Freelance Web Developer Contract Template PDF

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Freelance Web Developer Contract

This Freelance Web Developer Agreement (the "Agreement"), dated [the date both parties will have signed] is entered into by [Freelance Web Developer name], an individual residing in [address], (the "Freelance Web Developer"), and [client name], an individual residing in [address], (the "Client").

Whereas, the Freelance Web Developer and the Client desire to establish the terms and conditions under which the Freelance Web Developer will provide services to the Client, the parties agree as follows:

1. Scope of Work. The Freelance Web Developer agrees to perform such consulting, advisory and related services specified on Exhibit A to this Agreement ("Description of Services").

2. Term. This Agreement shall commence from the date this Agreement is signed by both parties and shall continue until the scope of work defined in the Description of Services is completed (such period, as it may be extended or sooner terminated in accordance with the provisions of Section 4, being referred to as the ("Service Period").

3. Payment.

a. Service Cost. In consideration of the Service, the Client will pay the Freelance Web Developer of $ per hour (the "Service Cost").

b. Expenses. The Freelance Web Developer shall be responsible for all business expenses incurred by the Freelance Web Developer in connection with, or related to, the performance of the services.

c. Invoices. The Client shall pay to the Freelance Web Developer amounts shown on each statement or invoice described in Section 3(a) and 3(b) within () days after receipt thereof.

d. Benefits. The Freelance Web Developer shall not be entitled to any benefits, coverages or privileges, including, without limitation, health insurance, social security, unemployment, medical or pension payments, made available to Freelance Web Developers of the Client.

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How to Get Started with a Freelance Web Developer Contract Today

How can I freelance as a web developer?

Freelancing as a web developer can be an exciting and rewarding experience. The first step in starting your freelance web development career is to create a contract template that outlines the terms and conditions of your agreement with the client. This should include the services you will provide, how much you will be paid, and the length of the project. It's also important to list any milestones or deliverables that need to be met throughout the course of the project. Additionally, make sure to clearly outline your payment terms, such as what payment methods are accepted, when invoices will be sent, and when payments are due. Once your contract template is complete, it can be used for all future clients as a way to ensure clear communication between both parties.

Do you even need a freelance web developer contract?

Yes, it is essential to have a freelance web developer contract in place before starting any web development project. A contract helps to protect both parties involved and ensures that all expectations are clearly outlined. The contract should provide the details of the service the freelance developer will provide, along with how much they will be paid for those services. It should also include information about any milestones or deliverables that must be met throughout the course of the project, as well as payment terms, such as when invoices will be sent and when payments are due. Having a clear, written agreement allows both parties to feel secure and confident in their working relationship and provides transparency with regards to roles and responsibilities.

How do you create a freelance web developer contract?

Creating a freelance web developer contract is an essential step for both the client and the freelance web developer. It helps ensure that all expectations are clearly outlined and protects both parties involved in the project. The contract should include details of services provided by the freelance developer, how much they will be paid for those services, any milestones or deliverables to be met throughout the project, as well as payment terms such as when invoices will be sent and when payments are due. The client also decides what free template they would like to use, which can easily be found online depending on their website development needs. Having this clear agreement in place allows everyone to feel secure and confident in their working relationship while providing transparency with regards to roles and responsibilities.

What to include in a freelance web development contract?

Each freelance web developer agreement should contain sections dedicated to these topics:

Scope of the project

The scope of the project should be clearly outlined in the web development agreement. This should include details such as the goals and objectives of the project, timeline and milestones, deliverables, a detailed project proposal outlining the specific services to be provided, payment terms, and any other relevant information. In addition to this, it is important to ensure that both parties understand what is expected of them throughout the course of the project. The scope of the project should be revisited periodically to ensure that all expectations are being met as agreed upon by both parties. By having a clear and well-defined scope of work outlined in a web development agreement, it helps to create a successful working relationship between the client and the freelance developer.

Detailed project description

When creating a web development contract, it is important to include a detailed description of the services that will be provided. The description should outline the project scope and any milestones or deliverables that have been previously agreed upon between both parties. It should also clearly state what payment terms are accepted, when invoices will be sent, and when payments are due. A solid contract helps both parties feel secure in their working relationship by providing clear expectations for the project outcome and setting out responsibilities on either side.

Feedback, editing, and approval process

When creating a web development contract, the feedback, editing, and approval process should be clearly outlined. The client should decide which method of feedback works best for them and agree to it with the freelance developer in order to ensure that all project requirements are met. This could include regular check-ins or updates from the developer to the client or vice versa.

