Your launch date shouldn't survive a missed content deadline

A launch date is a promise with dependencies. Your web design contract should say which client materials each milestone needs, what happens when they’re late, and how you invoice work that is already complete. Otherwise, one missing delivery can leave both your production slot and your payment waiting indefinitely.

The useful clause isn’t “delays may affect the timeline.” It tells both sides when the schedule changes, when you can stop holding capacity, and what bringing the project back will require.

Below is an original drafting example built around three thresholds: delayed after 5 calendar days, eligible for suspension after 45, and eligible for closure after 90. These are proposed commercial choices, not statutory deadlines or industry standards. Have a lawyer in the agreement’s governing jurisdiction adapt the wording, fees, notice procedure, and interaction with your existing payment and termination terms before you use it. This article isn’t legal advice.

What should a client content delay clause cover?

Separate the client’s delivery obligation from the consequences of missing it. You need a content schedule, a definition of a blocking delay, the right to revise affected dates, a pause procedure, a billing basis, and a route back into production.

There is a useful precedent for making these explicit. Sections 4.3, 4.5, and 5 of AIGA’s Standard Form of Agreement for Design Services address timing dependencies, a suspension fee, and client responsibilities. Its suspension-fee model concerns idle time and replacement work. The example here takes a different approach: release the reserved slot through a defined suspension process and price the actual work needed to restart.

Don’t copy a delay clause into an agreement whose other terms contradict it. A payment schedule that says the entire balance is due only at launch needs attention if another section allows you to invoice completed work during a pause.

Define what the client must deliver first

“Client will supply all content” doesn’t establish what counts as delivery. A folder of exhibition photographs might be useful, but it doesn’t supply permission to publish them or confirm which projects the website should feature.

Consider a fictional exhibition fabrication company commissioning a portfolio website. Your agency writes the case studies from client interviews. The client supplies installation facts, selected original photographs, and approval to identify each exhibitor. Those are three distinct obligations. Finished copy isn’t one of them.

Use a schedule attached to the agreement, with a delivery row for each dependency:

Client delivery	Required form	Due date	Work it enables
Featured installation facts	Answers to the agreed project questions	[date]	Case study drafting
Installation photographs	Original files identified by project	[date]	Portfolio layout and image preparation
Publication decisions	Written confirmation of permitted project names and images	[date]	Final portfolio review

Name the client contact responsible for coordinating those deliveries. When you gather them through a content collection request organized by deliverable, keep each due date and requirement beside the item. The contract can reference that schedule without turning every ordinary reminder into a contract amendment.

Make changes traceable. Agree revised deadlines in writing through the agreement’s specified approval process, rather than silently changing a date in your own tracker.

Sample clause: client content and blocking delays

Start with the obligation and its boundaries. The agency should not be able to call any unanswered question a material delay.

Client content and cooperation. Client will supply the information, files, access, decisions, and approvals assigned to Client in the Content Schedule, in the stated formats and by the stated dates. Agency will perform any drafting or content preparation expressly included in the Scope of Work. Changes to these responsibilities or dates require both parties’ written agreement.

Blocking delay. A Blocking Delay occurs when an overdue Client delivery identified in the Content Schedule prevents Agency from performing a dependent task. Agency will notify Client in writing of the missing delivery, the affected task, and any specific defect in material already received. A Blocking Delay does not include delay caused by Agency or by an additional requirement outside the agreed scope.

Counting days. The first calendar day after the agreed delivery date is day 1 of that delivery’s delay. Each Blocking Delay is tracked against its own delivery date. Unrelated missed deliveries will not be added together to reach a threshold. A replacement deadline agreed in writing replaces the previous deadline for that delivery.

This definition gives you something observable. An unapproved project name can block publication even when every photograph has arrived. An unanswered question about a future project that isn’t in scope cannot.

Sample clause: delayed status after 5 days

A status label should explain a scheduling consequence. It shouldn’t imply that your team can absorb the first few days of a delay without any effect.

Schedule adjustment. Scheduled milestones depend on timely receipt of the Client deliveries identified for those milestones. If a Blocking Delay affects a milestone, Agency will notify Client of the impact and propose revised dates, allowing for the remaining work and reasonable rescheduling needs. The original affected milestone date is no longer committed once Agency gives that notice. Unaffected commitments remain in place.

Delayed status. If a Blocking Delay remains unresolved at the end of day 5, Agency may designate the affected work as delayed by written notice. Agency will identify any work that can continue and any affected production dates that require revision. Receipt of the missing delivery does not automatically restore the original schedule.

The distinction matters. Schedule consequences can begin when the dependency is missed; day 5 is the formal status threshold. Neither side has to pretend that material delivered on launch morning can be reviewed, placed, approved, and tested that same morning.

For the fabrication company, an unidentified installation may block one case study while the rest of the portfolio can proceed. Name that boundary. Don’t describe the entire website as blocked if your team still has usable work to do.

Sample clause: suspension after 45 days

Suspension releases capacity while leaving a path to finish the existing scope. It is a decision you communicate, not a hidden status change.

