Software & Web Development Agreement

Software & Web Development Agreement: a practical guide

A Software & Web Development Agreement records the work a service provider will do to create or change software, a website, or a related digital product. It helps the provider and client set shared expectations about the work, payment, timing, and use of the finished work.

What it's for

Use this document when a person or business hires a developer, designer, or development team for a defined project. It can cover a new website or application, changes to an existing product, or technical work such as integrations. Describe the expected result in terms both sides can check, such as named features, pages, or files.

If the work will continue across several projects, a master services agreement with a separate scope of work for each project may be a better fit. For one project, or a smaller set of related tasks, this agreement can record the main terms in one place. Either way, write down how new requests or changes will be handled.

Who uses it

• A small business hiring a freelance developer to build a website.
• A developer or development studio taking on a client project.
• A startup commissioning a custom application or software feature.
• A business hiring someone to update, integrate, or migrate an existing digital product.
• A client and service provider working together on a fixed-scope technical project.

Terms to decide on

Scope and deliverables

List the features, pages, integrations, design work, documentation, or other items the provider will deliver. Identify what is excluded, such as content writing, data entry, or third-party services, if those are outside the project.

Changes and approval

Explain how either side can request a change, how its effect on fees or timing will be discussed, and who can approve it. State how the client will review work and how both sides will record approval or requested corrections.

Fees and expenses

Say whether payment is a fixed fee, an hourly rate, or a combination, and what work each amount covers. Clarify how expenses, payment stages, invoices, and extra work will be handled.

Schedule and client dependencies

Set a target completion or delivery date and identify any stages or review points that matter. List what the provider needs from the client, such as content, access, or decisions, and how delays may affect the schedule.

Ownership and permitted use

State what rights the client receives in the custom work and when any transfer or permission takes effect. Clarify how pre-existing tools, reusable components, fonts, images, libraries, or other third-party materials may be used.

Testing and delivery

Describe what the provider will supply at handoff, such as source files, documentation, or access credentials. Explain how testing will work, which devices or environments are covered, and how defects will be reported and addressed.

Hosting, support, and ongoing work

Say whether hosting, updates, backups, monitoring, or technical support are included, and what they will cost if offered. Set out how new maintenance requests will be scoped and approved after the project ends.

Data and access

Explain what access to systems or personal or business data the provider needs, how each side will protect it, and what happens to access and copies of data when the work ends. Add any project-specific security or confidentiality instructions.

Common mistakes

• Describing the project as “a complete website” without listing pages, features, or items that are out of scope.
• Treating informal requests during development as included work without agreeing on their effect on fees or timing.
• Assuming the client owns every part of the software, including reusable tools or third-party materials, without stating what rights apply to each.
• Leaving acceptance unclear, so the client and provider disagree about whether a delivery is finished or what corrections are included.
• Assuming hosting, updates, backups, or support continue after delivery when they were never included in the project terms.
• Forgetting to plan for access credentials, data handling, and the removal of access when the project ends.

Before you sign

• Check that the project description identifies specific deliverables and exclusions.
• Confirm that fees, expenses, payment stages, and extra work are described clearly.
• Agree on review steps, correction requests, and how changes will be approved.
• Read the ownership terms alongside any use of existing code or third-party materials.
• Confirm what files, documentation, and access the provider will hand over.
• Add any project-specific details that do not fit elsewhere in Additional Terms & Provisions.
• Check local rules on matters such as signatures, witnesses, notarization, required wording, or notice periods, or ask a qualified lawyer if much is at stake.