Deliverables and milestones

Deliverables and milestones are an important part of any web design contract or website development contract. They ensure that both the client and freelance web developer understand their responsibilities, what is expected of them, and when certain tasks should be completed. With deliverables, this could include a timeline for the project, and detailed descriptions of tasks to be completed. Every client has a deadline, and your agreement should include it, so all parties understand when work should be delivered.

Payment terms

Payment terms are a crucial component of any web development agreement or freelance contract. The payment schedule should be clearly outlined in the contract, specifying when invoices will be sent and when payments are due. This helps to ensure that all parties involved in the project understand their financial obligations and creates transparency throughout the working relationship. It is also important to note that payment terms may vary depending on the project scope, timeline and any other factors that have been agreed upon between both parties. By having a clear payment schedule set out in the web development agreement or freelance contract, it helps to create trust and respect between both parties.

Tax documentation

Tax documentation is an important part of any particular agreement or legal document related to web design services. The contract should include a section that outlines the necessary tax documents, such as invoices and receipts. This ensures that proper records are kept and that both parties understand their tax obligations going forward. It also helps to protect the developer in case of an audit.

Intellectual property

Who will have ownership of the finished work? When will ownership pass to the client? Are there any continuing royalties? Answer all these questions in your IP section.

Limitation of purpose

You may need a limitation of purpose clause to prevent your work from being used for different reasons, such as being published in a different format or location.

Non-exclusivity

Freelancers usually work for multiple clients. A non-exclusivity clause guarantees you won’t be locked into a restrictive relationship with one client.

Confidentiality

Some clients may not allow discussion of their work anywhere. For example, can you post news of your collaboration on LinkedIn? Make confidentiality requirements clear for everyone.

Termination

In the event of termination, both the client and the freelance developer should be aware of their rights and obligations within the contract. The core clauses in a web development agreement or freelance contract should include details on when either party can legally terminate the arrangement. It is important for both parties to agree on terms for natural termination.

Dispute resolution

If something goes badly wrong, having a written dispute resolution process makes resolving problems smoother for you and your client.

What are the benefits of using contract templates?

The use of contract templates for web development contracts and freelance developer contracts has many benefits. Firstly, they provide a standardized format that is easy to use and understand. This ensures that all parties involved in the project are clear on the terms and conditions of the agreement. Furthermore, using a contract template reduces the amount of time spent creating and negotiating legal documents, as well as reducing potential errors or misunderstandings. Additionally, having a template ready to use can ensure that all necessary topics are covered in the agreement, such as deliverables, timelines, payment terms, intellectual property rights, tax documentation, etc. It also helps to protect both parties involved in the contract by providing important information, such as dispute resolution mechanisms, if something goes wrong. Contract templates provide an efficient and reliable way to create legally binding agreements for web development projects.

Can I use your freelance web developer contract sample?

We have two documents you can use as a freelance web developer. You can sign up for a free Indy account and use our contract generator to create the correct contract for your needs in a few minutes.

If you don’t want to sign up for an account, you can download a non-editable contract to get started. You’ll need to review it carefully before using it to ensure all the details match your requirements.

Create new freelance web development contracts quickly and easily. Here's an example of an Indy contract:

Freelance Web Developer Contract

1. Scope of Work. The Freelance Web Developer agrees to perform such consulting, advisory and related services specified on Exhibit A to this Agreement ("Description of Services").

3. Payment.

a. Service Cost. In consideration of the Service, the Client will pay the Freelance Web Developer of $ per hour (the "Service Cost").

b. Expenses. The Freelance Web Developer shall be responsible for all business expenses incurred by the Freelance Web Developer in connection with, or related to, the performance of the services.

c. Invoices. The Client shall pay to the Freelance Web Developer amounts shown on each statement or invoice described in Section 3(a) and 3(b) within () days after receipt thereof.

