Replacing Webteam

Instabus

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Hi All,

We have had a large custom built website made for us but are not convinced that our current webteam (external) are the best people to take us forward in the long term.

Apparently I can buy the source-code cd from them for £150 and apparently that will mean that I own the website instead of them.
Is this statement true?

Could this webteam still access the website and maliciously change/break things if they wanted to, after the source code had been handed over and we had employed a new team to continue the development our site?

What is the best way to part company with the original webteam and take on the services of a new team who would take care of all future upgrades?
 

fisicx

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Buy the CD, set the website up on your own server and change all the passwords. If they can't access the site then they can't mess with it.

This happens a lot - I have had a number of clients who have gone from me to another (a nd vice verse) as their needs changed, it shouldn't be an issue.

What does concern me a little is the fact thay can put the site on a CD. This indicates that you just have a plain HTML site which means any future changes can get expensive as the business expands. If the site were built using a CMS then you could add new pages or change the content yourself at zero cost.

If it is as large as you suggest and is built using a CMS then you can't just put the site on CD - it doesn't work like that.
 
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Nuno

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You will need to have a contractual, written agreement with both the old and new providers.

From the old you will basically need an assignment of copyright of all images, code, objects and text in return for the agreed fee, (£150), and an assurance that the site is OK as of the transfer date.

If you do this it makes sense to have a contract with the new providers from the word go to ensure that copyrights remain yours, and they can't blame the last lot after they take over.

Googling something like "transfer of web maintenance agreement UK" will show some examples of other maintenance agreements to start you off.
 
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Instabus

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Buy the CD, set the website up on your own server and change all the passwords. If they can't access the site then they can't mess with it.

This happens a lot - I have had a number of clients who have gone from me to another (a nd vice verse) as their needs changed, it shouldn't be an issue.

What does concern me a little is the fact thay can put the site on a CD. This indicates that you just have a plain HTML site which means any future changes can get expensive as the business expands. If the site were built using a CMS then you could add new pages or change the content yourself at zero cost.

If it is as large as you suggest and is built using a CMS then you can't just put the site on CD - it doesn't work like that.
Maybe they said a DVD or implied multiple CDs? This was a discussion I had with them many months ago so I can't remember the specifics.

It is a large site though and it has been built using Ajax (if that helps?).
There is a CMS element to it as we can update most of the on page content ourselves and have a back admin section where we do this.
 
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Instabus

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You will need to have a contractual, written agreement with both the old and new providers.

From the old you will basically need an assignment of copyright of all images, code, objects and text in return for the agreed fee, (£150), and an assurance that the site is OK as of the transfer date.

If you do this it makes sense to have a contract with the new providers from the word go to ensure that copyrights remain yours, and they can't blame the last lot after they take over.

Googling something like "transfer of web maintenance agreement UK" will show some examples of other maintenance agreements to start you off.
Yeah I'll make sure we have contracts in place going forward and hopefully we can part with the current web people amicably when the time comes.

Eventually I will be looking to invest in an in house web team as we really need them to be able to respond to our requests immediately while the current team are not coping very well with our demands as (understandably) they have other clients that also need to be looked after.
 
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fisicx

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If that's the case then it may well be a DVD. But you can't just copy the contents onto a new server and hope. There will be all sorts of configurations needed to get it to work properly. Not a difficult task but one that does need a some experience.

If it really is bespoke then you may struggle to find a developer willing to take on the challenge. And even if they do it's not going to be cheap as they will have to spend a lot of time learning the site how the site works. On the other hand if the site is built on a commercially available platform you shouldn't have any problems.
 
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Instabus

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If that's the case then it may well be a DVD. But you can't just copy the contents onto a new server and hope. There will be all sorts of configurations needed to get it to work properly. Not a difficult task but one that does need a some experience.

If it really is bespoke then you may struggle to find a developer willing to take on the challenge. And even if they do it's not going to be cheap as they will have to spend a lot of time learning the site how the site works. On the other hand if the site is built on a commercially available platform you shouldn't have any problems.
It's definitely bespoke unfortunately.
It may be best that I hold off then until I can afford to recruit an in-house webteam if it is going to be too much of a challenge to source a replacement external team.
 
