Our desire is to please every client and as such, we must make our understandings and terms of engagement clear with one another. Therefore, these are the terms of our agreement together:
1. Authorization. The above-named client is engaging Design Theory LLC 12657 Iris Lake Drive, Orlando, FL 32824, as an independent contractor for the specific project of developing and/or improving a World Wide Website to be installed on the client's web space on a web hosting service's computer servers. The client hereby authorizes DESIGN THEORY, LLC to access this account, and authorizes the web hosting service to provide DESIGN THEORY, LLC with "full permission" for the client's webpage directory, cgi-bin directory, control panel, and any other directories or programs which need to be accessed for this project. The client also authorizes DESIGN THEORY, LLC to publicize their completed website to Web search engines, as well as other Web directories and indexes.
2. Standard Website Package Elements. DESIGN THEORY, LLC includes the following elements in their Standard Website Packages:
- E-mail/phone consultation Up to 2 hours total general Internet orientation education, marketing strategy, Web design consultation. Additional education and consultation is at our hourly rate of $100.00.
- Words of text supplied by the client (200 words per page approximate maximum if not supplied via compact disk or email. Web pages of more than 700 words of text may be subject to additional fees, especially if they require significant formatting and optimizing.)
- Custom Graphics Package. Masthead/Banner graphic (simple custom graphic incorporating company logo). Top-of-page graphic for all other pages in your website. Colorful lines and bullets, and colored and textured background.
- Photos and other misc. graphic images supplied solely by the client for use on their webpages. If additional images are needed at the request and/or to satisfy the client, they can be acquired by Design Theory LLC, and charged to client.
- Installation of WordPress files, themes, plugins, etc are included when hosting with Design Theory LLC. Additional fees may occur when using a client’s separate hosting company and servers.
- Updates and changes to existing webpages are limited to three per month and subject to the limits outlined below. Changes must be emailed and already formatted and spell checked prior to client submittal. Changes will be posted to your webpage(s) within 48 hours of submittal. Additional changes and content updates are billed at hourly rate of $100.00.
- Site publicity to at least the three major web search engines, such as Yahoo, Google, and Bing.
7. Payment of Fees. Fees to Design Theory LLC., are due and payable on the following schedule: 50% is due at signing of this contract as a deposit. The second payment of 25% is due at the midway point of the project, and the final payment 25% is due when the website is completed before official launch. In case the client has already secured web space and a domain on a web hosting service by the time the webpages are completed, the webpages may be delivered to the client on compact disc or attached to an e-mail message. The website launch, ownership, and advertising the pages to web search engines and updating occur only after the final payment is made.
All payments will be made in US funds.
Terms of payment are due within 15 days of receipt of invoice to the client. Delinquent bills will be assessed a $25.00 charge if payment is not received within 15 days of the due date. If an amount remains delinquent 30 days after its due date, an additional 2% penalty will be added for each month of delinquency. DESIGN THEORY, LLC reserves the right to remove webpages 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 DESIGN THEORY, LLC. Regardless of the place of signing of this agreement, the client agrees that for purposes of venue, this contract was entered into in Orlando, Florida, and any dispute will be litigated or arbitrated in Orange, County. Please pay on time.
8. Assignment of Project. DESIGN THEORY, LLC reserves the right to assign subcontractors to this project to insure the right fit for the job as well as on-time completion.
9. Legal Statements. DESIGN THEORY, LLC does not warrant that the functions contained in these webpages or the Internet website will meet the client's requirements or that the operation of the webpages will be uninterrupted or error-free. The entire risk as to the quality and performance of the webpages and website is with client. In no event will DESIGN THEORY, LLC 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 webpages or website, even if DESIGN THEORY, LLC 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.
10. Copyrights and Trademarks. The client represents to DESIGN THEORY, LLC and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to DESIGN THEORY, LLC for inclusion in webpages 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 DESIGN THEORY, LLC and its subcontractors from any claim or suit arising from the use of such elements furnished by the client. DESIGN THEORY, LLC owns all other text, graphics, photos, and designs.
(p>11. Copyrights to Webpages. Copyright to the finished assembled work of webpages produced by DESIGN THEORY, LLC is owned by DESIGN THEORY, LLC. Upon final payment of this contract, 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. DESIGN THEORY, LLC and its subcontractors retain the right to display graphics and other Web design elements as examples of their work in their respective portfolios.
12. Cancellation and Fees. Client must submit a written request for termination of their maintenance or managed hosting service agreement. Cancellations of maintenance or managed hosting contacts that are fully paid are subject to a early termination fee of 25% of the full term, after which remaining balance may be refunded to client. There are no refunds on hosting fees since those are paid in full upfront. There are no refunds on website packages once work has commenced.
13. 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 DESIGN THEORY, LLC and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the client's exercise of Internet electronic commerce.
14. Sole Agreement. The agreement contained in this "Website Design Contract" constitutes the sole agreement between DESIGN THEORY, LLC and the client regarding this website. Any additional work not specified in this contract must be authorized by a written change order. All prices specified in this contract will be honored for two months after both parties sign this contract. Continued services after that time will require a new agreement.
15. Initial Payment and Refund Policy.
The total amount of this contract is will be sent via electronic mail (email) along with deposit and payment options.
This agreement will begin with an initial payment deposit of 25% or 50% and is included in the term of the contract but must be paid before work is started on this website, project, or work. If the client halts work and applies by registered letter for a refund within 30 days, to the Owners of DESIGN THEORY, LLC 12657 Iris Lake Drive, Orlando, FL, work completed shall be billed at the hourly rate stated above. If, at the time of the request for refund, work has been completed beyond the amount covered by the initial payment or deposit, the client shall be liable to pay for all work completed at the hourly rate stated above.
No portion of this initial payment will be refunded unless written application is made within 30 days of signing this contract. Any dispute to this contract is to be governed by Florida State Law; and any disputes can be resolved by arbitration, mediation, or litigation in the State of Florida within Orange County. Venue provision lawsuits must be filed in Orange County, Florida. If any lawsuit is filed, the loser will agree to pay all costs, attorney, and court fees to the winner.
Modification and amendments have to be made in writing and signed by both parties and attached to this contract. Notice must be submitted via registered mail to either parties’ mailing/home/business addresses.
Should any part of this Agreement be rendered or declared invalid by a court of competent jurisdiction of the State of Florida, such invalidation of such part or portion of this Agreement should not invalidate the remaining portions thereof, and they shall remain in full force and effect. It is further agreed that if part of the Agreement is determined invalid, either party may open negotiations solely with respect to a substitute for such Article, Section, or portion, within two (2) weeks after a ruling has been made.
The undersigned agrees to the terms of this agreement on behalf of his or her organization or business.