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Creating Contracts:  Project Milestones & Materials Delivery Responsibilities

Published By: CreativeLatitude
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Writing effective, professional client contracts is one of the top five most requested and most confusing business tasks facing graphic designers, web designers, and other creatives today. Designer Contracts is an ongoing series of articles designed to help creatives write better, more thorough contracts that protect creatives, their clients, and both parties’ rights, and helps creatives build secure, professional relationships with their clientele.

Disclaimer:  I am not an attorney, nor am I qualified to provide legal advice. The above is based on my 15+ years professional experience as a graphic designer and design agency principal writing (with and without the help of legal counsel) contracts for creative services. Use it as a guideline. Before writing or signing any legal document I strongly recommend consulting a licensed attorney in your local jurisdiction.

Most designers—in-house, agency, and freelance—have experienced a situation in which deadline is pushed or missed because the client sits too long on something the designer needs to do her job. If you’re new to this business and haven’t had this happen to you yet, you will.

Design is a collaborative team process between the client and the creative. When one fails to deliver a critical piece of the project in a timely fashion, the other is left twiddling his thumbs. When the dilatory one is the designer, she’ll likely be penalized; when it’s the client dragging feet, the designer will still likely be penalized.

Time-based content delivery milestones, for both the creative and the client, are essential to maintaining the flow of a project and the quality–indeed, the very existence–of a relationship.

The average client has NO IDEA what we do. They don’t understand the creative process or the mechanics of how we create what we do. Nor should they have to. That is, after all, why they hire us. Nevertheless, when a project is running behind or a deadline missed, a client’s lack of knowledge of how we do this thing we do, and how we rely on the client, can cause major problems. The client has expectations of creatives; creatives have expectations of clients. These expectations must be communicated for both parties to know what to expect of one another and of themselves. In most cases, our ability to do the job for which we were hired hinge on the client’s actions. Without clearly communicated responsibilities and milestones–for both the client and the creative–problems can (probably will) occur.

Some projects–for example a movie poster–are fairly simple and upfront. Poster and other collateral design for films generally occur after principal photography and at least initial editing has been done. By this point all the credits are finalized. In such cases, the client is obliged to provide only the trailer VHS or DVD and a list of credits as source material. Once those materials are received, the designer is now free to create initial sketches without waiting on anything further from a client. Other jobs, like a quarterly report or a website, usually require staged delivery of content from the client. In involved projects like these you can only do so much work before you need more material from the client. If one client department drags its feet, you’re not working. If you’re not working, the client may assume YOU are dragging your feet, regardless of any protests to the contrary. If the client doesn’t fully understand your inability to move forward without her help she’ll begin doubting your ability to do the job. If the client is looking for an excuse to vend the job to a brother-in-law with a bootleg copy of Photoshop or to renegotiate your fee, here is where she will do it.

If you do find yourself in a situation where the project is stalled waiting for delivery of materials from a client, look for creative solutions to that problem. Let me give you an example from my own experience.

From 1995 to 2001 I was the principal and creative director of an agency in Central Florida (my official title was Chief Executive Imagination). In 1999 my agency had been hired by a large communications company to extend the brands and revenue streams of four of its radio stations onto the Web. We did it all:  Built websites; helped them begin broadcasting online, created a content management system so disk jockeys and reporters could update Website content in real-time; extended their audio on-air advertising system to banner and co-branding online advertising, and; created a new ad sales and customer tracking database system that not only included sales, revenue, production, and placement tracking of advertising for the Websites but on-air spots as well. As you can image, this was a big undertaking requiring that we work with every department at the corporate as well as station level. Some of those departments were less eager than others to have to include the Web into their operations.

The websites were launched in succession:  First the alternative rock station, then the classic rock, then the Top 40, and finally the AM news station. The alternative rock station moved along quickly from start to finish and launched to great fanfare. When we needed something, the station staff rushed it to us. The program directorfor the classic rock station, however, saw no value to developing an online presence for his station, regardless of what his superiors told him. So the station drug its feet every time we asked for something (D.J. bios and head-shots, event calendars, show descriptions, vehicle photographs, etc.). Their reluctance threatened to put us behind schedule, which would have impacted the remaining two stations’ delivery schedules as well. After numerous requests to the station and the corporate office for needed materials, we decided to solve the problem ourselves.

One Friday morning, after our weekly meeting with corporate and station staff, my staff and I hung around the classic rock station. Having secured all-access permission from the corporate liaison in advance (and confirming it in front of the program director during the meeting) to obtain required content ourselves, we set about doing the legwork the station wouldn’t do.

A couple of us had mini-tape recorders, the rest notepads, and we visited each D.J., getting from him a bio and a description of his show. We took digital pictures of everyone we interviewed. While my staff did that, I stopped by to visit the promotions director. We spent two hours, he and I, going over the station’s current and upcoming contests and remote broadcasts. We worked out a system comfortable for him whereby he would maintain the events, concerts, and venues calendars, and an easy methodology for getting to my agency future content requiring creative work.

By that afternoon, my team had everything we’d been waiting for except photographs of the station’s identity vehicles. One of the station’s motorcycles we needed for the Flash animation that opened the site, so it was critical we get good shots of it at multiple angles against a neutral background. While I had been with the promotions director, we had found a four-hour period a few days hence in which none of the four vehicles (two Harley-Davidson motorcyles, a Hummer, and a Dodge Dually turbo-diesel truck) were booked for remote broadcasts. My team lined up a suitable studio (an empty retail store with white walls and doors large enough to drive a Hummer through), prepped the space with umbrella lights and backdrop, and got our storyboards drawn up. A few days later, we drove the vehicles into the studio one at a time, photographed them from every angle we might need, and we were done. We were ready to get back to work.