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fisicx

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And that's always going to be the problem with a bespoke site. Are you sure it's 100% bespoke and not based on something standard?

Consider as well they even if you get copyright over the content they may well still own the core code that drives the site.
 
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Instabus

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And that's always going to be the problem with a bespoke site. Are you sure it's 100% bespoke and not based on something standard?

Consider as well they even if you get copyright over the content they may well still own the core code that drives the site.
99.99% sure! :)
They haven't built it on Magento or WordPress or any existing platform and created it for us exactly to match our requirements.
They have told me that it is completely bespoke and I have no reason not to believe them although I am not a technical expert (if you hadn't already guessed that!) so they could tell me anything and I wouldn't be in a position to argue.

Am I correct in saying that if they sign over the source code to us for the £150 agreed price then we will own the copyright and when you say they may still "own the core code that drives the site" that only means that they can use it to create other similar sites? It won't prevent me from having my existing site developed further once we go our separate ways?
 
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Alan

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    I would doubt if they would give away anything valuable (to them) for £150, so one would assume that they would retain the core code to build other sites with. Unless of course the code is totally bespoke, and you have paid for it, then maybe the £150 is just to cover the cost of taking it off the server onto a CD/DVD.

    I think you really need to gets into the nuts and bolts of what you are getting, and if that is beyond your comfort zone then hire a consultant to work with you.

    From the discussion of 'web team' and potentially 'in house team', we are talking significant amounts of money that you invest in your site (.e. the minimum number of people that make a team = 2 => at least teh wages to two IT staff p.a.)
     
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    fisicx

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    Am I correct in saying that if they sign over the source code to us for the £150 agreed price then we will own the copyright and when you say they may still "own the core code that drives the site" that only means that they can use it to create other similar sites? It won't prevent me from having my existing site developed further once we go our separate ways?
    You are paying for a copy of the site. The code they used will be a collection of scripts and modules gathered together from various project and other sources. It's not 100% bespoke to you. Nobody builds a site from scratch. For example, if you have a payment portal then they will be using the script supplied by the payment processing application. You don't own this script. If you have a contact form it will used standard validation scripts and processing functions. The CSS isn't yours anymore than the php or asp is yours. Even the way information is passed to the database is just normal everyday code.

    What you will own the theme, the images and content and possibly some of the backend tools. But that's about it.
     
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    Alan

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    You are paying for a copy of the site. The code they used will be a collection of scripts and modules gathered together from various project and other sources. It's not 100% bespoke to you. Nobody builds a site from scratch. For example, if you have a payment portal then they will be using the script supplied by the payment processing application. You don't own this script. If you have a contact form it will used standard validation scripts and processing functions. The CSS isn't yours anymore than the php or asp is yours. Even the way information is passed to the database is just normal everyday code.

    What you will own the theme, the images and content and possibly some of the backend tools. But that's about it.

    You are in all probability correct - but you don't know this for a definite fact. And you can't possibly know what the original project scope / contract laid out as belonging to the client or not, assuming there was one.

    Its not hard to write contact forms from scratch or write to payment gateway API's either, just the majority of web firm's reuse code, because there is very little point in re-inventing the wheel.

    Just playing devils advocate here.
     
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    fisicx

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    I agree 100%. You can write from scratch buts its more likely they have reused a thumbnail generator script than created a new one. When you get down into the weeds, half the code will just be standard functions; there is only one way to write str_replace. What may be bespoke is how it is used.
     
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    OP.

    My first port of call would be to contact a professional and get them to appraise the web presence situation.

    They would then be in a position to advise on the best route forward re site portability and you can then make a decision based on these facts presented.
     
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    Nothing to worry. :)

    Get the login details and one can easily backup the whole site for you at the earliest. This is just to be sure that we can restore the site any time.

    Now, after the agreement is done, you can change passwords and restrict access to only the new team members. This is all very common.
     
