Website Development Contract: What SMBs Should Check

A website development contract turns verbal "we'll make it pretty and fast" into obligations: what the vendor builds, when, for how much, and what you receive. For SMBs without in-house legal, what matters is not all 40 pages of a template but **10–15 clauses** that prevent common fights: endless revisions, missing access, "that's not the site we agreed on".

*Practical SMB guide only — not a substitute for legal advice on your case.*

NUGU is a digital agency in Sochi; we work with sole props and companies across Russia. Below: what to check before signing and how it ties to the brief and choosing a vendor.

Subject of the contract

Must be clear:

• **product type** — landing, service site, store, redesign;
• **reference to appendix** — spec, estimate, page and feature list;
• **exclusions** — copy, photos, domain, ads, SEO beyond base.

"Website development" with no appendix is a red flag. Update the appendix from the brief before signing.

Timelines and stages

Document:

| Stage | Deliverable | Date | | --- | --- | --- | | Prototype / structure | Approved scheme | date | | Design | Key page mockups | date | | Build | Staging on test URL | date | | Content | Copy on staging | date | | Launch | Live on domain | date |

State **who supplies materials** — delays often come from late client copy and photos. Normal if the contract says so.

Payment

Typical SMB patterns:

• **50 / 50** — advance and final after acceptance;
• **30 / 40 / 30** — start, after design, after launch;
• **by stage** — good for long projects.

Check: currency and VAT, bank details, invoice terms, client delay rules, pause rights.

Revisions and acceptance

• **Revision rounds** for design and build (e.g. 2 rounds on mockups).
• **Revision vs new scope** — new section = change order.
• **Acceptance criteria** — matches appendix, forms work, responsive, baseline speed.
• **Defect window** — often 5–10 business days after staging handoff.
• **Silent acceptance** — if no defect list in N days, work deemed accepted.

Accept using a checklist, not "looks fine on laptop".

Rights and source files

Core section — see website rights and source files. Contract should state:

• **exclusive rights** (or license) on commissioned design, build, copy — **after full payment**;
• **source handoff** — Figma, code, repo or archive;
• **access** — hosting, CMS, domain on client account;
• exceptions — stock, fonts, CMS licenses, restricted modules.

NUGU policy: **materials and rights stay with the client after payment** — no "site only works with us".

Warranty and support

Clarify:

• **warranty period** for technical bugs (often 1–3 months);
• **excluded** — new features, content changes, breach from weak client passwords;
• **retainer** — separate agreement if needed.

Liability and termination

• realistic delay penalties both ways;
• on termination: paid stages, interim material transfer;
• confidentiality and personal data if forms collect PII.

Pre-sign checklist

• Appendix with pages and features attached.
• Deadlines tied to stages.
• Payment and invoices clear for accounting.
• Revision rounds capped.
• Rights and sources after payment — explicit.
• Domain and hosting on your account or will transfer.
• Named contact on both sides.

Typical client mistakes

• Sign without spec "because urgent".
• Skip form and notification tests before acceptance.
• Accept without mobile test.
• No source clause — cannot change vendor later.
• Dispute design when references were not in appendix.

How NUGU structures projects

After brief — scoped estimate, contract, payment stages, staging for acceptance, access and sources after final payment. We do turnkey websites from structure through Metrica.

Request a proposal via contacts — scope attached to the contract before kickoff, no surprises at the finish line.

A website contract is not paperwork for accounting. It is how the project ends in a launch, not a messenger thread six months later.