4. Termination. This Agreement may be terminated prior to the end of the Service Period in the following manner: (a) by either the Freelance Web Developer or the Client upon not less than () days prior written notice to the other party; (b) by the non-breaching party, upon twenty-four (24) hours prior written notice to the breaching party if one party has materially breached this Agreement; or (c) at any time upon the mutual written consent of the parties hereto. In the event of termination, the Freelance Web Developer shall be entitled to payments for services performed that have not been previously paid and, subject to the limitations in Section 3.2, for expenses paid or incurred prior to the effective date of termination that have not been previously paid. Such payment shall constitute full settlement of any and all claims of the Freelance Web Developer of every description against the Client. In the event that the Client’s payment to the Freelance Web Developer exceeds the amount of services performed and (subject to the limitations in Section 3.2) for expenses paid or incurred prior to the effective date of termination, then the Freelance Web Developer will immediately refund the excess amount to the Client. Such refund shall constitute full settlement of any and all claims of the Client of every description against the Freelance Web Developer.

5. Cooperation.The Freelance Web Developer shall use Freelance Web Developer's best efforts in the performance of Freelance Web Developer's obligations under this Agreement. The Client shall provide such access to its information and property as may be reasonably required in order to permit the Freelance Web Developer to perform Freelance Web Developer's obligations hereunder. The Freelance Web Developer shall cooperate with the Client’s personnel, shall not interfere with the conduct of the Client’s business and shall observe all rules, regulations and security requirements of the Client concerning the safety of persons and property.

6. Proprietary Information and Inventions.

a. Proprietary Information.

1. The Freelance Web Developer acknowledges that the Freelance Web Developer's relationship with the Client is one of high trust and confidence and that in the course of Freelance Web Developer's service to the Client, Freelance Web Developer will have access to and contact with Proprietary Information. The Freelance Web Developer will not disclose any Proprietary Information to any person or entity other than Freelance Web Developers of the Client or use the same for any purposes (other than in the performance of the services) without written approval by an officer of the Client, either during or after the Consultation Period, unless and until such Proprietary Information has become public knowledge without fault by the Freelance Web Developer.

2. For purposes of this Agreement, Proprietary Information shall mean, by way of illustration and not limitation, all information, whether or not in writing, whether or not patentable and whether or not copyrightable, of a private, secret or confidential nature, owned, possessed or used by the Client, concerning the Client’s business, business relationships or financial affairs, including, without limitation, any Invention, formula, vendor information, customer information, apparatus, equipment, trade secret, process, research, report, technical or research data, clinical data, know-how, computer program, software, software documentation, hardware design, technology, product, processes, methods, techniques, formulas, compounds, projects, developments, marketing or business plan, forecast, unpublished financial statement, budget, license, price, cost, customer, supplier or personnel information or Freelance Web Developer list that is communicated to, learned of, developed or otherwise acquired by the Freelance Web Developer in the course of Freelance Web Developer's service as a Freelance Web Developer to the Client.

3. The Freelance Web Developer’s obligations under this Section 6 shall not apply to any information that (i) is or becomes known to the general public under circumstances involving no breach by the Freelance Web Developer or others of the terms of this Section 6, (ii) is generally disclosed to third parties by the Client without restriction on such third parties, or (iii) is approved for release by written authorization of an officer of the Client.

4. The Freelance Web Developer agrees that all files, documents, letters, memoranda, reports, records, data sketches, drawings, models, laboratory notebooks, program listings, computer equipment or devices, computer programs or other written, photographic, or other tangible material containing Proprietary Information, whether created by the Freelance Web Developer or others, which shall come into Freelance Web Developer's custody or possession, shall be and are the exclusive property of the Client to be used by the Freelance Web Developer only in the performance of Freelance Web Developer's duties for the Client and shall not be copied or removed from the Client’s premises except in the pursuit of the business of the Client. All such materials or copies thereof and all tangible property of the Client in the custody or possession of the Freelance Web Developer shall be delivered to the Client, upon the earlier of (i) a request by the Client or (ii) the termination of this Agreement. After such delivery, the Freelance Web Developer shall not retain any such materials or copies thereof or any such tangible property.

5. The Freelance Web Developer agrees that Freelance Web Developer’s obligation not to disclose or to use information and materials of the types set forth in paragraphs (2) and (4) above, and Freelance Web Developer's obligation to return materials and tangible property set forth in paragraph (4) above extends to such types of information, materials and tangible property of customers of the Client or suppliers to the Client or other third parties who may have disclosed or entrusted the same to the Client or to the Freelance Web Developer.

6. The Freelance Web Developer acknowledges that the Client from time to time may have agreements with other persons or with the United States Government, or agencies thereof, that impose obligations or restrictions on the Client regarding inventions made during the course of work under such agreements or regarding the confidential nature of such work. The Freelance Web Developer agrees to be bound by all such obligations and restrictions that are known to the Freelance Web Developer and to take all action necessary to discharge the obligations of the Client under such agreements.

b. Inventions.

