Freelance Web Design Contract

The Client engages the Designer as an independent contractor, not as an employee, partner, agent or joint venturer. The Designer decides how, when and where the work is performed, supplies their own equipment and software, and is free to work for other clients during the term of this Agreement.

The Designer is responsible for their own taxes, insurance and any statutory contributions arising from payments under this Agreement, and is not entitled to employee benefits of any kind. Where the Designer uses a subcontractor for part of the Project, the Designer remains fully responsible to the Client for that work and for the subcontractor's compliance with this Agreement.

Day-to-day contact for the Project is for the Client and for the Designer. Approvals, change requests and notices are only effective when sent in writing to those addresses.

The Designer will produce the following deliverables for the Project:

1. design of unique page designs or page templates, delivered as ;

2. build of those designs into a working site on ;

3. responsive layouts for desktop, tablet and mobile widths;

4. ; and

5. deployment of the completed site to .

Anything not listed in clause 2 is out of scope. For the avoidance of doubt, and unless the Parties agree otherwise in writing, the following are NOT included: copywriting or content entry beyond pages; logo design or wider brand identity work; purchase or licensing of stock photography, illustration, fonts or paid plugins; e-commerce, membership, booking or payment functionality; third-party system integrations; multilingual versions; accessibility auditing or remediation beyond ordinary good practice; email or DNS migration; ongoing hosting, maintenance or content updates after the support period in clause 12.

Where the Project requires paid third-party services or licences (hosting, domains, fonts, plugins, stock assets), the Client pays for them directly and in the Client's own name. The Designer may purchase them on the Client's behalf only with prior written approval, in which case the cost is re-invoiced at cost plus .

Either Party may request a change to the scope at any time. A request becomes a change to this Agreement only when the Designer has provided a written change note stating the additional work, the additional fee, and the effect on the timeline, and the Client has approved that change note in writing.

Requests made in passing — in a call, a chat message or a comment on a design file — are not change notes and create no obligation on the Designer to perform the work. Until a change note is approved, the Designer continues to work to the scope in clause 2, and no milestone date shifts as a result of the request.

Additional work approved under this clause is charged at unless the change note states a fixed price.

The Project starts on and is scheduled to complete by . The Parties will work to the following milestones:

1. Discovery and sitemap approved by ;

2. Wireframes or first design concepts delivered by ;

3. Final designs approved by ;

4. Development complete and staging site available for review by ; and

5. Launch by .

The Client will review each milestone deliverable and either approve it or return consolidated written feedback within of delivery. Feedback returned after that window is treated as a new revision round under clause 8. If the Client does not respond within , the deliverable is deemed approved and the Designer may proceed to the next milestone.

Approval of a milestone means the Client accepts that deliverable as the basis for the work that follows. Revisiting an approved deliverable later — changing an approved design during development, for example — is a change to scope under clause 4, not a revision.

Timeline dates assume the Client meets its obligations under clause 7 and responds within the windows above. Delays caused by the Client extend every subsequent milestone date by at least the length of the delay, and the Designer may reschedule the remaining work to the next slot available in the Designer's calendar.

The Client will supply all text, images, logos, brand guidelines, product data and any other content required for the Project, in the formats reasonably requested by the Designer, by . The Client will also provide any access the Designer needs — hosting, domain registrar, CMS, analytics and repository accounts — within of the Designer's written request.

If content or access is not supplied by the relevant deadline, the Designer may proceed using clearly marked placeholder content, and the affected milestone is treated as met for payment purposes. If the outstanding items remain outstanding for more than , the Designer may invoice all work completed to date, place the Project on hold, and charge a re-engagement fee of to restart it.

The Client warrants that it owns or is licensed to use everything it supplies, and that the Designer's use of that material in the Project will not infringe any third party's rights. The Client will indemnify the Designer against any claim arising from material the Client supplied.

The fee in clause 9 includes rounds of revisions at the design stage and round at the development stage. A round is one consolidated set of written feedback from the Client, delivered in a single response; the Designer will action that set in full before the next round begins.

Revisions cover refinement of work already delivered within the agreed scope — copy changes, colour and spacing adjustments, image swaps, layout corrections. They do not cover a new design direction, a restructured sitemap, additional pages or new functionality, all of which are changes to scope under clause 4.

Revisions beyond the included rounds, and any revision requested after a milestone has been approved or deemed approved, are charged at per hour, billed in increments and invoiced monthly. The Designer will tell the Client in writing before starting work that will be charged at that rate.

The total fee for the Project is , exclusive of any sales tax, VAT or GST, which is added where applicable.

Invoices are payable within of the invoice date. Amounts unpaid after the due date carry interest at per month, or the maximum rate permitted by law if lower, accruing daily from the due date until payment is received. Bank transfer fees and currency conversion costs are the Client's responsibility.

If any invoice is more than overdue, the Designer may suspend all work and withhold delivery of files, staging access and launch until the account is settled in full. Time lost to a suspension extends the timeline, and the Designer is not liable for any consequence of a delay caused by non-payment.

The Client will pay the total fee as follows:

1. a non-refundable deposit of , invoiced on signature and payable before work begins;

2. on approval of the final designs; and

3. the balance of on completion, invoiced when the site is ready for launch and payable before launch and before the transfer of ownership in clause 13.

The Designer will test and support the completed site on the current and immediately preceding major versions of , on , at viewport widths from upwards.

The site is built to degrade gracefully elsewhere, but pixel-identical rendering in every browser, version, device and assistive technology is not achievable and is not warranted. Support for browsers, versions or devices outside the list above, including any end-of-life browser, is out of scope and is quoted separately as additional work under clause 4.