Suspension. If a Blocking Delay remains unresolved at the end of day 45, Agency may send a written notice proposing suspension of the affected work. The notice will list the outstanding Client deliveries, completed work, any unblocked work that will continue, and a suspension date at least 7 calendar days after the notice is received. Client may prevent suspension by supplying the listed deliveries in the agreed form before that date.

From the effective suspension date, Agency need not reserve production capacity for the suspended work. Agency will provide a status record of completed and outstanding work and may invoice amounts earned under the completed-work billing provision. Suspension alone does not make unperformed services payable.

Sending a notice on day 45 doesn’t suspend the project on day 45. The notice period is part of the process. Put the effective date in the notice, and use the delivery method and receipt rules specified elsewhere in your agreement.

The practical workflow for a client who won’t send website content can help before this point. This clause handles the commercial boundary when those attempts haven’t resolved the dependency.

How do you invoice completed work during a pause?

Make the calculation possible before the project starts. “Pay for work completed” is still ambiguous if your fixed project fee has no allocation between discovery, design, build, and launch.

One option is a fee schedule that assigns a value to each milestone and a capped hourly basis for a milestone interrupted partway through. Use one agreed method consistently.

Completed-work billing. On suspension or termination, Agency may invoice completed milestones at their allocated fees in the Fee Schedule. For a partially completed milestone, Agency may invoice documented time at the rate stated in that schedule, capped at that milestone’s allocated fee. Previously invoiced work will not be invoiced again. Payments and credits already received will be applied, and approved third-party costs will be itemized separately. These invoices follow the agreement’s ordinary payment and dispute terms.

For an illustrative $8,400 project, suppose your fee schedule allocates $1,400 to discovery, $2,200 to design, $3,600 to build, and $1,200 to launch. Discovery and design are complete. The build has 11 documented hours at the agreed $100 hourly rate when suspension takes effect.

The earned amount is $4,700: $1,400 + $2,200 + $1,100. If the client has already paid $3,000 against those fees and nothing else has been invoiced, the additional invoice is $1,700, excluding any separately agreed costs or taxes. It isn’t the entire unpaid project balance. Launch hasn’t happened, and most of the build remains unperformed.

Keep evidence of the work with that calculation. A percentage such as “nearly finished” won’t tell either side which services the invoice covers.

Sample clause: restart work and a reactivation fee

Restarting takes work. You may need to inspect the existing build, reconcile new files with approved material, and check whether the people making decisions have changed. Price that activity explicitly.

Reactivation. To request reactivation of suspended work, Client will supply the outstanding deliveries and resolve undisputed overdue invoices under the agreement. Agency will review the supplied material and propose a restart date based on available capacity, together with revised milestone dates. Work resumes when both parties confirm that schedule in writing.

The Fee Schedule will state a fixed reactivation fee of [amount] for [defined restart tasks], payable once per suspension before work resumes. If no amount and tasks are stated, no fixed reactivation fee applies. Any additional scope or restart work beyond those tasks requires a separately approved estimate before Agency performs it. The same task will not be billed under both the reactivation fee and another project charge.

In the fabrication example, the restart tasks could be checking the saved build, matching newly delivered photographs to case studies, and refreshing the remaining production plan. A changed visual direction or an added portfolio section belongs in a scope change.

Choose the fee from the work you expect to perform. “Ten percent of the project because the client was late” doesn’t explain the service being purchased.

Sample clause: closure after 90 days

“Abandoned” can describe your internal project status. It shouldn’t stand in for an actual termination procedure.

Extended inactivity and closure. If the same Blocking Delay remains unresolved at the end of day 90, Agency may send written notice of intended termination identifying the outstanding delivery and the contractual basis for termination. The notice will allow Client at least 14 calendar days after receipt to remedy that delay. Agency may terminate by a further written confirmation if the delay remains unresolved after that period, subject to the agreement’s other applicable termination requirements.

On termination, Agency will issue a final account using the completed-work billing provision, apply prior payments and credits, and refund any resulting unearned balance subject to the agreement and applicable law. Delivery of work, intellectual property rights, and record retention follow the agreement’s existing provisions. Any later request to resume requires a new written scope, fee, and schedule.

Day 90 starts eligibility for notice. It doesn’t erase files, transfer ownership, or make the remaining fee automatically due. Your handoff and retention terms still need to say what happens to paid deliverables and client-supplied originals.

Check the whole agreement before you send it

Read the clauses together with the proposal. Can you identify the missed delivery, count the days, serve the required notice, calculate the earned fee, and explain the restart cost without inventing a new rule?

Pay particular attention to deposits, cancellation charges, and overlapping fees. For UK consumer contracts, the Competition and Markets Authority’s guidance on writing fair contracts warns against disproportionate charges and recovering the same loss twice. That consumer guidance doesn’t establish the rules for every business-to-business website agreement, but it shows why fee wording needs review rather than a blanket claim that a signed clause is enforceable.

Introduce the policy before signature. Your client should know what they owe you in materials and decisions, what you owe them in work, and when a missed dependency changes the arrangement. Then a late portfolio delivery produces a documented scheduling decision, instead of an open production slot that nobody knows how to close.