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    Instabus

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    I would doubt if they would give away anything valuable (to them) for £150, so one would assume that they would retain the core code to build other sites with. Unless of course the code is totally bespoke, and you have paid for it, then maybe the £150 is just to cover the cost of taking it off the server onto a CD/DVD.

    I think you really need to gets into the nuts and bolts of what you are getting, and if that is beyond your comfort zone then hire a consultant to work with you.

    From the discussion of 'web team' and potentially 'in house team', we are talking significant amounts of money that you invest in your site (.e. the minimum number of people that make a team = 2 => at least teh wages to two IT staff p.a.)
    I'm sure you are correct in that I don't own the code and they are free to build other sites with it, and I wouldn't expect anything other than that actually.

    All that matters to me is that if/when we do part company, I will be able to hand something over to the new webteam who will have unlimited access to the coding of the website, while preventing the old team from accessing it.

    Regarding the in-house option, this is certainly not something I can do currently but is what I am aiming for as we have a large website that will be regularly being upgraded as our budget increases and as new technology becomes available.

    We need to be in a position where any bugs that we spot are dealt with instantly and not when the webteam can fit us in, which is the case at the moment.

    You are paying for a copy of the site. The code they used will be a collection of scripts and modules gathered together from various project and other sources. It's not 100% bespoke to you. Nobody builds a site from scratch. For example, if you have a payment portal then they will be using the script supplied by the payment processing application. You don't own this script. If you have a contact form it will used standard validation scripts and processing functions. The CSS isn't yours anymore than the php or asp is yours. Even the way information is passed to the database is just normal everyday code.

    What you will own the theme, the images and content and possibly some of the backend tools. But that's about it.
    That's what I would expect.
    I wouldn't have thought that our contact forms and other standard features would be bespoke when they must have created dozens of them before, so they will have just adapted them slightly to fit with our general theme.

    But there are many features that I know they haven't created for anyone else but they may use on future websites they create for someone else.
    That is acceptable to me providing the theme is not copied and other sites don't end up looking like ours.

    You are in all probability correct - but you don't know this for a definite fact. And you can't possibly know what the original project scope / contract laid out as belonging to the client or not, assuming there was one.

    Its not hard to write contact forms from scratch or write to payment gateway API's either, just the majority of web firm's reuse code, because there is very little point in re-inventing the wheel.

    Just playing devils advocate here.
    We never signed any contract with them and only agreed on a brief for the overall job. So there is nothing there about who owns what etc.
    We've had a very good relationship with them so I'm not worried about any malicious activity should we part company, providing we do amicably - which we will make every effort to do.

    Perhaps we can find a way where we can guarantee them enough work in the year that they can bring in more resources to ensure that they have it covered and we are not kept waiting. That would be the best solution and one that hasn't been ruled out yet.
     
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    Instabus

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    OP.

    My first port of call would be to contact a professional and get them to appraise the web presence situation.

    They would then be in a position to advise on the best route forward re site portability and you can then make a decision based on these facts presented.
    What sort of a professional would I approach for this?
    An IP legal specialist?

    Site portability means how easy it would be to hand over the code to someone else to take over the development?
     
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    S

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    What sort of a professional would I approach for this?
    An IP legal specialist?

    Site portability means how easy it would be to hand over the code to someone else to take over the development?

    A decent developer will be able to tell you exactly what needs to be done, how it will work, and what the cost would be.

    I have a guy who I would use. His team would also be the answer to all of the problems you have mentioned in this thread. If you would like contact details so that you can chat with him about your options, feel free to pm me.
     
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    Instabus

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    Nothing to worry. :)

    Get the login details and one can easily backup the whole site for you at the earliest. This is just to be sure that we can restore the site any time.

    Now, after the agreement is done, you can change passwords and restrict access to only the new team members. This is all very common.
    Glad to hear this is a fairly common situation.
    I know they have had many headaches trying to code things so they work how we want them to so I imagine it will not be easy for someone new to take over.
    Hopefully it won't come to this anyway but I need to prepare for the possibility.

    Thanks all for the advice!
     
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    Instabus

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    A decent developer will be able to tell you exactly what needs to be done, how it will work, and what the cost would be.