1. All inventions, ideas, creations, discoveries, computer programs, works of authorship, data, developments, technology, designs, innovations and improvements (whether or not patentable and whether or not copyrightable) which are made, conceived, reduced to practice, created, written, designed or developed by the Freelance Web Developer, solely or jointly with others or under Freelance Web Developer's direction and whether during normal business hours or otherwise, (i) during the Consultation Period if related to the business of the Client or (ii) after the Consultation Period if resulting or directly derived from Proprietary Information (as defined below) (collectively under clauses (i) and (ii), "Inventions"), shall be the sole property of the Client. The Freelance Web Developer hereby assigns to the Client all Inventions and any and all related patents, copyrights, trademarks, trade names, and other industrial and intellectual property rights and applications therefore, in the United States and elsewhere and appoints any officer of the Client as Freelance Web Developer's duly authorized attorney to execute, file, prosecute and protect the same before any government agency, court or authority. However, this paragraph shall not apply to Inventions which do not relate to the business or research and development conducted or planned to be conducted by the Client at the time such Invention is created, made, conceived or reduced to practice and which are made and conceived by the Freelance Web Developer not during normal working hours, not on the Client’s premises and not using the Client’s tools, devices, equipment or Proprietary Information. The Freelance Web Developer further acknowledges that each original work of authorship which is made by the Freelance Web Developer (solely or jointly with others) within the scope of the Agreement and which is protectable by copyright is a "work made for hire," as that term is defined in the United States Copyright Act.

2. Upon the request of the Client and at the Client’s expense, the Freelance Web Developer shall execute such further assignments, documents and other instruments as may be necessary or desirable to fully and completely assign all Inventions to the Client and to assist the Client in applying for, obtaining and enforcing patents or copyrights or other rights in the United States and in any foreign country with respect to any Invention. The Freelance Web Developer also hereby waives all claims to moral rights in any Inventions.

3. The Freelance Web Developer shall promptly disclose to the Client all Inventions and will maintain adequate and current written records (in the form of notes, sketches, drawings and as may be specified by the Client) to document the conception and/or first actual reduction to practice of any Invention. Such written records shall be available to and remain the sole property of the Client at all times.

4. Notwithstanding the foregoing in this Section 6(b), the ownership and use of the Inventions that are assigned to the Client in Section 6(b)(i) (the "Assigned Inventions") shall be limited as set forth in Exhibit B.

7. Limitation of Liability. Notwithstanding anything to the contrary contained elsewhere herein, neither party shall be liable to the other for any consequential, special, incidental, indirect or punitive damages of any kind or character, including, but not limited to, loss of use, loss of profit, loss of anticipated profit, loss of bargain, loss of revenue or loss of product or production, however arising under this contract or as a result of, relating to or in connection with the service and the parties’ performance of the obligations hereunder, and no such claim shall be made by any party against the other regardless of whether such claim is based or claimed to be based on negligence (including sole, joint, active, passive, or concurrent negligence, but excluding gross negligence), fault, breach of warranty, breach of agreement, breach of contract, statute, strict liability or any other theory of liability.

8. Indemnification. The Freelance Web Developer shall be solely liable for, and shall indemnify, defend and hold harmless the Company and its successors and assigns from any claims, suits, judgments or causes of action initiated by any third party against the Company where such actions result from or arise out of the services performed by the Freelance Web Developer or its Freelance Web Developers under this Agreement. The Freelance Web Developer shall further be solely liable for, and shall indemnify, defend and hold harmless the Company and its successors and assigns from and against any claim or liability of any kind (including penalties, fees or charges) resulting from the Freelance Web Developer’s or its Freelance Web Developers’ failure to pay the taxes, penalties, and payments referenced in Section 9 of this Agreement. The Freelance Web Developer shall further indemnify, defend and hold harmless the Company and its successors and assigns from and against any and all loss or damage resulting from any misrepresentation, or any non-fulfillment of any representation, responsibility, covenant or agreement on its part, as well as any and all acts, suits, proceedings, demands, assessments, penalties, judgments of or against the Company relating to or arising out of the activities of the Freelance Web Developer or its Freelance Web Developers and the Freelance Web Developer shall pay reasonable attorneys’ fees, costs and expenses incident thereto.

