Norris Web Design | Portfolio

SAMPLE SMALL-BUSINESS WEBSITE DESIGN AGREEMENT

Contact Name ________________________________________________________
Phone (___)___________ Alt Phone (___)__________ FAX (___)___________
Company/Client ______________________________________________________
Address _____________________________________________________________
City ________________________________________ State ____ ZIP ________
E-mail address ____________________ WWW URL _________________________
FTP Username ______________________ FTP Password ____________________

1. AUTHORIZATION.
The above-named Company/Client (“Client”) hereby engages Robert Norris and Norris Web Design (“NWD”) as an
independent contractor, for the specific purpose of designing a World Wide Web site (“Project”), to be
published on the Client’s account on an Internet Service Provider (ISP) or Web Presence Provider (WPP) server
(“Hosting Service”). The Client hereby authorizes NWD to access this account, and authorizes the Hosting Service
to permit NWD to allow full access to the Client's account. The Client also authorizes NWD to submit the
completed Project to major Web Search Engines.

2. DEVELOPMENT.
This Project will be developed using Macromedia Studio MX™ (2002 Edition).
a. Compatibility – NWD represents and warrants that the completed Project will meet compatibility standards
with the following browsers:
i. Microsoft Internet Explorer 7
ii. Apple Safari 3.0
iii. Mozilla Firefox 3.0
b. Exceptions – While NWD will make reasonable efforts to design a fully-functional Project, NWD’s warranty
does not cover browsers which are text-based and/or used on mobile devices, nor those not listed in
Paragraph 2a.
c. Visual Layout – NWD warrants that the completed Project will be compatible with a minimum resolution of
1024x768 pixels. Higher-resolution displays will have appropriate “white space” to maintain the Project’s
formatting.
d. For People with Disabilities – NWD’s standard is to meet at least half of the currently recommended
guidelines for website development. Without sacrificing quality and design, every reasonable effort will be
taken to ensure that the content and functions built into this Project are available to all visitors.

3. COPYRIGHTS AND TRADEMARKS.
In reference to Client-submitted design elements (text, graphics, photos, designs, audio, video, trademarks, or
other artwork):
a. All design elements furnished to NWD for inclusion in the Project must meet at least one of the following
criteria:
i. The Client is the rightful owner of said elements, or
ii. The Client has obtained written consent from the rightful owner(s) for the use of said elements, or
iii. Said elements comply with the terms of Fair Use, as defined in U.S. Copyright Law, or
iv. Said elements are considered Public Domain, and therefore are not subject to U.S. Copyright Law.
b. The Client also agrees to hold harmless, protect, indemnify and defend NWD from any liability (including
attorney's fees and court costs), including any claim or suit, threatened or actual, arising from the use of
such elements furnished by the Client.

4. WEB DESIGN RATES.
a. Client is requesting NWD design a Project based on the following rates:
Small Business Small ($260) – Six pages of online content ($300 value).
Small Business Medium ($390) – Nine pages of online content ($450 value).
Small Business Large ($520) – Twelve pages of online content ($600 value).
Additional pages of online content ($50/page)
Splash/Welcome page ($35)
Multi-stage navigation buttons ($15 each)
Pop-up/Tabbed navigation system (Horizontal or Vertical) ($100)
Personal consultation/Website maintenance ($40/hour)
Original online document files (.doc or .pdf format) ($20/page)
.pdf conversion of provided document files for use online ($20 each)
Custom-designed logo ($150)
Original background/graphics files ($25 each)
Flash or .gif animation files ($50 each)
b. These rates are subject to change at any time after a minimum 12-month period, following the effective date
of this Agreement. Any changes to these rates will be disclosed to the Client in writing, via U.S. Mail or
e-mail, a minimum of 30 days in advance.
c. This Project may incorporate multilevel folder organization, at NWD’s option, at no additional charge to the
Client.
d. All packages will include a mandatory contact page, which count toward the total number of pages in the
completed Project.
e. All graphics and Flash animation files are billed once each, but may be used multiple times throughout the
Project at no additional charge.