    I have a guy who I would use. His team would also be the answer to all of the problems you have mentioned in this thread. If you would like contact details so that you can chat with him about your options, feel free to pm me.
    Thanks for that, I will see how things go over the next few weeks and get back to you.

    I was ideally hoping for someone fairly local as I much prefer to be able to have the occasional face-to-face with my webteam.

    As I also said earlier, I will look at the option of moving everything in house if our budget allows for this.
     
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    Alan

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    What sort of a professional would I approach for this?
    An IP legal specialist?

    Site portability means how easy it would be to hand over the code to someone else to take over the development?

    An IT professional, but not a programmer, a consultant, but one that has gone round the block, done it all seen it all, negotiated contracts as a buyer, negotiated contracts as a seller, held management positions. Expect to pay a high hourly rate (£60-£120) but you will only need a few hours
     
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    You are paying for a copy of the site. The code they used will be a collection of scripts and modules gathered together from various project and other sources. It's not 100% bespoke to you. Nobody builds a site from scratch. For example, if you have a payment portal then they will be using the script supplied by the payment processing application. You don't own this script. If you have a contact form it will used standard validation scripts and processing functions. The CSS isn't yours anymore than the php or asp is yours. Even the way information is passed to the database is just normal everyday code.

    What you will own the theme, the images and content and possibly some of the backend tools. But that's about it.

    That's a very simplistic way of looking at it tbh. Bespoke generally means "a custom build" as opposed to an implementation of a commercial product; thats built from the ground up based on requirements.

    That can involve a framework or common class libraries (i.e. Code Igniter or Zend do not make it less bespoke) - both a solution thats coded from the ground up with no framework and a solution thats built from the ground up from a framework are bespoke. I know a fairly big social network that's built on CodeIgniter and you wouldn't call it anything less than bespoke.

    Whether they own their site (as produced) is the question they need to know; if so then they are free to install it and use it however they wish. So it comes down to the agreement.


    I can only use myself as an example as I don't believe we are unique in the ownership sense - I believe our approach is fairly standard.

    When we build bespoke websites we have a framework which we use - unless the client states that a framework should not be used. It's a common framework that includes a core and various libraries that are designed to achieve certain things (for example a caching class for cache management, an imaging class for GD imaging routines and so on).

    So each bespoke site we develop will share common code as they are based on the same framework. But then they have the implementation which makes them look very different. So two bepoke sites we develop will share a common heart but everything built around that will be unique to them.

    When we contract they own the source; even though two sites will share some level of common code. The way we do it is that the license to the framework is owned by them and the code which we create to develop the product is owned by them.

    Solves the problem and I would imagine that's how most bespoke site ownerships are handled; full and unlimited license to the framework and ownership of code built around it is effectively code ownership.


    Of course then you have any open source stuff such as jQuery but that being open source is a done deal anyway.


    So to assume that a client will never own a bepoke application is simply untrue. Whether they own it or not is dependent upon the providers terms not whether a framework was used.


    Also if the OP wants to discover whether their application is truely bespoke and original - and to what extent; the solution is fairly straight forward; get an independent code audit. Not foolproof but it can reveal insights.


    As to whether the site can go on a DVD; of course it can. It won't work from the DVD but the sources, database etc. can be packaged onto a DVD for them. They would admittedly have to upload all that to a server and set everything up. I suspect that's probably what they mean.


    We and most providers I know provide sources via a repo though (i.e. SVN); the client logs in and downloads their sources. Any developer can then install it. I assume the CD/DVD thing is just different approach to the same thing (and kind of pointless really).
     
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    A decent developer will be able to tell you exactly what needs to be done, how it will work, and what the cost would be.

    I have a guy who I would use. His team would also be the answer to all of the problems you have mentioned in this thread. If you would like contact details so that you can chat with him about your options, feel free to pm me.

    Spot on Stretchy old bean....

    Arming yourself with this information will allow you to make an informed decision when the time is right.

    Good offer too Stuart, what field is he in? (PM me if you like, I could always do with a third eye to glance over from someone we trust, sanity testing if you like...)
     
