Images and Licensing
The Client agrees to either provide or purchase any images needed for design work, either web or print. The Client agrees that any images or graphics that have been provided to the Designer have appropriate use licenses for the project.
Fee and Payment
Fees and payment schedule for either design or web work are to be agreed upon prior to the start of any project. For larger or web projects, we request a 50% deposit of the site estimate to begin work on the project. The remaining balance of the project is due at the time of site launch, amount to be determined by invoice for actual time and materials cost.
For unpaid invoices, a $50 service charge is payable on the overdue balance for reissuing the invoice at 10 and 60 days from the date of original invoice. The grant of any license or right of copyright is conditioned on receipt of full payment.
Default in Payment
The Client shall assume responsibility for cost outlays by designer in all collections of unpaid fees and of legal fees necessitated by default in payment. Invoices in default will include but are not limited to fees for collection and legal costs.
The fees and expenses shown are minimum estimates only, unless an hourly fee has been agreed upon. That fee will be Hourly Fee per hour and the designer shall keep the client apprised of a tally of hours within a reasonable period of time. Final fees and expenses shall be shown when invoice is rendered. The fees and expenses shown are minimum estimates only unless the quote and/or invoice is clearly marked Invoice, otherwise the above stated hourly fee will be payable on all time over that which was quoted with a minimum in 30 minute increments.
The Client must assume that all additions, alterations, changes in content, layout or process changes requested by the customer, will alter the time and cost. The Client shall offer the Designer the first opportunity to make any changes.
The Client shall reimburse the Designer for all expenses arising from this assignment, including the payment of any sales taxes due on this assignment, and shall advance the Designer for payment of said expenses upon request.
In the event of cancellation of this assignment, ownership of all copyrights and the original artwork shall be retained by the Designer, and a cancellation fee for work completed, and expenses already incurred, shall be paid by the Client. Cancellation fee is based on the hours submitted, if the project is on an hourly basis or a percentage based on the time estimate for the entire job.
A 100% cancellation fee is due once the project has been finished, whether delivered to the client or not. If the project is on an hourly basis and the project is canceled by the client, the client agrees to pay no less than 100% of the hours already billed for the project at the time of cancellation.
Ownership and Return of Artwork
The Designer retains ownership of all original artwork, whether preliminary or final, and the Client shall return such artwork within 30 days of use unless indicated otherwise below. If transfer of ownership of all rights is desired, the rates may be increased.
If the Client wishes the ownership of the rights to a specific design or concept, these may be purchased at any time for a recalculation of the hourly rate on the time billed or the entire project cost.
The Client shall indemnify the Designer against all claims and expenses, including attorney’s fees, due to the uses for which no release was requested in writing or for uses that exceed authority granted by a release.
Modifications of the terms of this contract must be written and authorized by both parties, involving the implementation of a new version of the contract as a whole following standard procedures of documentation and approval.
Uniform Commercial Code
The above terms incorporate Article 2 of the Uniform Commercial Code.
Code of Fair Practice
The Client and the Designer agree to comply with the provisions of the Code of Fair Practice (which is in the Ethical Standards section of chapter 1, Professional Relationships).
The Designer warrants and represents that, to the best of his/her knowledge, the work assigned hereunder is original and has not been previously published, or that consent to use has been obtained on an unlimited basis; that all work or portions thereof obtained through the undersigned form third parties is original or, if previously published, that consent to use has been obtained on an unlimited basis; that the Designer has full authority to make this agreement; and that the work prepared by the Designer does not contain any scandalous, libelous, or unlawful matter. This warranty does not extend to any uses that the Client or others may make of the Designer’s product that may infringe on the rights of others. Client expressly agrees that it will hold the Designer harmless for all liability caused by the Client’s use of the Designer’s product to the extent such use infringes on the rights of others.
Limitation of Liability
Client agrees that it shall not hold the Designer or his/her agents or employees liable for any incidental or consequential damages that arise from the Designer’s failure to perform any aspect of the project in a timely manner, regardless of whether such failure was caused intentional or negligent acts or omissions of the Designer or Client, any client representatives or employees, or a third party.
Any disputes in excess of maximum limit for small-claims court arising out of this Agreement shall be submitted to binding arbitration before a mutually agreed-upon arbitrator pursuant to the rules of the American Arbitration Association. The Arbitrator’s award shall be final, and judgment may be entered in any court having jurisdiction thereof. The client shall pay all arbitration and court cost, reasonable attorney’s fees, and legal interest on any award of judgment in favor of the Designer. All actions, whether brought by client or by designer will be filed in the designer’s state/county of business/residence. This contract is held accountable to the legal system of State Name and any applicable statutes held therein.
Site Security Indemnification
The Designer agrees to make a good faith effort to ensure that any websites created are secure, built on the most recent version of the WordPress framework available at the time of development. The Designer agrees to make a good faith effort to ensure that any plugins or additions do not have known vulnerabilities. It is the Client’s responsibility to ensure that the site framework and plugins are kept up to date after the launch date unless a monthly or quarterly maintenance agreement has been made between the Designer and the Client.
Hosting and Maintenance
Hosting and maintenance will be provided by our partner: 9th Node Networks Ltd. Support requests are responded to within 2 hours of receipt, and requests are typically fulfilled with 24-48 hours, depending upon complexity of the request. If you need e-mail addresses, forwards, databases, subdomains created, or general technical support questions answered, please send a request to firstname.lastname@example.org. The 9th Node Networks TOS can be found online at 9th Node’s Terms of Service.