5. DEFINITIONS
a. A “work day” is defined as Monday through Friday, excluding National and California Holidays.
b. “Consultation” shall be defined as any in-person meeting between NWD and the Client related to the Project
during the term of this Agreement, billed at the rate defined in Paragraph 4a.
i. Additional personal consultation beyond the requested amount (if any) during the Project’s development
or construction shall become due within 30 days of the Project’s completion.
ii. All in-person consultations will be billed in ¼-hour increments, ½-hour minimum.
iii. Project-related consultation via e-mail, telephone, voice mail, or instant messenger is free, provided
it is a reasonable amount within a given calendar month.
c. A “splash” page is a web page which “welcomes” a visitor to a given website, then redirects the visitor
(either automatically or via a link) to the website’s home page. If utilized, the “splash” page shall count
toward the Project’s total page count.
d. Multi-stage navigation buttons require multiple files to exhibit behavioral changes as the mouse passes over
it; this is known as a “mouse-over” effect.
e. A “pop-up navigation menu” is a navigation system which displays a specific menu when the mouse passes over a
designated target, such as a graphic file or a highlighted text area, then disappears once the mouse leaves
the target area.
f. “Tabbed navigation” is a series of specially-placed elements which resemble folder tabs at or near the top of
a page. Clicking on a tab takes the visitor to that section of a given website.
g. A “page of online content” consists of the visible content from top-to-bottom within a scrolled area, with
the following exceptions:
i. Frames (including inline frames) and frameset pages shall be treated as separate pages.
ii. Pop-up windows, unless they consist solely of individual graphics/photo files, online documents, or
externally-linked web pages, will be treated as separate pages.

6. CONFIDENTIALITY.
NWD hereby agrees to hold in confidence any intellectual property, inside information, and/or trade secrets
belonging to the Client for the duration of this Agreement. If the Client provides a Non-Disclosure Agreement
(NDA) for review by NWD, that NDA shall be attached to this Agreement, and it shall supercede this clause.

7. WEBSITE MAINTENANCE.
a. This agreement allows for minor website maintenance for the duration of this Agreement at no charge, for up
to six (6) hours per month. Minor website maintenance includes the following:
i. Updates/corrections of internal and external links.
ii. Making minor changes to existing text elements, such as spelling/grammatical corrections, or other
editing of this nature.
iii. Occasional updates of photos or audio/video files.
b. Any unused maintenance time remaining at the end of a given calendar month will NOT “roll over” to the next
month.
c. The following shall be billed at the rates defined in Paragraph 4a each month or as needed, whichever
applies, during the term of this Agreement:
i. Any minor maintenance which exceeds the monthly time allotment.
ii. Significant replacement of, or addition to, existing text on a given page, including (but not limited
to) new blocks of text, such as whole paragraphs.
iii. Deletion, temporary removal, or archiving of existing pages or online documents, or a significant
portion thereof.
iv. Major page reconstruction.
v. Client-ordered changes/revisions to navigation structure and/or Project design.
vi. Creation/maintenance of guestbooks, discussion webs, wikis, or blogs.
d. NWD warrants that, for the duration of this Agreement, all Client-requested maintenance and/or updates be
performed in a timely manner (typically by the next work day). NWD agrees to notify the Client in advance of
any period of limited or no availability, whenever possible, for the duration of this Agreement.
e. Any changes or additions which require new design elements, as defined in Paragraph 4a, shall require a
Written Agreement Amendment, signed by both parties, and shall be subject to the rates defined in Paragraphs
4a and 4b of this Agreement.
f. At the Client’s option, Client will be given training and materials necessary to conduct maintenance to the
completed website, at their own risk. Any repairs by NWD of errors created/caused by the Client during such
maintenance will be subject to billing at the rates defined in Paragraphs 4a and 4b.
g. This clause becomes effective the date the Project is published, as defined in Paragraph 8e.