When the final milestone is approved and all invoices due at that point have been paid, the Designer will deploy the site to the live environment and hand over the Project. Handover comprises the deployed site, the source files and repository access, the design files listed in clause 2, and a short written summary of how to update the content.

All hosting, domain, CMS and third-party service accounts used for the Project are registered in the Client's name and remain the Client's property. Where the Designer holds credentials for those accounts, the Designer will transfer or return them at handover and will delete any copy retained thereafter, other than what is held in the Designer's ordinary backups. Where an account was temporarily created by the Designer for convenience, the Designer will transfer ownership of it to the Client at handover.

The Client is responsible for the site, its content and its accounts from the moment of handover, including hosting renewals, domain renewals, platform and plugin updates, and backups.

For after launch, the Designer will fix, at no additional charge, any defect in the delivered work that prevents the site from functioning as described in clause 2 on a supported browser. The Client must report the defect in writing within that window.

The support period does not cover new features, design or content changes, work arising from changes the Client or a third party makes to the site, breakages caused by third-party platform, plugin or hosting updates, or anything caused by content the Client supplied. Those are chargeable at the rate in clause 8.

Ongoing maintenance, hosting management, content updates, security patching, monitoring and backups are not included in this Agreement. The Parties may agree a separate maintenance arrangement at per month.

Until the Designer has received the total fee and every other amount due under this Agreement in cleared funds, the Designer retains full ownership of all designs, code, files and other materials produced for the Project. During that period the Client has a limited, revocable licence to review the work for the purpose of approving it, and no right to use, publish, copy or deploy it.

On receipt of final payment in full, the Designer assigns to the Client all right, title and interest in the final deliverables produced specifically for the Project, including the approved page designs and the custom code and assets written for the site. The Designer will sign any further document the Client reasonably requires to give effect to that assignment.

Three things are excluded from that assignment and never transfer. First, third-party components — open-source libraries, themes, plugins, fonts and stock assets — which remain owned by their licensors and reach the Client under their own licences. Second, the Designer's pre-existing and general-purpose materials: frameworks, boilerplate, component libraries, snippets, scripts, processes and know-how the Designer brings to or develops for general use, in which the Client receives a perpetual, non-exclusive, royalty-free licence to the extent they are embedded in the deliverables. Third, concepts, drafts and design directions not selected by the Client, which the Designer may reuse freely.

The Designer may display the Project — including screenshots, video, design files, the live URL and a description of the work — in the Designer's portfolio, website, social channels, case studies and award or competition entries, and may describe the Client as a client. This right survives completion or termination of the Project and applies once the work is publicly launched or the Client has publicly announced it, whichever is earlier.

The Designer will not disclose any information the Client has marked confidential, or any commercially sensitive figures, without the Client's written consent. If the Client needs the Project kept confidential for a period, the Client must say so in writing before launch, in which case the Designer will delay any portfolio use until .

The Designer may place a discreet credit reading in the footer of the site. The Client may ask for it to be removed for a one-off fee of .

Either Party may terminate this Agreement by giving written notice. Either Party may terminate immediately if the other commits a material breach that is not remedied within of written notice of it, and the Designer may terminate immediately if any invoice is more than overdue.

On termination for any reason the Client will pay, within : all fees for milestones already delivered or deemed approved; a pro-rata amount for work in progress on the current milestone, based on the Designer's reasonable assessment of the work completed; and any third-party costs the Designer has already committed on the Client's behalf. The deposit is non-refundable and is credited against those amounts — except that where the Designer terminates for convenience, or the Client terminates for the Designer's unremedied material breach, the Designer shall refund the part of the deposit that exceeds the amounts due under this clause.

If the Client terminates for convenience after work has begun, the Client also pays a kill fee of to compensate the Designer for the reserved capacity that cannot be resold at short notice. Ownership of work produced up to termination remains with the Designer unless every amount due under this clause is paid in full, in which case clause 13 applies to the work as it stands at termination.

This Agreement and any dispute arising out of it are governed by the laws of , and the Parties submit to the exclusive jurisdiction of the courts of . Before starting proceedings, the Parties will attempt in good faith to resolve the dispute by discussion between the named contacts in clause 1.

Except for the Client's payment obligations and either Party's liability for death, personal injury, fraud, or infringement of the other's intellectual property, each Party's total liability under this Agreement is limited to the total fee paid or payable by the Client, and neither Party is liable for loss of profit, revenue, data, goodwill or any indirect or consequential loss. Neither Party is liable for a delay caused by an event outside its reasonable control, provided it notifies the other promptly; this does not excuse an obligation to pay amounts due.

This Agreement is the entire agreement between the Parties about the Project and may only be amended in writing signed by both Parties, or by an approved change note under clause 4. Neither Party may assign it without the other's written consent, not to be unreasonably withheld. If any provision is held unenforceable, the rest continues in force, and a failure to enforce a provision is not a waiver of it. The Client's warranty and indemnity in clause 7, clauses 13, 14 and 15, and this clause survive termination, as does any obligation to pay an amount that accrued before termination.

This Agreement takes effect on the date of the last signature below, and neither Party is bound by it until both have signed. Until then it is a proposal only, and the Designer is under no obligation to begin work or hold capacity.

This Agreement may be signed in counterparts and by electronic signature, each of which is an original and all of which together form one agreement. The Parties agree that an electronic signature has the same effect as a handwritten one.

Each person signing below confirms that they have read this Agreement, agree to it, and are authorised to sign it on behalf of the party they represent.