the type of site;
            • Description of the site's functionality;
            • Structural description of the site;
            • Technical characteristics of the site, such as performance on different platforms, the load that the site must withstand;
            • Description of the content that the site is filled with.

This list is not final and may vary depending on the site and the tasks presented to the performer.

Based on the foregoing, legally correct drafting of a contract for the development of a site will help you avoid possible litigation and the associated costs. To draw up a consultation and assistance in drawing up a contract for the development of a website, you can contact A4 Law Firm.


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