How to put a price on Copyright?

Business
1

Hi all,

Bit of a weird query here, ive never come across this (though it seems obvious it was going to happen sooner or later, now I think about it), but am not sure how to deal with this or put a price on the issue. Please allow me to explain…

I received a phone call today from a prospect who is on the verge of ‘signing’ my contract for a new website development. It’s a fairly basic/static site, no databases involved or anything.

Anyway, I have in my terms of business that the site’s copyright will remain with me (the thought behind this term was to prevent a client taking a site and then later editing, modifying it etc on the side, at home, perhaps even defacing it etc which could reflect really badly on me as a designer if not competently carried out - my thought was also to preserve my name and link on the footer of the sites I build (though I would happily negotiate to remove this if the client wished, perhaps for a further small fee.).

The prospect hypothetically (his word not mine) asked, “If in 5 years time we wanted to host this (the website) ourselves and change or add to the website, if we had an in-house IT team… how would this be effected by the copyright term in your T&C’s?”. Being a referral from another client I admitted I hadn’t come across or ever had to deal with a situation like that. At this point he suggested a nominal fee could be paid at that point in time (to be defined in our contact now prior to work commencement) as a precautionary measure.

My question is; How do you put a price on the copyright of a website that doesn’t even exist yet? The client doesn’t even have an old/current site. The one we are discussing will be his company’s first. And whilst I don’t envisage any problems and I do have faith and trust in him (likewise, I believe he does me)… he is clearly thinking about the future and perhaps if he had an in-house IT team at some point… “What if?” …and doesn’t want to “loose the investment” he may make with me now to develop his site.

My concern as a designer is the client defaces the site or makes unprofessional changes - while I wish to use the site in my portfolio - those changes may reflect badly on me.

The clients concern is if he wants to move in-house at some point, will he have a website to move?

Hence the nominal fee suggestion (I did also mention this would include or ‘pay for’ any source/editable files too, which he would not receive as part of the main development, layered graphics files, commented code, etc).

So what would be your advice on this scenario, and how much would you want for the nominal fee / copyright rights?

PS: If Im way off the mark with what I describe being in my terms (in terms of what is common or morally-acceptable), please let me know and tell me how you get around such problems/worries of clients potentially messing with your work when your name is on it, or even removing your name from it (there will be no CMS with this project, though it could be easily added later through the likes of Perch, etc).
PPS: If the value of the project has any impact on your thoughts let me know and I can reveal.

Thank you

PPS: Am I right in saying this is one area not really covered in the business kit? I don’t recall reading anything about copyright really in it.
Perhaps something for future, or even a sitepoint book on this in its own would be good?

2

Why would any client in their right mind allow you to retain the copyright to their business web site - it’s understandable that he feels worried that he may ‘lose his investment’ - he’s paid for it but you somehow want to control it - kind of leaves your client in a very precarious position! Of course they should be free to make changes to their own site without even a second thought about the guy they paid to build it for them - they paid for it, that’s their prerogative - why should they care how it reflects on you?

No commented code? No copyright? Allowing you to freely advertise your site in the footer (and having to pay extra to remove it)? Doesn’t this all sound a bit too much like the relationship is all about you and not about the client?

Stop worrying about your clients possibly making changes to their own sites and instead concentrate on building great, fruitful relationships with them. Before you know it, you’ll have hundreds of sites and a constantly changing portfolio, so it won’t be a problem if a client starts messing with things. Just give your clients copyright to the work they paid you for - you can retain ownership of specific scripts and libraries and just licence these - but the design and the ‘site’ as a whole should really belong to the client, not you. And instead of demanding a footer link, simply ask them for permission to link from their site - most will say yes, especially if you ask at the end of the project when the client is all happy with the work you created.

What’s the price of copyright? In this case I would say the price is that you’ll struggle building a successful business unless you start looking at these things from the client’s perspective.

3

Thanks for your reply Shadow, but when designers create graphic design work, they (in my experience, and from what I’ve read, and heard from others) do not hand over the layered PSD /AI files, right? - They provide one vector PDF or number of flattened files in whatever format the client wants. Non-editable with the layers flattened. Editable files with the layers in-tact are usually charged more for - or do you feel this is against the ‘norm’ as well (just curious)? If we provide commented code (depending on the level of commentary of course, just like editable files) we are giving away our expertise to an extent because the client can then cut you out thinking they can do it themselves (I know not all clients are this ignorant and big headed in terms of the level/quality of their own skill, but some are none the less).

Surely the client pays for a product. A website, static in this particular case. If they want to update and edit it themselves, pay for a CMS, but with updates due only on an annual basis (in this case), there was no want or need. Who fixes the potential problems when they mess up the code and resultantly ‘break’ the design? They wouldn’t be happy with a bill for that, as warranted as it may be.

