Frequently Asked Questions
Who owns the code built under a web development agreement?
Without a written agreement, the developer typically retains copyright under most jurisdictions. A web development agreement should explicitly assign ownership to the client upon full payment, or specify a licence. This is one of the most common sources of disputes between developers and clients.
Is a web development contract enforceable in Kenya?
Yes. Under the Law of Contract Act (Cap. 23) and the Copyright Act (Cap. 130), a signed web development agreement is fully enforceable. Kenyan courts have handled IP and payment disputes arising from software development engagements.
What payment milestones should a web development contract include?
Industry standard is to tie payments to delivery milestones: a deposit on signing (20–30%), a mid-project payment at an agreed milestone (30–40%), and a final payment on delivery and sign-off. This protects both the developer from non-payment and the client from paying for incomplete work.
What is a Master Freelance Service Agreement for web development?
A Master FSA for web development is a framework contract that governs an ongoing relationship between a developer and client. Instead of drafting a new contract for each project, both parties sign the master once and attach a short addendum per project — covering scope, milestones, and fees without renegotiating the full terms.
Can I use this agreement for both Kenyan and international clients?
Yes. LegalEase offers both a Kenyan law version (governed by the Law of Contract Act, Cap. 23 and the Copyright Act, Cap. 130) and an international common law version. The common law version is valid in the UK, Australia, India, Nigeria, and other common law countries.
Is this agreement valid in the UK?
Yes. The LegalEase common law Master FSA for web development is drafted to principles recognised in England and Wales. UK-specific considerations include the Copyright, Designs and Patents Act 1988 for IP, and IR35 rules for contractor classification. We recommend having a UK solicitor review the document for high-value engagements.
What happens to bugs found after project delivery?
The agreement includes a warranty period (typically 30–90 days) during which the developer must fix bugs at no additional cost. Issues raised outside the warranty period are out of scope and billed as new work. The warranty period and scope should be clearly defined to avoid disputes.
How do I protect my freelance web development fees if a client refuses to pay?
A signed Master FSA gives you a contractual basis to pursue payment through the courts. For amounts up to KES 1 million, Kenya's Small Claims Court offers a fast process. The agreement should include late payment interest (typically 2% per month) and an attorney's fees clause so the client bears recovery costs.