DESIGNBYANGELA.COM SERVICES AGREEMENT
All Web site design, consultation and related services (the "Services") provided by DesignByAngela.Com, LLC ("DesignByAngela") to client ("Client") are subject to this Services Agreement and the Terms of Payment as set forth in Exhibit A attached hereto and thereby incorporated herein (collectively, the "Agreement"). Before signing the Agreement, please read carefully all terms contained hereunder. By signing the Agreement, you acknowledge that you have read the Agreement, and you agree to its terms and conditions and all policies posted on the DesignByAngela Web site.
1. RIGHTS AND RESPONSIBILITIES.
DesignByAngela will not intentionally violate any third party rights. Client is solely responsible for obtaining proper permission from copyright owners before copyrighted materials are posted on Client's Web site. Client may be required to provide written permission from Copyright owners before certain material will be posted to Client's Web site.
Client warrants and represents that it will not supply any materials to DesignByAngela in connection with Client's use of the Services which: (i) violate any state, federal or foreign laws or regulations; (ii) infringe any third party rights; (iii) are defamatory, slanderous or trade libelous; (iv) violate any DesignByAngela policy posted on the DesignByAngela Web site; or (v) contain viruses or other computer programming defects which result in damage to DesignByAngela or any third party.
With respect to materials created for Client, DesignByAngela reserves the right to: (i) insert text stating "This site designed and maintained by DesignByAngela.Com" with an accompanying link to the DesignByAngela Web site at the bottom of each Web page; and (ii) use all such materials for promotional purposes for DesignByAngela. In addition, in the event that DesignByAngela provides Wedding Site or Online Photo Album services, Client agrees and acknowledges that all rights in the copyright to the templates for such sites vest and remain in perpetuity throughout the world in DesignByAngela.
2. TERMS OF PAYMENT
See Exhibit A.
3. LIABILITY AND INDEMNIFICATION
The parties agree that in no event shall DesignByAngela be liable to any third party for any claims arising out of or related to Client's breach or alleged breach of any of the terms and conditions set forth in this Agreement. Client agrees to defend, indemnify and hold harmless DesignByAngela from any and all expenses, losses, liabilities, damages or third party claims resulting from Client's breach or alleged breach of any Client obligations set forth hereunder.
THE PARTIES AGREE THAT ALL SERVICES PROVIDED BY DESIGNBYANGELA ARE PROVIDED ON AN "AS IS" BASIS AND WITHOUT WARRANTY OF ANY KIND. IN NO EVENT SHALL DESIGNBYANGELA BE LIABLE FOR DAMAGES RESULTING FROM LOSS OF DATA, PROFITS, USE OF ANY DESIGNBYANGELA PRODUCTS OR SERVICES, OR FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH THIS AGREEMENT OR IN CONNECTION WITH ANY PRODUCTS OR SERVICES PROVIDED HEREUNDER.
4. TERM & TERMINATION
Subject to the terms and conditions hereof, this Agreement shall be effective on the date of signing and shall remain in effect with respect to all Services rendered by DesignByAngela for Client. DesignByAngela reserves the right to refuse service to anyone. DesignByAngela, in its sole discretion, may terminate this Agreement at will. Client may terminate this Agreement upon proper notice to DesignByAngela, provided that Client has met all payment obligations at the time of termination as set forth in Exhibit A. For the purposes of this Agreement "proper notice" shall be sent by email to angela@designbyangela.com or by postal service to DesignByAngela.Com, 60 Prospect Park, Newton, MA 02460.
5. TAXES
Client will pay and indemnify and hold DesignByAngela harmless from any and all taxes associated with or arising from Client's use of the Services, including any penalties and interest and any costs associated with the collection or withholding thereof.
6. MISCELLANEOUS
If any of the provisions, or portions thereof, of this Agreement are found to be invalid under any applicable statute or rule of law, then, that provision notwithstanding, this Agreement shall remain in full force and effect and such provision or portion thereof shall be deemed omitted. This Agreement (including the Exhibits, attachments and/or addenda, if any,) represents the entire agreement of the parties with respect of the subject matter hereof and supersedes all prior and/or contemporaneous agreements or understandings, written or oral between the parties with respect to the subject matter hereof. This Agreement is made under and shall be governed by the laws of the state of Massachusetts. Notwithstanding modifications to the Terms of Payment as provided for in Exhibit A, all other modifications to this Agreement are void unless agreed to in writing and signed by both parties.