I have had clients who have pushed and pushed to get the price of the project down, complain about fees for additional updates/work, hosting, domain service renewals, etc. I also have a number of longer term clients of which the relationships are built on trust - most of my client relationships are so; and the best ones span several years. This situation has never arisen before - hence my post/request for advice. The client has proposed the idea of a further nominal fee (due payable at such a time when he may wish to take the site on in-house), i just dont know how to quantify it, or whether to accept/reject the proposed idea.

4

Yes, it’s common for developers to retain the rights to the ‘work’ files such as PSDs, Illustrator files etc, but your post is talking about the copyright of the ‘site’, which most web developers will transfer to their client in a ‘work for hire’ arrangement. The site is the end product, the client owns it - if they want to update it themselves, why would they have to rely on you? Why pay for the development of a web site and not be able to do with it as you please? Unless you’re providing it for free, I don’t see the selling point for the client here. What if your ongoing service deteriorates? What if you fall out with each other - as you own the copyright to the site, is the client forced to start from scratch with a new developer? I would never sign such an agreement - I assume most of the clients who did sign that probably did not understand the implications.

If we provide commented code (depending on the level of commentary of course, just like editable files) we are giving away our expertise to an extent because the client can then cut you out thinking they can do it themselves (I know not all clients are this ignorant and big headed in terms of the level/quality of their own skill, but some are none the less).

Again, why is this an issue for you? You are building a site for your client - taking away comments from the code just purposely makes it harder for your client to make changes to their own property. Rather than lock your clients to you, give them a reason to choose to stay with you. Is your expertise summed up by the comments in your code? I don’t think so - your role as a developer is much more far reaching. You keep talking about trust, but it seems only your clients are the ones expected to show that.

Who fixes the potential problems when they mess up the code and resultantly ‘break’ the design? They wouldn’t be happy with a bill for that, as warranted as it may be.

They may not be happy about breaking their site, but it’s their site and they should have the freedom to choose to do that. And why should they not expect to pay you for your time to fix their mess? A reasonable client is never going to quibble about paying you to repair any damage they may have caused themselves. If I break my car, I pay a mechanic to fix it for me.

I have had clients who have pushed and pushed to get the price of the project down, complain about fees for additional updates/work, hosting, domain service renewals, etc.

These would be the type of clients most of us avoid :slight_smile: I don’t see how that’s relevant to this topic though.

I also have a number of longer term clients of which the relationships are built on trust - most of my client relationships are so; and the best ones span several years. This situation has never arisen before - hence my post/request for advice. The client has proposed the idea of a further nominal fee (due payable at such a time when he may wish to take the site on in-house), i just dont know how to quantify it, or whether to accept/reject the proposed idea.

Well, personally I’d just give them what they want - again, ‘trust’ is the key word here. Trust them to do what they will with their own site, give it to them with a smile and a promise that you are always there for them if they encounter any problems. Try to see if they are interested in retaining you as a consultant to assist their in-house team. Delight the client and let them run their business the way they want to without trying to enforce artificial restrictions on what they can and can’t do with their own property.

6

In a broad sense, “The value (cost) of anything is really what someone else is willing to pay” --Thom Parkin

I have no background in law (in any jurisdiction) and cannot provide advise on such. But from my experience everything in life is negotiable. And, to answer your question, determine a price that is ‘fair’ to both parties.

7

[FONT=verdana]I completely agree with ShadowBox. If a client is paying you to design and build a site, you should make it clear that the copyright belongs to the client. If you are worried about the client altering the site in a way that reflects badly on you, keep your name off the site.

In this particular case, the answer is even clearer. The fact that the client contacted you to raise the subject means that it is an issue for the client (and rightly so). If you offer to let the client have the copyight clearly from the outset, not only will that make your life simpler, but it will probably help clinch the sale.

Mike[/FONT]

8

So it is considered the ‘norm’ for designers to complete sites and if/when the client decides to make any changes off his or her own back, for better or for worse, without consulting the designer, they are just left to do so? What about the potential to lower the quality of the ‘finished product’ that is featured and linked to in/from your own portfolio?

Isn’t it strange or worrying for portfolio’s to only include screenshots of the site, rather than linking to the actual physical site? This surely proves the job was real, that it is your work and it is still live, ongoing, and making a difference to the client it was built for?

How would you prove you built/designed the site if your link back is no longer on it, or in its modified present state looks so bad you’d rather not people know… it just seems a shame and wasted opportunity from the portfolio perspective. and obviously there would be some concern at another designer/agency modifying ‘my work’ so to speak.

I know that if the relationship is good and well founded then this would likely not happen. If the client is happy with you, why would they leave? But when it comes to T&C’s you really are trying to cover all bases and eventualities here, you know?

@Mikl - point taken about how the copyright should belonging to the client. Is it that out of the ordinary to have a further fee stipulated for all copyright to be handed over, including working and source files, along with the removal of any designer linkbacks and branding in the footer? - is is this poit i cant seem to calculate a figure for, because of the concerns and questions in the 3 paragraphs above

9

TBH, it sounds like you view everything from your perspective and 0% from your clients. You’ve been paid to design your client a web site, why should they care if you somehow cannot prove you created their site? This isn’t about you, it’s about the client. Yes it’s a shame that a client may mess up their site, but it’s their site to mess up. You were paid to build it, you built it, job done - if you provide great service, they’ll continue to use you. They’ll only leave if you are not very good - if so, work out how you can improve. Don’t try to hold your clients to ransom.