8. PROJECT SCHEDULE.
a. Client agrees to supply NWD with complete text and graphics content for this Project within five weeks (35
days) of the effective date of this agreement; during this period, the Project shall be considered as “in
development”.
b. Client agrees to inform NWD in writing, via U.S. Mail or e-mail, when delivery of the Project’s materials is
complete, at which time the Project shall be considered “under construction”.
c. NWD agrees to complete the Project no later than five weeks (35 days) after the Project is declared “under
construction”.
d. NWD agrees to inform the Client in writing, via U.S. Mail or e-mail, when the Project is considered
“completed” and ready for review by the Client. Once the Project is declared completed, the Client will have
30 days to review the Project, submit revisions (if necessary) to NWD at no additional cost, and to remit
final payment, as defined in Paragraph 12.
e. Once the Client remits final payment to NWD for the Project, it will be considered “published” and available
for public view by the next work day.
f. In the event NWD requires additional time to complete this Project, NWD will inform the Client of the matter
in writing, via U.S. Mail or e-mail, at which time the Client may be entitled to a discount, under the
following condition: For each additional work day beyond the construction period defined in Paragraph 8b, the
Client will receive a 1% discount of the completed Project cost, described in Paragraph 13b, up to a maximum
20% discount.

9. ONLINE SECURITY.
Both the Client and NWD agree to apprise each other in person or in writing, via U.S. Mail or messenger, of any
and all changes regarding access to the online content of this Project for the duration of this Agreement,
including, but not limited to, username and password information for Hosting Service, FTP, and e-mail accounts.
NWD also agrees to hold this information in confidence in perpetuity.

10. WEBSITE HOSTING.
The Client understands that NWD does not provide any hosting services in connection with this Project. The
Client agrees to select and pay for a Hosting Service, and to allow NWD full access to the Client's account via
File Transfer Protocol (FTP). THE CLIENT WILL BE SOLELY RESPONSIBLE FOR ANY AND ALL HOSTING SERVICE CHARGES.

11. CANCELLATION/TERMINATION.
a. If the Client wishes to cancel the Project within its “in development” phase, they may do so, in writing, via
U.S. Mail or e-mail. The Client may then be entitled to a prorated refund, not to exceed 50% of the deposit
amount, at NWD’s option.
b. If the Client wishes to cancel the Project during the “under construction” phase, they may do so, in writing,
via U.S. Mail or e-mail. The Client understands that by canceling the Project at this stage, the entire
agreed-upon deposit amount shall be retained by NWD as liquidated damages and this agreement shall become
null and void, at NWD’s option.
c. Both the Client and NWD reserve the right to terminate this Agreement in writing, via U.S. Mail or e-mail, at
any time, with or without cause. If exercised once the Project is published, termination of this Agreement
shall be 12 months from the effective date of this Agreement, or the end of the next calendar month of the
date of written notification, whichever is later. At that time, the website shall remain available for public
view, at the Client’s option; maintenance on the Project by NWD, however, shall cease.
d. In the event of termination of this agreement, NWD pledges the following:
i. All username/password information shall remain in confidence and shall not be divulged to any third
party without written authorization from the Client, nor shall NWD alter this information to prevent
access by the Client. The Client, however, may choose to alter username/password information solely as a
security option.
ii. At no time shall the integrity of this Project be compromised or undermined.
e. The Client reserves the right to enter into agreement with a third party to design a new iteration of this
Project, to be published after the termination of this Agreement.
i. Any new third-party iteration of this Project shall not plagiarize the design of the existing project,
per Paragraph 12, nor shall the new iteration be published prior to the termination of this Agreement.
ii. NWD agrees to work with the third party, at the Client’s option, in order to provide a smooth transition
between this Project and its new iteration.

