Web-Site Development Deals
By Catherine Sansum Kirkman
Many Web publishers hire outside developers to perform services in connection with the creation and maintenance of their Web sites. This column will review the main points of a contract in which a third-party developer is engaged to provide custom design and software-development services for a Web site.
The first contract issue that arises usually relates to the scope of the services to be rendered by the developer. Some developers are hired to write custom software to enable particular features for a Web site; others are hired to design the look and feel of the entire site based on an interpretation of the client's corporate identity. The range of services can include software design and authoring services, maintenance services, domain-name registration services, and connectivity or hosting services. As a result, the contract must reflect a mutual understanding of the scope of the developer's responsibilities. The following is a typical services clause:
(a) Authoring Services. Developer shall perform design, authoring, and set-up services as necessary to modify existing Developer technology, trade secrets, and know-how to produce computer software ("Software") that performs the functions described in Schedule A. Client shall deliver all marketing collateral, data, and other materials (collectively, "Content") selected by Client for incorporation into the Software to Developer in predigitized form (unless otherwise agreed) on or before the date(s) specified in Schedule A. Incorporation of any additional Content or changes to Content after the Content delivery date shall constitute Additional Services pursuant to Section (e) below, provided that Developer shall make at no extra charge such de minimis changes that it deems reasonable and not unduly burdensome in its sole discretion.
