This Website Design, Development and Hosting Agreement
has been written for use by web designers and developers who also provide
hosting services. The terms of this document govern the design and
development of complete websites for clients, along with the subsequent
provision of web hosting services.
This new web development and hosting template builds on its counterparts
with a range of new provisions. Provisions previously used in similar
templates have been streamlined where possible to make the document easier
to use. New provisions have been added including those covering personal
data processing, general data protection, network and information systems
security, and acceptance testing.
This version of the template has been written in favour of the developer. A
client-biased version is also available.
Additional provisions in this ‘pro-developer’ version over and above the
‘pro-client’ version include a clause imposing certain responsibilities on
the client, ensuring that cooperate properly with the developer so that the
developer can, in turn, comply with their own obligations. In addition,
whereas in the pro-client version, only the client can request or propose
changes to the project specification, in this version of the document,
either party is entitled to do this.
The testing provisions in this version of the document also differ,
rendering the website ‘accepted’ for the purposes of the contract if the
client uses it in business despite defects being found, or unreasonably
delays the testing process.
From a liability standpoint, the provisions of both the pro-client and
pro-developer documents remain reasonably balanced; however, in this
pro-developer version, the developer benefits from additional exclusions of
liability for damage to software, hardware, and data.
This is a business-to-business (B2B) contract. Certain laws protecting
consumers will therefore not apply and this document should not be used in
a business-to-consumer (B2C) situation.
Detail is very important in a contract such as this. The developer needs to
know exactly what they are contractually obliged to produce and provide for
the client, and under what terms. A separate Project Specification should
be agreed upon between the developer and the client - this will form one of
the key elements of the contract and should be inserted into the contract
in the schedule provided. Likewise, a detailed Hosting Specification should
be included in the schedule provided, setting out the full particulars of
the hosting service to be provided to the client.
Before the client accepts the website, it should be tested thoroughly. The
exact details of the testing (and re-testing, in the event of failure)
should be agreed between the client and developer and then described in
detail in the schedule provided. Various options are open to the client if
the website is still faulty after re-testing.
Fees and payment terms should be set out in detail in the schedules
provided, covering both the design and development of the website, and the
subsequent hosting of it. The main body of the agreement contains only the
Optional reference is made to third-party software. This may, for example,
be used for back-office functionality such as content management. Full
details of any such software should be provided in the optional schedule
and the licence fees payable should be detailed along with the rest of the
fees and payment information.
Liability is another important area addressed by this document. The
provisions included represent a reasonably standard position, but it is
very important that the final terms are negotiated and agreed upon by both
the client and the developer.
The GDPR and Data Protection Act 2018 are addressed in this template in
particular via an optional data processing clause. This provision assumes
that the client is the data controller and the developer is the data
Please also note that the data processing provisions in this document have
been designed to strike a reasonable balance between coverage, detail, and
brevity. In some cases, more detail may be desirable in which case a
separate data processing agreement is available. An optional alternative to
the full-length data processing clause is included in this document which
cross-refers to a separate processing agreement. If in any doubt, suitable
legal advice should be obtained first.
Personal data relating to the parties’ staff will also be exchanged when
using this agreement. A general data protection clause has been included,
referring to each party’s adherence to the law and to their respective data
A further set of provisions relates to the Network and Information Systems
Regulations 2018 (also known as the “NIS Regulations”). As part of these
provisions, the developer provides detailed information about its security
arrangements, particularly as those arrangements relate to and affect the
client. Undertakings to cooperate with the client with respect to the
client’s own obligations under the NIS Regulations are also provided.
Please note that the NIS Regulations apply to certain ‘operators of
essential services’ in key sectors such as energy, transport,
healthcare, drinking water supply and distribution, and digital
infrastructure, and to certain ‘Relevant Digital Service Providers’
such as online marketplace providers, search engines, and cloud
computing services. This is a highly specialised area and it is
strongly recommended that professional legal and technical advice be
Optional phrases / clauses are enclosed in square brackets. These should be
read carefully and selected so as to be compatible with one another. Unused
options should be removed from the document.
This Website Design, Development and Hosting Agreement contains the
1. Definitions and Interpretation
2. Scope of Services, Project Specification, and Client Site Materials
3. Client’s Responsibilities
4. Project Management and Reporting
5. [Third-Party Software]
6. Development, Testing, and Acceptance
7. Fees and Payment
8. Website Hosting
9. Intellectual Property
12. Data Protection
13. Data Processing
14. Network and Information Systems Security
16. Term and Termination
17. Force Majeure
19. No Waiver
20. Further Assurance
22. Assignment and Sub-Contracting
23. Relationship of the Parties
24. Third Party Rights
26. Entire Agreement
29. Law and Jurisdiction
and the following schedules:
1. Project Specification
2. Acceptance Tests & Acceptance Retests
3. Project Fees
4. Hosting Specification
5. Hosting Fees
6. [Third-Party Software]
7. [Developer’s Data Protection Policy]
8. [Client’s Data Protection Policy]
9. Data Processing
10. Developer’s Network and Information Security Systems
This Website Design, Development and Hosting Agreement is in open format.
Either enter the requisite details in the highlighted fields or adjust the
wording to suit your purposes.
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