12. WEB DESIGN PROJECT COPYRIGHT.
Copyright of finished websites produced by NWD, including source code, layout, originally-produced graphics
(except logos, if applicable), and animations, will be owned by Robert Norris and/or Norris Web Design. The
Client will be assigned rights to use the completed Project as a website, once final payment under this
Agreement, as well as any additional charges incurred, have been paid. Rights to photos, graphics, source code,
work-up files, and computer programs specifically are not transferred to the Client, and retain the copyright of
their respective owners. NWD retains the right to display graphics and other Web Design elements as examples of
work within a portfolio. Client agrees to have all pages within a Project contain a copyright/legal statement
and a link to NWD’s Design Services website.

13. PAYMENTS.
a. Payment for services provided hereby shall be made in U.S. Dollars, and in accordance with the conditions
contained in this Agreement and the pricing list in Paragraph 4a.
b. Apart from any publicly-listed prices, the Client and NWD agree that services for the initial Project
described in this Agreement shall be completed for $_______, of which a 50% deposit of $_______ shall be
paid to NWD upon execution of this Agreement (See Attachment A).
c. Final Project payment is due in full within 30 days after Project completion, as defined in Paragraph 8d. NWD
reserves the right to prevent any completed Project from viewing on the Internet until final payment has been
received.
d. Payment for maintenance work is due on the First Day of the following month of the billing statement.
e. Invoices will be delivered via e-mail, unless otherwise specified by the Client. Hard-copy (paper) invoices,
if preferred, will be mailed or hand-delivered to the address shown at the top of this Agreement.
f. Payment may be remitted by company check or cashier’s check/bank draft (made out to Robert Norris) in-person
or mailed to the address at the bottom of this Agreement, via PayPal through e-mailed invoices, or in cash
(in person), at the Client’s option.
g. If monies owed to NWD by the Client exceed 90 days past due, further maintenance of the Project shall cease,
and a collections process will commence.
h. In case collection proves necessary, the Client agrees to pay all fees (including all attorney's fees and
court costs) incurred by the collections process.
i. The included services of adding keywords/Meta Tags and submission to Web Search Engines will occur only after
receipt of full payment for the completed Project.

14. VENUE.
Regardless of the location of the signing of this Agreement, the Client understands that, for purposes of venue,
this Agreement was entered into Riverside County, California, and that any and all disputes will be litigated or
arbitrated in Riverside County, California, and the Client hereby consents to the personal jurisdiction of the
California State Courts. Furthermore, the Client waives any right to or claim of sovereign immunity.

15. DISCLAIMER.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, NWD WARRANTS THAT THE FINAL DESIGN OF THIS
PROJECT WILL BE ERROR-FREE. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE PROJECT, HOWEVER, REMAINS
WITH THE CLIENT. IN NO EVENT SHALL NWD BECOME LIABLE TO THE CLIENT, NOR TO ANY THIRD PARTY, FOR ANY DAMAGES,
INCLUDING, BUT NOT LIMITED TO, SERVICE INTERRUPTIONS CAUSED BY ACTS OF GOD, THE HOSTING SERVICE, OR ANY OTHER
CIRCUMSTANCES BEYOND NWD’S REASONABLE CONTROL, NOR ANY FAILURE OF ANY SERVICE PROVIDER, OF ANY
TELECOMMUNICATIONS CARRIER, OF THE INTERNET BACKBONE, OF ANY INTERNET SERVERS, NOR ANY COMPUTER OR INTERNET
SOFTWARE BELONGING TO THE PROJECT’S ONLINE VISITORS, EVEN IF NWD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES.

16. SOLE AGREEMENT.
This Agreement constitutes the sole contract between NWD and the Client regarding this Project. Any additional
work prior to publication not specified in this contract, or any other amendment or modification to this
contract, must be authorized in writing, and signed by both the Client and NWD. All prices specified in this
contract will be honored for a minimum of 12 months after both parties sign this contract. For contracts signed
when both parties are in separate locations, the effective date shall be the latter of the two dates this
contract is signed. This Agreement becomes effective only when signed by both parties

The undersigned parties hereby agree to the terms, conditions and stipulations of this Agreement on behalf of his or
her organization or business. This Agreement constitutes the entire understanding of the parties.

AGREED TO:

(Names and dated signatures of both parties)

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