Which seven contract clauses prevent website disputes?
Most arguments over websites come down to seven questions nobody answered in writing: what exactly is being built, by when, for how much and when it is paid, how changes are handled, who owns the result, who holds the logins, and how either side can end the deal. A contract that answers those clearly protects both you and the supplier.
- Scope and deliverables: pages, features, languages.
- Timeline and dependencies: dates, and what you must supply by when.
- Payments: amounts and what triggers each one.
- Changes and revisions: what is included and how extras are priced.
- Ownership and licences: design, code, content, third-party items.
- Access and data: accounts in your name, handling of customer data.
- Termination: how to exit, and what you receive if you do.
This post starts where the selection process ends. If you have not yet decided who to hire, begin with our guide to choosing a web design partner. If some terms in a draft contract are unfamiliar, our glossary gives plain-English definitions of the common ones.
This is practical guidance, not legal advice. For a large project or anything unusual, have a Thai lawyer review the contract.
Scope, timeline and payments
Scope and deliverables
The contract should refer to a detailed scope, usually the accepted quote, and say that the scope forms part of the agreement. Good wording lists pages by name, languages, features such as booking forms or PromptPay checkout, and exclusions such as copywriting, photography or paid plugins. It should also say whether the work covers design only or design and build; the difference between web design vs web development matters when a dispute turns on what was promised.
Timeline and your dependencies
A timeline is only fair if it names what you must provide: text in Thai and English, photos, logins for the domain, product data. Look for a clause saying that if your input is late, the dates move by the same amount. Without it, a supplier can be blamed for delays they did not cause, or you can be pressured to accept rushed work.
Payments
Check each payment has a clear trigger, such as signing, design approval or launch, rather than a calendar date alone. Confirm the currency, how invoices are issued and whether the amounts include tax, since the contract should state this explicitly. Avoid paying the full amount before you have seen working pages on a staging site, the private test copy of the website.
How should the contract handle changes and revisions?
Two separate things need wording here, and many contracts blur them.
- Revisions are adjustments to agreed work: moving elements, changing colours, rewording headings. The contract should state how many rounds are included at each stage, for example at design and after the build, and what counts as one round.
- Change requests are new work: an extra page, a new language, a membership area. The contract should require the supplier to describe and price each change in writing, and require your written approval before the work starts.
Also check what happens to the timeline when a change is approved. A good clause says the supplier will state any effect on the launch date at the same time as the price, so you can decide with full information.
If the contract is silent on changes, every disagreement becomes a negotiation. Even a short paragraph here saves weeks later.
Ownership and licences
Design, code and content
In Thailand, copyright is governed by the Copyright Act B.E. 2537 (1994), administered by the Department of Intellectual Property. The Act contains its own rules on who owns work created by employees and work made to order, and those defaults may not match what either side assumes. The safe approach is not to rely on defaults at all: the contract should say plainly who owns the finished design, the custom code and the content, and from when, often on final payment.
Look for wording that covers three layers separately:
- Your content: text, photos and logos you supply stay yours.
- Custom work: the design and code made for your project, and whether ownership or a licence passes to you.
- The supplier's own tools: reusable code or frameworks they bring to every project, which they may keep but should license you to use.
Third-party licences
Themes, plugins, fonts and stock photos come with licences from their makers. The contract should list which ones are used, whose name the licence is in, and who pays renewals. A premium plugin licensed to the supplier's account can stop receiving updates if you part ways.
Access, handover and data
Accounts in your name
The domain, hosting, analytics, Search Console and any store platform account such as Shopify should be registered to your business, with the supplier added as a user. If the supplier must register something for you, the contract should oblige them to transfer it at handover. Ask for a handover clause that lists every login you will receive and a full backup of the site.
Handover sits right before go-live, so it pairs naturally with a website launch checklist that confirms each account and login works in your hands.
Personal data under PDPA
If the developer can see form submissions, customer lists or orders, they are handling personal data on your behalf. Under Thailand's Personal Data Protection Act B.E. 2562 (2019), you as the business remain responsible for how that data is used. A short data clause should say the developer uses such data only to do the work, keeps it secure, does not pass it to others without your consent, and deletes or returns it when the project ends. This matters most for clinics, hotels and stores that hold customer details.
How can either side end the contract?
Nobody signs expecting to part ways, which is exactly why the exit terms get skipped. Check four points:
- Termination: either side can end the contract with written notice if the other fails to perform. The clause should say what you pay for work completed and what you receive for it: design files, code and a backup of whatever has been built.
- Warranty wording: if the supplier offers to fix defects after launch, the contract should define what a defect is and for how long the offer applies. Do not assume one exists if it is not written down.
- Dispute resolution: which law applies, usually Thai law for a Bangkok project, and whether disputes go first to negotiation or mediation before court.
- Signatures: Thailand's Electronic Transactions Act B.E. 2544 (2001) recognises electronic signatures in many situations, so signing by e-signature service is common. For high-value contracts, a lawyer can confirm the method suits your case.
The checklist
Read the draft contract with this list beside it and mark anything missing before you sign.
- Scope attachedThe accepted quote or scope document forms part of the contract, with pages, languages, features and exclusions.
- Design and build definedIt is clear whether the supplier designs, builds, or both.
- Timeline with dependenciesDates move if your content or approvals are late.
- Payment triggersEach payment tied to a milestone; tax treatment stated.
- Revision roundsNumber of rounds per stage and what counts as one.
- Change requestsWritten description, price and your approval before work starts.
- OwnershipWho owns design, code and content, and from when.
- Third-party licencesThemes, plugins, fonts and photos listed, with licence holder and renewal cost.
- Accounts in your nameDomain, hosting, analytics and store accounts registered to your business.
- HandoverList of logins and a full backup delivered at launch.
- Personal dataDeveloper uses customer data only for the work, securely, and returns or deletes it.
- TerminationNotice, payment for work done and delivery of files on exit.
- Law and disputesGoverning law and the steps before court.
Before you sign
Read the contract and the quote together, because gaps usually appear where one refers to the other. If a clause is unclear, ask the supplier to rewrite it in plain language; a reasonable supplier will. For more on briefs, timelines and working with a supplier, see our articles on planning a website project.
Our own project terms, including scope, exclusions and payment terms, are set out in the written quote we send for each project. You can compare our indicative web design prices for the Starter, Business and E-commerce packages first, or send us your brief and read our terms with this checklist in hand.
Sources
- Department of Intellectual Property Thailand (Copyright Act B.E. 2537)
- ETDA Thailand: Electronic Transactions Development Agency
- PDPC Thailand: Personal Data Protection Committee
Builds and ranks the websites: the systems behind the 17 client sites whose Search Console numbers we publish. This guide was written by the Website Development Bangkok team. More about us