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    An IT professional, but not a programmer, a consultant, but one that has gone round the block, done it all seen it all, negotiated contracts as a buyer, negotiated contracts as a seller, held management positions. Expect to pay a high hourly rate (£60-£120) but you will only need a few hours

    I would not let a IT consultant anywhere near my source code :eek:

    Lets not split semantics here, the guy will need a Professional developer who regularly works on the backend of the website to ensure functionality with the front end....

    ....not a chap who can tell you what the server spec is or how good you PC works ;)
     
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    Alan

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    I didn't say IT consultant, specifically as your definition of IT consultant differs from mine, we had this discussion before. I meant an IT professional, as in a professional person who has worked in IT, and I specifically said they need a rounded experience to give advice.

    the OP's question was
    What is the best way to part company with the original webteam and take on the services of a new team who would take care of all future upgrades?

    Which I am saying is the OP needs experienced advice, and a person that ONLY has one IT specialisation (such as programming the backend of a website, or sizing servers) would not be in a good position to give that advice.
     
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    soapmedia

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    Apparently I can buy the source-code cd from them for £150 and apparently that will mean that I own the website instead of them.
    Is this statement true?
    You will own a copy of the website, in terms of copyright ownership id check the original proposal/paperwork. If you've operated on good will then technically under UK law they own the copyright

    "Under UK copyright laws, the copyright ownership automatically vests in the person who develops or creates the piece of work, unless an express agreement to the contrary exists between the parties.
    If an agreement does not deal with ownership of the copyright, then a court may choose to imply an assignment or licence for the benefit of the commissioning party. However, it is stressed here that this depends on the individual circumstances of each case and it is at the courts discretion."

    Could this webteam still access the website and maliciously change/break things if they wanted to, after the source code had been handed over and we had employed a new team to continue the development our site?
    If they really wanted too its possible they could leave some back doors in the codebase, however id be looking at the motive to do so. Would they really want to do that? For what benefit? If they did you can certainly take them to task under the Computer misuse act.

    What is the best way to part company with the original webteam and take on the services of a new team who would take care of all future upgrades?

    I'm guessing the relationship has broken down? Would a simple sit down and exit handover not resolve this in an amicable way? If not then I would follow fisicx advice and hire a new agency/professional and they will handle the relationship transition on your behalf

    From my personal experience 99% of handovers are smooth and pain free.
     
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    Instabus

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    You will own a copy of the website, in terms of copyright ownership id check the original proposal/paperwork. If you've operated on good will then technically under UK law they own the copyright

    "Under UK copyright laws, the copyright ownership automatically vests in the person who develops or creates the piece of work, unless an express agreement to the contrary exists between the parties.
    If an agreement does not deal with ownership of the copyright, then a court may choose to imply an assignment or licence for the benefit of the commissioning party. However, it is stressed here that this depends on the individual circumstances of each case and it is at the courts discretion."


    If they really wanted too its possible they could leave some back doors in the codebase, however id be looking at the motive to do so. Would they really want to do that? For what benefit? If they did you can certainly take them to task under the Computer misuse act.



    I'm guessing the relationship has broken down? Would a simple sit down and exit handover not resolve this in an amicable way? If not then I would follow fisicx advice and hire a new agency/professional and they will handle the relationship transition on your behalf

    From my personal experience 99% of handovers are smooth and pain free.
    Thanks for yours and everyone else's contribution to this thread.

    I guess I'm just being a little paranoid at what is potentially at stake for me should they react badly if and when we move our development elsewhere.
    There are cracks in our relationship but it hasn't totally broken down. I'm just not very happy with the service they are providing and feel that as our business advances, we need to be looking at finding a new partner for our web development - one that can work at our pace and who are more forthcoming with ideas and proactive in implementing them.

    We will arrange a meeting in the near future with them so we can make it clear what we need from them going forward.
    It is totally in their interests to ensure we are progressing but they just don't seem to get that currently.
    My gut feeling is that they don't have the expertise required to move things to the next level and if that proves to be the case then I hope we can just shake hands and work together for a clean transition.
     
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