You have to accept that you can’t have it both ways - you don’t get to charge $$$ and then claim complete control over your client’s sites.

10

The problem is you’re trying to apply a static concept to a dynamic environment. A PSD is no different than a photo as it doesn’t change when delivered. Webpages are dynamic by nature as the content is easily changable. An off the wall comparison would be a car - how would you like it if you were told that you can’t do anything to your car. No new stereo system, no new wheels, no paint job. Just how it was designed by the designer so it could be shown as a testament to his/her skill. Can’t say I’d like that much…

11

Thanks for all your help and words.

Does anyone have any sources for where I can read some template or ‘standard’ terms relating to copyright written for this sort of scenario?

Clearly the ones collated from across the web and butchered up need to be scrapped and rewritten :confused: It’s not that I want or am even trying to tie down or restrict any client as such, but more wanted to be mindful of protecting my work and preserving its quality as far as possible, ensuring I am able to reuse code snippets in future, and retain all ‘working files’ from my process as such.

12

Did you look at the stickied thread here in this forum? http://www.sitepoint.com/forums/showthread.php?135761-Legal-Resources

The problem you’ve got is you’re lumping multiple concepts into one issue:

  1. Controlling a design after it’s been delivered to a client - can’t do it because it’s their property as they’ve contracted you to deliver a product.
  2. Controlling the ability to reuse snippets of code/markup. This is ususually addressed in the contract
  3. Retaining of working files - same as #2. Usually handled in the contract (turning over of working files with the finished product is usually an extra charge)
13

Yes, just forget about ‘preserving its quality’; it’s not your call and never will be.

As for the rest, you need to state that after receiving full payment, the ‘site’ belongs to the client with the exception of stuff that they cannot ‘own’, which is instead licensed to them for use in their site. Then state what these exceptions are, which would include third party scripts, stock images, pre-existing code libraries that you have previously created and tend to re-use for all clients, source files, etc. To add further protection, you can state the specific licence terms for your libraries.

Basically the client owns the ‘site’ as a whole and can change it, add to it, transfer ownership etc - basically all the things a business would want to do with their own site. But they cannot stop you re-using your own code libraries, nor can they claim ownership of stuff they have no right to own. You just have to define what’s what.

I have never seen a free online contract that covers this very well at all, which is why most of them tend to be pretty poor IMO.

14

What you produce will fall into three separate categories.

  1. Your collection of templates and scripts that you use as the starting point for all of your work. You would licence these to each client allowing them to use it on their site but not to make any other use of it. You need to retain ownership of those components because you will use them again in future work that you do.
  2. Work files that you generate along the way as a part of the process of creating the final files. Generally you would retain ownership of these files as well as they are part of the process that you follow in creating what the client asked for and are not a part of the end product that they are buying. If you changed the process you followed to create the end result then you could end up with a completely different set of work files for the same end result.
  3. The ffinished web site which once handed over would belong completely to the client (as that is what they have paid to have produced for them) with the exception of those base components which are only licenced to them. They would have the right to do anything they like with the entire content of the web site.

There might also be third party produced elements that would be licenced as a part of the site.

With respect to the licenced components - you can’t change the conditions for those parts that are third party and you would not want to give full rights to those parts that you licence as doing so would prevent you from ever using them yourself in another site.

The only part of what is produced that would therefore be a possible addition to what you sell to the client would be the work files.

15

I would just launch the site and allow them to do whatever they want with it. If they break something great. A back-up will cost xxx dollars. Than you hope they do break something. If nothing else they know not be touching things they don’t understand.

16

I think the preferable business model and the win-win all round would be to encourage them to pay you to install a CMS for them - that way you get additional development income, ongoing support contact etc, and the client can safely update their own site whenever they please without worrying about breaking the site. Everyone is happy.

17

Just because you use a cms doesn’t mean they can’t still go in and tinker with things they shouldn’t be. So long as they have ftp access they can do just about anything they want and they should really have access to their own stuff just in case the developer falls off the face of the planet or gets hit by a bus.

18

CMS is always good, but in my view you should just grant the client the copyright as they have requested. I never hire a designer that even resists the idea that I will hold full rights to the original work that they produce for me. I have heard this discussion before, but there seems to be no shortage of designers are are happy to transfer rights to clients.

You can spend a lot of time trying to protect yourself from a possible scenario where a client would change your design and you would be somehow damaged by that. Or you can spend your time doing great quality work, delighting your clients, and raising your rates.

There are some designers who try to keep copyright for their work and just grant the client a license to use it, or some permutation of that, sure. But, most great designers do great work and then grant the rights of that great work to their great clients and then deposit a great big check.

Pick your battles!