9. Independent Contractor Status. The parties shall be deemed independent contractors for all purposes hereunder. Accordingly:

a. The Freelance Web Developer will use its own equipment, tools and materials to perform its obligations hereunder.

b. The Client will not control how the Service is performed on a day-to-day basis and the Freelance Web Developer will determine when, where and how the Service will be provided.

c. The Client will not provide training to the Freelance Web Developer.

d. The Freelance Web Developer will be solely responsible for all state and federal income taxes in connection with this Agreement.

e. This Agreement does not constitute an employment, partnership, joint venture or agency between the parties hereto, nor shall either of the parties hold itself out as such contrary to the terms hereof by advertising or otherwise nor shall either of the parties become bound or become liable because of any representation, action or omission of the other.

10. General.

a. Survival. Sections 4 through 11 shall survive the expiration or termination of this Agreement.

b. Non-Solicitation. During the Service Period and for a period of [six (6) months] thereafter, the Freelance Web Developer shall not, either alone or in association with others, (a) solicit, or permit any organization directly or indirectly controlled by the Freelance Web Developer to solicit, any Freelance Web Developer of the Client to leave the employment of the Client, or (b) solicit or permit any organization directly or indirectly controlled by the Freelance Web Developer to solicit any person who is engaged by the Client.

c. Use of Subcontractors. The Freelance Web Developer may use trusted contractors to complete components of the Freelance Web Developer’s obligations hereunder, provided that the Freelance Web Developer shall remain solely responsible for such contractors’ performance, that the Client shall have no obligation to such contractors and the use of such contractors shall not cause any increase in fees, costs or expenses that would otherwise be payable hereunder.

d. Entire Agreement. This Agreement (including the documents referred to herein) constitutes the entire agreement between the Client and the Freelance Web Developer and supersedes any prior understandings, agreements or representations by the parties, whether written or oral, with respect to the subject matter hereof.

e. Assignment. Neither party may assign or transfer this Agreement in whole or in part, nor any of the rights hereunder, without prior written consent of the other party.

f. Notices. All notices required or permitted under this Agreement shall be in writing and shall be deemed effective upon personal delivery or upon deposit in the United States Post Office, by registered or certified mail, postage prepaid, addressed to the other party at the address shown above, or at such other address or addresses as either party shall designate to the other in accordance with this Section 13.

g. Amendments. No amendment of any provision of this Agreement shall be valid unless the same shall be in writing and signed by each party.

h. Severability. Any term or provision of this Agreement that is invalid or unenforceable in any situation in any jurisdiction shall not affect the validity or enforceability of the remaining terms and provisions hereof or the validity or enforceability of the offending term or provision in any other situation or in any other jurisdiction. If the final judgment of a court of competent jurisdiction declares that any term or provision hereof is invalid or unenforceable, the Freelance Web Developer and the Client agree that the court making the determination of invalidity or unenforceability shall have the power to limit the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Agreement shall be enforceable as so modified.

i. Force Majeure. Neither party will be liable for any failure or delay in its performance under this Agreement due to any cause beyond its reasonable control, including acts of war, acts of God, earthquake, flood, fire, embargo, riot, sabotage, or failure of third party power or telecommunications networks, provided that the delayed party: (a) gives the other party prompt notice of such cause and (b) uses its reasonable commercial efforts to promptly correct such failure or delay in performance.

j. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of (other than any principle of conflict or choice of laws that would cause the application of the laws of any other jurisdiction).

k. Arbitration. Any unresolved controversy or claim arising out of or relating to this Agreement, except as (i) otherwise provided in this Agreement, or (ii) any such controversies or claims arising out of either party’s intellectual property rights for which a provisional remedy or equitable relief is sought, shall be submitted to arbitration by one arbitrator mutually agreed upon by the parties, and if no agreement can be reached within thirty (30) days after names of potential arbitrators have been proposed by the American Arbitration Association (the “AAA”), then by one arbitrator having reasonable experience in corporate finance transactions of the type provided for in this Agreement and who is chosen by the AAA. The arbitration shall take place in , , in accordance with the AAA rules then in effect, and judgment upon any award rendered in such arbitration will be binding and may be entered in any court having jurisdiction thereof. The prevailing party shall be entitled to reasonable attorney’s fees, costs, and necessary disbursements in addition to any other relief to which such party may be entitled.

l. Counterpart. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. This Agreement may be executed by facsimile, digital or electronic signature.