Negotiating a Web site agreement

Abstract

There is much to ponder when a company decides to turn over the design and maintenance of its Web site to a service provider. The practicalities of building and operating a Web site involve far more than nuts-and-bolts engineering. Also pertinent are many performance, intellectual property, and even liability issues that could prove to be a thorny (and expensive) thicket to an unwary company. Many companies look to outside consultants to get them online. But going to an outside agent for this work requires that an agreement outlining the project be made between the company and the designer and/or host of the Web site. Such agreements can range from an informal letter to a lengthy contract with many exhibits and schedules attached. Regardless of its complexity, though, every Web site agreement requires careful consideration of several key issues: the domain name; virtual and nonvirtual hosting; technical requirements; pricing considerations; assignment and subcontracts; acceptance procedures; ownership; intellectual property; international issues; use of data about customers; developer publicity; client publicity; noncompetition clause; host performance and warranties; commercial transaction security; and dispute handling.