I've been building a large web application for a company. Initially the project owner appointed a Graphic/Web designer to complete all design/front end works. Me and who ever I bring in to complete back end and all the view binding at the front.

The initially front end/graphics guy dropped out and was replaced with a (better) graphic designer who ISN'T producing the html/css required. This deficit caused many months of overrun with me having to try to introduce front end devs to complete the missing pieces.

On top of that, numerous articles of the initial spec have been changed and several items added.

A month or so ago after receiving an incredibly aggressive phonecall from the project owner decided I was no longer interested in being involved in the project. Obviously all the source code, all documentation etc belong to the client for them to bring in another party.

I at this point had been paid 2/3 of the agreed sum. Also shouldered hosting costs myself.

The clients response was immediately to threaten me with legal action claiming I'd be breaching our contract by not completing and that I had already breached our contract by running over on delivery dates. He also stated that he felt it would be impossible to replace me on the project because of the obscure technology I'd selected to build it (ASP.Net MVC). He suggested he would intend to attempt to recoup all monies paid so far and damages that he "calculates" (see:made up) to be about £70k.

I do a lot of work for a company who's MD is a corporate lawyer. Who's confirmed that technically both parties are in breach of contract, but that's justified by the unforeseen changes in replacing designers etc...

I've continued working to now.

My (a little long-winded) question is morally and practically what would you do? I'm owed 1/3 of the remaining contract and hosting fees. (about £3500 total) They have lined up another .Net dev to build on the out of spec items as I've stated they're not my responsibility. The site is just undergoing bug/acceptance testing/fixing which the client doesn't believe they should have any involvement in. Should I stick around for the cash, which also ties me into any corrective maintenance for 2 months. Or do I write it off as a "make sure to re-agree terms when big things change" lesson?

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    This seems simple to me. You agreed to deliver a product to your customer. You should deliver what you agreed to deliver or you should give the money back because you didn't uphold your side of the agreement. Next time get your acceptance criteria clearly defined and delineated. If you are relying on a 3rd party in order to complete your work then you had better have delivery dates in your contract and if the customer can't deliver then they are penalized, not you. Better would be to nail down the interface with the 3rd party upfront and deliver to that regardless of the 3rd party status. – Dunk Nov 21 '13 at 20:48
  • This question appears to be off-topic because it is about workplace issues not exclusive to software development. – maple_shaft Dec 21 '13 at 13:27
  • Freelancing is about building relationships. Contracts are the fallback when those relationships breakdown. You have to be a relationship builder. Phone the client and be honest about your feelings about what happen. Express your regret that things turned out the way they did, and explain the importance of working together as friends. Ask permission to renegotiate the contract (voiding the current contract). Explain you want to include his concerns in the new agreement, and outline everyone's expectations. If he refuses. Give him everything and walk away from it. – Reactgular Dec 21 '13 at 14:05
  • When I say renegotiate the contract it doesn't mean to ask for more money (maybe if that is required to finish the job), but it's about putting into writing the things you should have the first time. If he refuses, then walking away from the project is the professional thing to do if the client has become hostile to your success on the project. Hostile means they are activity undermining your ability to complete the project within the intent of the original agreement. While no contract is perfect there still remains the intended mutual agreement. Sounds like you have deviated from that. – Reactgular Dec 21 '13 at 14:10

You should always consider your reputation in situations like these. If you want to get more work from the same company, sounds unlikely, but a good reference might be more helpful.

Your MD lawyer sounds right, but it does depend on what you have said in the termination section of your contract. I typically have 30 days notice, but in some cases I have 10 days.

A paying client is also a generally a good client, and you must understand that the Project Owner is probably under a lot of pressure too. So, as long as they are paying you I would try to negotiate a more suitable contract.

I would look into drafting and signing a new contract that reflects the current situation, defining the new milestones and responsibities, and adjusting time lines. Also look at putting a "Professional Responsibility and Conduct" section into this contract, stating how you expect your client to treat you, with respect and curtsey, etc...and you will do the same. I have found this useful, when you land up with a very pushy PMs. Don't forget "Change Management" section.

I would also state in this new contract, which milestones I would expect the client to achieve, focusing on what is needed from them to successfully complete the project (in time). I will also hold then accountable to meeting these objectives, such as "hiring" suitably skilled graphics designers in time. I would kick up a fuss when the don't deliver too. In business, its always good to be diplomatic and try to negotiate things before getting "legal" - that gets expensive, quickly, and everyone losses out.

Of course, if I was unable to negotiate a new contract, I would hand my "official" notice in, stating the inability of either party to come to mutually suitable agreement as well as the outlining the "issues" in the projects track record, as the key factors for the termination.

Hope that helps.

  • Payment was split over month by month... Received the first 4 payments on time perfectly... Nothing for 3+ months. Hence the £3k+ owed. – bencoder Nov 21 '13 at 17:20
  • So are you working for free? – Dai Bok Nov 21 '13 at 17:22
  • Working because of the legal threat. They don't presently have the cashflow to pay. However, their argument is that if it were delivered on time, they WOULD have the cash flow to be paying. So it would be on my to make the argument that the overrun wasn't down to me and I'm due money because of someone else's mistakes. They'd also make the argument that they're not happy with the site so why should the pay the remainder of the fixed build amount. – bencoder Nov 21 '13 at 18:02
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    If people don't pay me, I stop working and find the next contract. Also Lawyers cost a lot more than developers, and you HAVE TO pay a lawyer! In the end the lawyers will win. So I doubt they are in a position to pursue you for any perceived loses incurred - and I am not even sure if it will hold in court? They would then have to prove your negligence and from the track record, it sounds like bad project management from the onset. How exactly has this sum of 70K being calculated ? 70K profit in 3 months - WOW - that's impressive! – Dai Bok Nov 21 '13 at 20:42
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    Bear in mind that if you are freelancer or self employed, sole trader, you can be held personally liable in the UK - that is that if your are found guilty they can take your assets (House Car, Gold watch, Ipad to cover the costs and pay fines, etc.) I guess you are a freelancer right? If you are a limited company, it is slightly different. You really need to provide more details on the contract you signed. – Dai Bok Nov 21 '13 at 20:52

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