Terms of Service Agreement
The client is engaging Designpx (designpx.com) as an independent contractor for the specific project of developing and/or improving a website to be installed on the client’s web space on an Internet Service Provider’s computer. The client hereby authorizes Designpx to access this account, and authorizes the Internet Service Provider to allow Designpx with “write permission” for the client’s web page directory and any other directories or programs which need to be accessed for this project.
The client understands that any web hosting services require a separate contract with the web hosting service. The client agrees to select a web hosting service which allows Designpx full access to the website via SFTP.
Copyrights and Trademarks
The client unconditionally guarantees to Designpx that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Designpx 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 Designpx and its subcontractors from any claim or suit arising from the use of such elements furnished by the client.
While your site is in development Designpx owns the copyright to all pages. Once your site is completed and you have paid the balance of your invoice the copyrights are then transferred to you.
Assignment of Project
Designpx reserves the right to assign subcontractors to this project to insure the right fit for the job as well as on-time completion.
Post Placement Alterations
Designpx cannot accept responsibility for any alterations made by third parties to the client’s Web pages once placed. Such alterations include, but are not limited to, additions, modifications, and/or deletions.
Refusal to Service
Designpx reserves the right to refuse service for any material that Designpx feels is not legal, moral or in the best interest of Designpx but is not responsible for the content of any materials.
This agreement allows for minor web site maintenance to pages over a 1-month period, up to an average of one half hour per regular web site, including updating lines and making minor changes to a sentence or paragraph. It does not include updating or replacing nearly all the text from a page with new text, major page reconstruction, new pages, navigation structure changes, or attempted updates by client repairs.
The period of one (1) month begins on the date the clients website has been published to the client’s hosting service. Major page code and/or database structural changes will be charged at current hourly rates.
Either party may cancel this agreement upon written notification, however any charges incurred to the date of receipt of notification shall be immediately due and payable. Charges shall be for any work in progress, contracted services fees, or software purchases for the purpose to suit the clients needs.
Payment of Fees
Payment to Designpx is due and payable on the following schedule: One half upon agreement; the balance when the web pages have been constructed according to the clients original written specifications (unless invoice balance is below $500). If invoice and/or estimate is below $500, the full balance is due before work begins.
All payments will be made in US (USD) funds. Payments must be made promptly. Delinquent bills will be assessed a $25 charge if payment is not received by 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. Designpx 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 (including all attorneys fees and court costs). This agreement becomes effective when the client pays the balance of the invoice it is attached to, even if the invoice is only for the first 50%. The client agrees that for purposes of venue, this contract was entered into in Los Angeles, California, and any dispute will be litigated or arbitrated in Los Angeles, California.
Designpx and the client must work together to complete the website in a timely manner. If the client does not supply Designpx complete text and graphics content on all web pages contracted for within four weeks of the date this contract was entered into, the entire amount of the contract becomes due and payable. If the client has not submitted complete text and graphics content within one month after signing of this contract, an additional continuation fee of 10% of the total contract price will also be assessed each month until the web design project is published or the client cancels the web design project in writing.
Notwithstanding anything to the contrary contained in this contract, neither Designpx nor any of its employees or agents warrants that the functions contained in this web design project will be uninterrupted or error-free. The entire risk as to the quality and performance of this web design project is with the Client. In no event will Designpx be liable to the Client or any third party for any damages, including, but not limited to, service interruptions caused by the Hosting Service or any other circumstances beyond our reasonable control, any lost profits, lost savings or other incidental, consequential, punitive, or special damages arising out of the operation of or inability to operate this web design project, failure of any service provider, of any telecommunications carrier, of any internet servers, you or your site visitor’s computer or internet software, even if Designpx has been advised of the possibility of such damages.
The agreement contained in this document constitutes the sole agreement between Designpx 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 six (6) months after both parties enter into this contract. Continued services after that time will require a new agreement.
This agreement may be modified or amended if the amendment is made in writing and is signed by both parties.
This document was last updated on August 15, 2011