A contract for an individual freelancer / contractor in the United States.
Agreement for eCommerce Website Implementation
Between me: Your Name (“I”, “me” or “developer” in this document)
And you: Client Name (“you” or “client” in this document)
I will always do my 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. I have no desire to trick you into signing something that you might later regret. I do want what's best for the safety of both parties, now and in the future.
You, Customer's name, are hiring me, Designer's Name , to implement and fully complete an eCommerce website for the estimated total price of £ Price outlined in our previous correspondence. The agreed payment plan is at the end of the document.
What do both parties agree to do?
As my client, you agree:
- You have the power to enter into this contract on behalf of your company or organization.
- Coordination of any decision-making with parties other than me
- To provide me with everything I need to complete the project including text, account credentials, images and other information as and when I need it, and in the format that I ask for.
- To review my work, provide feedback and sign-off within agreed timescales.
- To be bound by any dates that we set together for deadlines.
- To stick to the payment schedule described at the end of this contract.
As the developer, I agree:
- I have the experience and ability to perform the services you need from me.
- I will carry this service out in a professional and timely manner.
- I will respect the confidentiality of any information you give me.
- I will endeavour to meet all the deadlines set but I 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 my work on-time at any stage.
Details of the works
I will provide suggestions for designs or templates for the look-and-feel, layout and functionality of your web site. I will also setup and configure an eCommerce framework for you using WordPress and WooCommerce as platform.
HTML/CSS layout templates
I will not test these templates in old or abandoned browsers, for example Microsoft Internet Explorer 5, 5.5, 6, or 7 for Windows or Mac, previous versions of Apple's Safari, Mozilla Firefox or Opera unless otherwise specified. If you need to show the same or similar visual design to visitors using these older browsers, I will charge you at the daily rate set out in my original estimate for any necessary additional code and its testing.
I am not responsible for writing or inputting any content. That includes but is not limited to: products, page content, categories, attributes, and product tags. I'll be happy to help, though, and in addition to the estimate I will charge you at £ Hourly Content Fee per hour, including a free initial consultation, for content input.
If needed, you will supply me photographs either in digital or printed format. If you choose to buy stock photographs I can suggest vendors of stock photography. Any time I spend searching for or taking appropriate photographs you will be charged at £Hourly Photo Fee per hour, after a free initial consultation to determine if this is the best route to take.
Changes and revisions
I know from plenty of experience that fixed-price contracts are rarely beneficial to you, as they often limit you to your first idea about how something should look, or how it might work. I don't want to limit either your options or your opportunities to change your mind.
The estimate/quotation prices at the beginning of this document are based on the number of days that I estimate I'll need to accomplish everything that you have told me 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 the daily rate set out in the estimate I gave you. Along the way I might ask you to put requests in writing so I can keep track of changes.
You may already have professional web site hosting, you might even manage that hosting in-house; if that's the case, great. If you don't manage your own web site hosting, I can set up an account for you at one of my preferred, third-party hosting providers. I will charge you a one-off fee for installing your site on this server, plus any statistics software such as Google Analytics; then the updates to, and management of that server, plus any support issues will be up to you.
I do not provide web site hosting and so I do not offer or include technical support for web site hosting, email or other services relating to web site hosting. If you do require help with anything beyond the design and development of your site, I'll be happy to help.
Cancelling this contract
If you wish to cancel this agreement, I will retain your down payment and you may be required to make an additional payment to cover the work I’ve done. This ‘kill fee’ (not as dangerous as it sounds) will be based on the percentage of the project completed.
I can't guarantee that the functions contained in any web page templates or in a completed web site will always be error-free and so I can't be liable to you or any third party for damages, including lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate this web site and any other web pages, even if you have advised me of the possibilities of such damages.
Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall nevertheless remain in full force and effect and the invalid or unenforceable provision shall be replaced by a valid or enforceable provision.
Third party materials. All third party materials are the exclusive property of their respective owners. I shall inform you of all third party materials that may be required to perform the services or otherwise integrated into the final project. Under such circumstances, I shall inform you of any need to license.
No Exclusivity. The Parties expressly acknowledge that this Agreement does not create an exclusive relationship between the Parties. Client is free to engage others to perform services of the same or similar nature to those provided by Designer, and Designer shall be entitled to offer and provide design services to others, solicit other clients and otherwise advertise the services offered by Designer.
Governing Law. The formation, construction, performance and enforcement of this Agreement shall be in accordance with the laws of the United States and State of Residence without regard to its conflict of law provisions or the conflict of law provisions of any other jurisdiction.
You guarantee to me that any elements of text, graphics, photos, designs, trademarks, or other artwork that you provide us for inclusion in the web site are either owned by your good self, or that you have permission to use them.
When I receive your final payment, copyright is automatically assigned as follows:
- You own the graphics and other visual elements that I create for you for this project. I will give you a copy of all files and you should store them really safely as I am not required to keep them or provide any native source files that I used in making them.
- You also own text content, photographs and other data you provided, unless someone else owns them.
I love to show off my work and share what I have learned with other people, so I also reserve the right to display and link to your completed project as part of my portfolio and to write about the project on web sites, in magazine articles or in books about web design.
I am sure you understand how important it is as a small business that you pay the invoices that I send you promptly. As I'm also sure you'll want to stay friends, you agree to stick tight to the following payment schedule, which will be as follows, but may be revised based on further conversations between us.
The total cost of the work is: $total
I will invoice for an initial down payment of $deposit once this agreement has been signed. I won’t start work until I receive this payment.
I will invoice for the remaining balance of $total - depositonce the work has been completed. This is due not more than 14 days after receipt of finished product.
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.
Just like a parking ticket, you cannot transfer this contract to anyone else without my permission. This contract stays in place and need not be renewed.
Everyone should sign above and keep a copy for their own records.