This is based heavily on the Andy Clarke's brilliant article on 24 Ways: http://24ways.org/2008/contract-killer
Between Surpass Web and William Downey & Myung Chan Parck
We will always do our best to fulfil your needs and meet your goals, but sometimes it is best to have a few simple things written down so that we both know what is what, who should do what and what happens if things go wrong. In this contract you won't find complicated legal terms or large passages of unreadable text. We have no desire to trick you into signing something that you might later regret. We do want what's best for the safety of both parties, now and in the future.
You, William Downey & Myung Chan Parck are hiring Surpass Web located at 3040 rue College, Sherbrooke, QC to design and develop an initial user experience and branding for a Facebook Application for the total price of $1000 CAD outlined in our previous correspondence. The agreed payment plan is at the end of the document. At the end of this contract we will create a new one which takes into consideration the scope of work decided upon in the user experience design.
What do both parties agree to do?
As our customer, you have the power and ability to enter into this contract on behalf of your company or organization. You agree to provide us with everything that we need to complete the project including text, images and other information as and when we need it, and in the format that we ask for. You agree to review our work, provide feedback and sign-off approval in a timely manner too. Deadlines work two ways and you will also be bound by any dates that we set together. You also agree to stick to the payment schedule set out at the end of this contract.
We have the experience and ability to perform the services you need from us and we will carry them out in a professional and timely manner. Along the way we will endeavour to meet all the deadlines set but we can't be responsible for a missed launch date or a deadline if you have been late in supplying materials or have not approved or signed off our work on-time at any stage. On top of this we will also maintain the confidentiality of any information that you give us.
Details of the works
We will create a master document outlining every functionality of your App. This contract includes one main design plus the opportunity for you to make up to two rounds of revisions. If you're not happy with the designs at this stage, you will pay us in full for all of the work that we have produced until that point and you may either cancel this contract or continue to commission us at an additional fee.
We will also look at the branding of the App. If you would like us to create a visual identity for your company (logo, color scheme, font, stationary, business card design, etc.) we will do so at this stage. Doing so will increase the fees owed to Surpass Web by an amount we will agree upon should you choose to take this route.
This portion of the project does not necessarily include graphics. If you feel they are needed, you will supply us photographs either in digital or printed format. If you choose to buy stock photographs we can suggest vendors of stock photography. Any time we spend searching for photos, taking photographs or creating graphics will be charged at $50 per hour, after a free initial consultation to determine if this is the best route to take.
Changes and revisions
The prices at the beginning of this document are based on the number of days that we estimate we'll need to accomplish everything that you have told us you want to achieve. If you do want to change your mind, add extra pages or templates or even add new functionality, that won't be a problem. You will be charged according to the time it takes us to accommodate these changes. We will always make sure you are aware of these costs in writing before charging you. Along the way we might ask you to put requests in writing so we can keep track of changes.
We aren't liable to you or any third party for damages, including lost profits, lost savings or other incidental, consequential or special damages arising out of any part of our collaboration, even if you have advised us of the possibilities of such damages.
If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.
You guarantee to us that any elements of text, graphics, photos, designs, trademarks, or other artwork that you provide us for inclusion in the App are either owned by your good selfs, or that you have permission to use them.
Copyright is automatically assigned as follows:
We own the graphics and other visual elements that we create for you for this project. The rights to these graphics and other visual elements will only be transferred to you in a later contract. At that time, we will give you a copy of all files and you should store them really safely as we are not required to keep them or provide any native source files that we used in making them.
You also own text content, photographs and other data you provided, unless someone else owns them. We own any text content, photographs and other data that we provide, until they are transferred to you in a later contract.
We own the HTML markup, CSS, PHP and other code and we license it to you for use on only this project.
We love to show off our work and share what we have learned with other people, so we also reserve the right to display and link to your completed project as part of our portfolio and to write about the project on web sites, in magazine articles and in books about web design.
As we own all intellectual property that you have not directly provided to us at this stage of the project, you may not use any of this intellectual property for any purpose other than promotion and advertising until the rights are transferred to you in a later contract.
We are sure you understand how important it is as a small business that you pay the invoices that we send you promptly. We will not begin work until we have received the full agreed upon amount.
100% of total initial deposit: $1000 CAD
Interest accrued if payment is more than 14 days late is 5% of outstanding amount to be added every 7 days, starting from 15th day after receipt of finished product.
The amount received in Surpass Web's bank account must be 1000$ CAD. Any fees that would lower this amount (such as PayPal fees) must be paid in full by William Downer & Myung Chan Parck. We must not be penalized for your choice of payment method.
But where is all the horrible small print?
Just like a parking ticket, you cannot transfer this contract to anyone else without our permission. This contract stays in place and need not be renewed. If for some reason one part of this contract becomes invalid or unenforceable, the remaining parts of it remain in place.
Although the language is simple, the intentions are serious and this contract is a legal document.
Everyone should sign above and keep a copy for their own records.