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In consideration
for Client retaining Custom Websites to design or redesign,
build, and/or maintain a website for Client, it is agreed as
follows:
1.
Compensation and Term
The "Client"
retains Custom Websites, and Custom Websites agrees to
perform the following services: designing or redesigning,
and/or building, and/or maintaining a website for the Client
according to “specifications agreed upon” and detailed at
the bottom of the contract, between Custom Websites and
Client, or on the Lease-Quote provided to Client.
Client is solely
responsible for supplying website content and images.
If it is necessary to purchase images or fonts, the actual
costs will be charged to the client. Purchases will be
pre-approved by the client. Any products or services
not specified in this contract are not required of Custom
Websites.
The following fees
shall apply:
The fee is determined
by the package selected. The first and last months’
payments are due after initial consultation and before work
is begun. The initial term of the lease is 24 months. At the
end of 24 months, the lease will automatically renew at 3
month intervals unless written notice is provided 60 days
prior to the end on the lease by either party (Client or
Custom Websites) with intent to cancel lease.
Buyout
formula: Purchase price minus 60% of the monthly payment
times number of months paid equals the buyout price.
Client has the options of buying out the lease at any point
during lease.
2.
Warranties by Custom Websites
Custom Websites
represents and warrants to Client that it has the experience
and ability to perform services required by this Agreement;
that it will perform said services in a professional and
competent manner: that is has the power to enter into
and perform this agreement.
3.
Independent Contractor
Custom Websites
acknowledges that the services rendered under this Agreement
shall be solely as an independent contractor. It is
expressly understood that this undertaking is not a joint
venture.
4.
Confidentiality
Custom Websites
recognizes and acknowledges that this Agreement creates a
confidential relationship between Custom Websites and Client
and that information concerning Client’s business affairs,
customers, vendors, finances, properties, methods of
operations, computer programs, and documentation, and other
such information, whether written, oral, or otherwise, is
confidential in nature. All such information
concerning Client is hereinafter collectively referred to as
“Confidential Information”.
5.
Non-Disclosure
Custom Websites
agrees that, except as directed by Client, it will not at
any time during or after the term of this Agreement disclose
any Confidential Information to any person whatsoever and
that upon the termination of this Agreement it will turn
over to Client all documents, papers, and other matter in
its possession or control that relate to Client.
6. Grant
Client agrees
that copyrights to Custom Websites’ work
product produced in the performance of this Agreement shall
remain the exclusive property of Custom Websites, and that
it will not sell, transfer, publish, disclose or otherwise
make the work product available to third parties without
Custom Websites’ prior written consent. Any rights granted
to Client under this Agreement shall not affect Custom
Websites’ exclusive ownership of the work copyright.
7.
Legal Stuff
Custom Websites
does not warrant that the functions contained in these
Web pages or the Internet website will meet the client's
requirements or that the operation of the Web pages will be
uninterrupted or error-free. The entire risk as to the
quality and performance of the Web pages and website is with
client. In no event will Custom Websites be
liable to the client or any third party for any damages,
including any lost profits, lost savings or other
incidental, consequential or special damages arising out of
the operation of or inability to operate these web pages or
website, even if Custom Websites has been
advised of the possibility of such damages. If any provision
of this agreement shall be unlawful, void, or for any reason
unenforceable, then that provision shall be deemed severable
from this agreement and shall not affect the validity and
enforceability of any remaining provisions.
8.
Copyrights and Trademarks
The client
represents to Custom Websites and
unconditionally guarantees that any elements of text,
graphics, photos, designs, trademarks, or other artwork
furnished to Custom Websites for inclusion in
Web pages are owned by the client, or that the client has
permission from the rightful owner to use each of these
elements, and will hold harmless, protect, and defend
Custom Websites and its subcontractors from any claim
or suit arising from the use of such elements furnished by
the client.
9. Laws
Affecting Electronic Commerce
From time to
time governments enact laws and levy taxes and tariffs
affecting Internet electronic commerce. The client agrees
that the client is solely responsible for complying with
such laws, taxes, and tariffs, and will hold harmless,
protect, and defend Custom Websites and its
subcontractors from any claim, suit, penalty, tax, or tariff
arising from the client's exercise of Internet electronic
commerce.
10.
Copyright to Web pages
Copyright to
the finished assembled work of Web pages produced by
Custom Websites is owned by Custom Websites.
During the term of this agreement while Client is current on
lease payment, the Client is assigned rights to use as a
website the design, graphics, and text contained in the
finished assembled website. Rights to photos, graphics,
source code, work-up files, and computer programs are
specifically not transferred to the client, and remain the
property of their respective owners. Custom Websites
and its subcontractors retain the right to display
graphics and other Web design elements as examples of their
work in their respective portfolios.
11.
Payment of fees
Payments are
due the first of each month. In order for
Custom Websites to remain in business, payments must
be made promptly. Delinquent bills will be assessed a $30
charge if payment is not received within 10 days of the due
date. If an amount remains delinquent 30 days after its due
date, an additional 10% penalty will be added for each month
of delinquency. Custom Websites reserves the
right to remove Web pages from viewing on the Internet until
final payment is made. In case collection proves necessary,
the client agrees to pay all fees incurred by that process.
This agreement becomes effective only when signed by
Custom Websites. Regardless of the place of signing
of this agreement, the client agrees that for purposes of
venue, this contract was entered into in Jefferson County,
Alabama and any dispute will be litigated or arbitrated in
Jefferson County, Alabama.
12.
Sole Agreement
The
agreement contained in this "Website Design Lease Agreement"
constitutes the sole agreement between Custom
Websites and the Client regarding this website. Any
additional work not specified in this contract must be
authorized by a written change order.
13. Age
Client
certifies that he or she is at least 18 years of age.
14.
Authorship Credit
Client agrees
that Custom Websites may put a byline, logo,
and hyperlink on the bottom pages of their website
establishing authorship credit and copyright notice and that
Custom Websites may advertise client's website
as an example of their work.
15. At Lease Expiration
At lease expiration, if customer elects
not to renew, Custom Websites commits not to sell or lease
the existing site with current text and current company name
information.
16.
Modification of Terms and
Conditions
Custom Websites may change the terms
and conditions from time to time with or without notice to
User. Any amendment shall be effective immediately with or
without notice. Each use by User reaffirms User's acceptance
of, and agreement to be bound and to abide by, the Terms as
amended.
17.
Definition of Terms
Website
- a collection of web pages and associated code which forms
an integrated presence.
Domain Name -
the root address of a website, e.g. www.webaddress.com. All
such names must be registered with the appropriate naming
authority, which will usually charge a fee.
Host
- the company on whose system the Website physically
resides.
Downtime - time when the website is
not accessible via the Internet. This may be because of a
technical failure of the Host or because work is being
carried out on the site.
Link,
Hyperlink - a 'clickable' link
embedded on a Web page which may take the form of a graphic
or text.
Search
Engine a software that
searches for information and returns sites which provide
that information by subject matter classification.
Search Engine Optimization (SEO) - techniques that
enable your site to appear higher in a list of search engine
results.
Advertising
-
A public promotion of some product
or service.
Free
Maintenance - The number of free
maintenance sessions varies depending upon the Lease
Package. A normal “free maintenance” session is 2 hours
valued at $25 per hour. Any maintenance / changes requiring
more than 2 hours will incur charges at a rate of $25 per
hour.
Custom Websites
agrees to design, build, install, and/or maintain a website
for Client according to agreed upon specifications and the
package option selected. Custom Websites does not
guarantee listings on search engines as they alone determine
who they will and will not list.
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