The program director’s repeated delays had caused us nearly three weeks of time, but we worked overtime and managed to make up the time. The classic rock station’s site launched on time–with full content. Production on the other two stations’ sites began and ended on schedule because we didn’t let the reluctance by one department within the client’s organization slow us down. We were rewarded with more work for the communications company. If we had waited for the classic rock station to get us the content, however, we would have missed all three deadlines and irreparably damaged our relationship with the client.

Solving problems is what design is all about. With that radio station, I was able to solve the problem with direct action. If the problem had been different–if the client’s sales department had been reluctant to provide critical information about the needed structure of the ad sales and tracking database, for example–my team and I might not have been able to solve the problem ourselves. In that case, the whole project would have ground to a halt waiting on the action of just one of sixty client reps with whom we had to interact. If the primary client contact(s) doesn’t understand the reason for delay or why you just can’t work around the missing information, you’re in trouble. With the radio stations I dealt with just that:  My client liaison didn’t recognize why we were stalled without the classic rock station’s content. Since we built the site as a range of templates, the client saw the templates but thought we had more to do since each and every page of the site hadn’t yet been created. Through no fault of the liaison, she simply didn’t understand why we couldn’t generate the pages without the content. The client didn’t comprehend the process, so a delay on the part of a client representative looked like a failing on our part. If we hadn’t found a way around the one program director’s reticence, we would have jeopardized our relationship and the entire contract.

Don’t get yourself into situations wherein you jeopardize a job because the client isn’t doing what you expect. Tell the client upfront what you expect of her, when and how you expect it. Tell her right in your contract which of your tasks are contingent upon the completion of hers, what she needs to provide and when for you to meet her expectations of you.

Don’t get into that argument. Build the milestones for BOTH PARTIES into your contract. Here’s an example from the contract of an ecommerce catalog site I recently completed:

V. Project Milestones & Materials Delivery Responsibilities

  1. Within two weeks after the date first above written, [client] will deliver to [agency] the following materials:
    1. Camera-ready digital copies (.EPS or .PDF format) of client’s logo(s) in full-color and in black-and-white.
    2. Camera-ready digital photographs of all products to be made available for sale on the website. Note: If hardcopy photos are to be sent, or if photos (either digital or hardcopy) will require correction or retouching by [agency], [agency] will require additional time which may push back subsequent milestones as specified below. If such is necessary, [agency] shall communicate such in writing to [client] within two business days following receipt of all photos.
    3. [Client]’s then-current catalog(s) and any additional information as need to detail (product description, SKUs, price(s), size(s), color(s), dimensions, etc.) all available products to be made available for sale on the website
  1. Two weeks after receipt of the above materials, [agency] shall provide to [client] for [client]’s review and approval initial site concept sketches in digital format (.PDF). If initial concepts fail to meet with client’s approval, [client] and [agency] shall work interactively to develop new concepts until one is approved by [client].
  1. Four weeks after [client] approves concept sketches, final deliverables (HTML, CSS, SWF, database, and related graphics) for the ecommerce portion of the site shall be delivered to [client]’s IT department for installation on [client]’s website.

Never put actual dates. Always make milestones contingent upon preceding events in a cascading relative timeline. That way, if the client is two weeks late providing content at milestone three, you can’t be held responsible for delivering milestone six two weeks later than originally intended.

A contract that includes a section like the above sets clear expectations for your performance as well as for the client’s. More importantly it shows the client where the responsibility for keeping the project on time is HERS.

The contract that governed the four radio stations websites project with the communications company included milestones, but it wasn’t sufficient to fully communicate to both parties the responsibilities each bore. Since it was our first time working with multiple stations (akin to nigh-autonomous subsidiaries) under one umbrella we hadn’t fully understood what to expect in terms of which client department would be responsible for delivery of what content, how the chain of command worked within the client’s organization, and so on. The client hadn’t made it clear to us that we wouldn’t be dealing with corporate liaisons for each of the departments, that we had five different counterpart departments (four stations plus corporate) to deal with for each piece we needed. Thus the contract wasn’t detailed enough. It covered who, what, when, and where sufficient for most organizations, but for this particular client’s unique structure the contract had holes where the minutia of what, when, and by whom content was delivered to us were fuzzy. Of course we didn’t realize that until we were already deep into the project.

So get the client to proof the Project Milestones & Materials Delivery Responsibilities section of the contract. Get her to look closely at it. Ask her:  Does this fit into your schedule? If there will be multiple departments and/or liaisons involved in delivering content to me, is this timeline reasonable for them? Will it fit into their schedules? Would you like to run it by those departments and individuals for their input before we finalize the contract?

Even with a good client who values your service and rates, creating a relative time milestone contract is a critical part of the relationship’s communication process. Clients don’t understand what we do or how we do it–that’s why they hire us–and, therefore, they don’t understand how long design tasks take. It’s the designer’s responsibility to communicate that to the client in a language the client understands. The client can’t plan and schedule her responsibilities if we don’t give her the advance notice she needs.

Your client probably doesn’t understand what you do and how long it takes you do it. Her expectations for project milestones might be completely different from your own, regardless of the agreed upon deadline. She may not realize that. As the creative it is your responsibility to initiate the conversation about project milestones and mutual responsibilities. Show your client the respect she deserves by helping her plan for reaching her milestones and knowing when to watch for yours.

Work out in advance (in contract form) what you and your client expect of one another and of yourselves, and when you expect it, and there will be much less room for conflict over delays and missed deadlines. The end result will be a stronger, more enjoyable relationship.