EXHIBIT A
TERMS OF PAYMENT
The following sets forth the Terms of Payment for services rendered to Client ("you" and "your") in exchange for Web site design, consultation and related services (the "Services") performed by DesignByAngela.Com, LLC ("DesignByAngela," "us" and "our"). All payments shall be made by cash, money order or check payable to DesignByAngela.Com, LLC. Please note that DesignByAngela reserves the right to modify or change the Terms of Payment as set forth below at any time upon 30 days notice to you. In the event and to the extent that DesignByAngela provides you with any of the following Services, in exchange for such Services you agree to pay the following:
The Planning Stage
A flat rate is charged for the Planning Stage of your Web design project. The Planning Stage refers to all of the preparation that needs to take place before the site can actually be built. This preparation includes:
- Working with you to determine the best organizational structure and navigational system for your site.
- Any suggestions we might have about your written content or marketing approach (if desired).
- Creating a design for your Web site and working with your feedback until you are completely satisfied with the design.
- Determining which third party services may need be involved with your site (i.e., Web Hosting, Shopping Cart, etc.).
- Setting up whatever third party services will need to be put in place before the site can be built.
Some sites may have special needs which will require a custom quote for the Planning Stage. However, most sites will fall under the one of the two categories below.
1) For a Purely Informational Site (i.e., one that will not have online shopping), the flat rate for the Planning Stage will be $350. A $175 deposit will be required for work to begin on any Purely Informational Site.
2) For an ECommerce Site (i.e., one that offers online shopping), the flat rate for the Planning Stage will be $550. A $275 deposit will be required for work on any ECommerce Site.
The Building Stage
Once the Planning Stage is completed and paid for in full, the building of your site will begin at the rate of $35 an hour. An estimate for the time needed to build your site will be given to you during the Planning Stage (if requested) based upon the specific needs of your site.
Once the Planning Stage is complete and the estimate is given, further changes can be made to the design, additional third party services can be added, and services can be rendered beyond those specifically outlined in the estimate. We are here to make you happy! Please realize, however, that once the Planning Stage is complete, you will be charged our hourly rate for any work that we do, unless otherwise noted. Also, if you ask us to do something that the estimate did not specifically take into consideration, this will, of course, add to the time that it takes for us to build your site.
Original Graphics Fee: flat fee to be agreed upon by the parties.
The cost of creation of original graphics for your Web site (e.g. creation of a logo) will vary depending on the design and amount of work involved. A flat fee for such original graphics shall be mutually agreed upon by you and DesignByAngela prior to the time of their creation.
Web Site Hosting: prices vary according to Web hosting plan.
DesignByAngela.Com now offers Web hosting! For most Purely Informational Sites, our Standard Business Plan will be the best hosting plan to have. This plan costs $25 per month. With this plan, you will get 100 MB of storage space and 25 POP3 email addresses. If your company requires more space than this or has other special needs, we have other plans that we can recommend. With any DesignByAngela.Com hosting plan, you will prepay for the first three months. After the first three months, you will be charged monthly for your hosting service.
Web Site Promotion Fee: $100
This is probably one of the most important steps in creating a successful business Web site. While some of the promotion will be up to you (putting your Web address on corporate materials, linking from friends' sites, telling everyone you know, etc.), DesignByAngela can optimize your Web site for search engine registration and register your Web site on major search engines such as Yahoo, LookSmart, and Overture. Our fee for this service is $100. Please note that the $100 is our fee only, and it does not include the fees that some search engines charge or any other fees.
All Additional Work and/or Consultation Fees: $35 per hour
All services in addition to those listed above, including, but not limited to, creation of additional pages, edits, maintenance and consultations shall be billed at a rate of $35 per hour with a $10 minimum charge unless such billing rate is modified as per the terms of this Agreement.
