SiteNinja Website Development Terms and Website Hosting Policy.
In consideration of the mutual covenants set forth in this Agreement, Client and Developer hereby agree as follows:
1. Development of Web Site. Developer agrees to develop the Web Site according to the specifications detailed in the WEB SITE DEVELOPMENT SPECIFICATIONS above.
2. Delivery of Web Services. Developers will use reasonable diligence in the development and maintenance of the Web Site and endeavor to start work within 3-4 week of agreement to these Terms and initial deposit. Your deposit signivies your agreement to the terms on this page. Website to be ready for Client Training within 9 weeks. Client acknowledges, however, this delivery deadline, and the other milestones are estimates, and are not required delivery dates.
3. Delays due to Client's new feature requests. If client changes the specifications prior to the website going live, the project will be delayed. All change requests must be written out in detail, reviewed by the Project Manager, given cost estimates and approved by client. Small changes can be approved by client via Email. Depending on the scope of change requests the project may need to go back into the product cycle, which could delay the project by an average of 2 weeks. If change request effect either the graphic design or approved development specifications, work on the project may stop until the change request has a change to be reviewed and approved. Change requests that do not effect graphic design or the current development specifications will have no effect on timeline of production. Making change requests during the project is very disruptive to Ameravant and the delivery date of the project. Client is responsible for making sure all features are included in the original specifications. Only features in the final written specification will be developed by Ameravant. Voice communication or meetings notes do not qualify as part of the specifications. Ameravant highly recommends client reviews the specifications to make sure they are complete before engaging Ameravant to begin work.
4. Ownership Rights. Upon Client's payment in full for services provided by Developer, specifically, but without limitation, Client shall hold all right, title, and interest in and to (1) all functionality, graphics, animation, audio components, and digital components of the Web Site (the "Content"), (2) all interfaces, navigational devices, menus, menu structures or arrangements, icons, help and other operational instructions, and all other components of any source or object computer code that comprises the Web Site, (3) all literal and non-literal expressions of ideas that operate, cause, create, direct, manipulate, access, or otherwise affect the Content, (4) all copyrights, patents, trade secrets, and other intellectual or industrial property rights in the Web Site or any component or characteristic thereof, and (5) the right to have the developers name and link to developers web site posted discretely on the Client's web site. 3. Developer shall give Client login access to all files on the web server.
5. Limited Warranty and Limitation on Damages. Developer warrants the Web Site will function according to the terms in the WEB SITE DEVELOPMENT SPECIFICATIONS document. If the Web Site does not conform to the Specifications, Developer shall be responsible to correct the Web Site without unreasonable delay, to bring the Web Site into conformance with the Specifications. This warranty shall be the exclusive warranty available to the Client. Client waives any other warranty, express or implied. Client acknowledges that the Developer does not warrant that the Web Site will work on all computer platforms. Client acknowledges that the Developer is not responsible for the results obtained by the Client on the Web Site. Client waives any claim for damages, direct or indirect, and agrees that its sole and exclusive remedy for damages (either in contract or tort) is $110.00.
Developer warrants the site for a period of 30 days, after the site is live on the Internet or 30 days after Developer has given notice to Client that site is complete. During that 30 days Client is responsible to review all areas of the website and report and functional, design or bugs to Developer. Developer will fix any bugs or tweaks to the site, to bring the website into initial specifications. After 30 days any work completed by Developer is considered maintenance work and will be billed to Client at $110 per hour. Bug fixes are not considered maintenance and will be fixed by the Developer at no cost to the Client. Developer warrants that Client's new web site will use current standards to protect the site from attack from web crawlers viruses, for a period of 12 months. After 12 months should the web site need added security or restoration of data, client assumes full responsibility of costs needed for added security. If client wants to enter into a maintenance agreement with Ameravant, for a monthly fee, Ameravant will be responsible for future updates of security patches, and the labor and possible subscription service cost for making sure the site always meets current security standards. DISCLAIMER: Web site, by their open nature, are subjects of attack from hackers. There is no 100% full-proof way of protecting sites, it's more of a constant battle between hackers and current security technology that prevents hack attacks. If the site is attacked Ameravant assumes no responsibility for down time, loss of data, cost of restoration, etc.
6. Web Site Content. Unless specifically agreed to in writing, Developer is not responsible for web site content, not limited to text, photos, slide shows, videos, etc. Client is solely responsible for the content of their web site. Should Client verbally, via Email or in writing ask Developer to assist in reviewing or developing content, Client agrees to pay Developer their standard billing rate of $110 per hour. Depending on the type of content, Developer can use less expensive labor and will bill Client at $90 per hour.
7. Web Hosting & Data Backup. Developer warrants that any web hosting service offered by Developer or used by developer will keep daily backups of both databases and web files, for a period of 30 days. Ameravant does not personally guarantee against any loss of data if the data center is not able to restore 100% of original content or if a restore point is later than 30 days old. For an additional fee to Client, Ameravant can create a custom backup schedule.
Website Hosting and Support monthly fee will begin the first of the month, after the site is ready for client training. The Client shall determine when their site goes live, not Developer. Monthly Website Hosting and Support monthly fee payment is only available by credit card. Semi-annual or Annual payments may be paid by check.
Developer reserves the right to "suspend" the Clients site if the monthly fee becomes more than 90 days delinquent. This includes the suspension of Clients login ability to the site. Developer will contact Client after 90 days to arrange payments to bring the monthly fee current. If the Developer and Client are not able to reach an arrangements within 15 days, Developer will "suspend" the Client's site until arrangements are made. Once arrangements are made, Developer will activate the Client site within 8 working hours and provide Client new login information.
8. Compensation. For all of Developers' services under this Agreement, Client shall compensate Developer, in cash, the amount specified in the total above. In the event Client fails to make any of the payments referenced by the deadline set forth, for the initial delivery of the website or maintenance thereof, Developer has the right, but is not obligated, to pursue any or all of the following remedies: (1) terminate the Agreement, (2) remove the Web Site, (3) bring legal action. All payments 30-days past due will accrue interest charges of 1.5% per month. All past due payments are applied to the oldest outstanding amounts.
9. Payment Methods. If client is on a "Pay by Check" method, and is 60 days behind on their any payment, Developer is authorized to use Client's credit card as the new method of payment.
10. Additional Work. All Additional Work requested by Client will be billed at $110 per hour. Client may request Ameravant give an estimate of time needed to complete such work but Ameravant, but all work will be billed on actual hours.
11. Employees. Developer is not an employee of Client. Client agrees to not solicit work from Developer's staff, graphic designers, programmers, or anyone working for Developer. All persons working for Developer have signed agreements to not work directly with Clients of Developer.
12. Binding Effect. This Agreement shall be binding upon and inure to the benefit of Client and Developer and their respective successors and assigns, provided that the Developer may not assign any of his obligations under this Agreement without Client's prior written consent.
13 Cancellation Policy. Once this Work Order is signed, Ameravant incurs expense to set up systems to manage this project, and web hosting services. We meet with staff to review specifications and set target dates. Multiple staff will often be working on different areas of the website at the same time. Should client cancel their project prior to client training, Client agrees to pay a $500 cancellation fee plus actual programming or graphic design time used till Ameravant receives notice of cancellation. Total cancellation fees will never exceed Clients initial deposit.
14. Expiration. If not executed within 30 days from the date at the top of this Agreement, the terms of this Agreement may expire.
ACCEPTANCE OF AGREEMENT:
The above prices, specifications and conditions are hereby accepted by any Client doing business using a SiteNinja website. The Developer and Client confirm they are authorized to enter into this agreement.