PLEASE READ THIS AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS AND REMEDIES.

1. Overview

This agreement, referred to as the “Website Design Agreement”, is entered into by and between SERVICE PROVIDER and COMPANY, and becomes effective upon acceptance and/or activation of services. This Agreement outlines the terms and conditions regarding your use of Web Design services and constitutes the entire agreement between COMPANY and SERVICE PROVIDER on this subject matter.

Your activation of service or signature on this Agreement confirms that you have read, understood, acknowledged and agreed to be bound by this Agreement, as well as our General Terms and Conditions Agreement, which is incorporated herein by reference, and any other agreements or policies that are expressly incorporated herein.

The terms “service provider”, “we”, “us” or “our” refer to SERVICE PROVIDER, while the terms “you”, “your”, “User” or “customer” refer to any individual or entity that accepts this Agreement. This Agreement is not intended to confer any third-party rights or benefits.

We reserve the right to change or modify this Agreement, any policies or agreements that are incorporated herein, and any limitations or restrictions on the Services in our sole discretion at any time. Such changes or modifications will be effective immediately upon posting on this Site, and your use of the Services after such changes or modifications constitutes your acceptance of this Agreement and any limitations to the Services as last revised. If you do not agree to be bound by this Agreement and any Service limitations as last revised, you may terminate service within 30 days, but will be subject to the termination fees outlined in any agreements incorporated herein. While we may occasionally notify you of changes or modifications to this Agreement by email, it is your responsibility to keep your shopper account information up to date, and we assume no liability for your failure to receive an email notification if such failure results from an inaccurate email address.

2. Website Design

The SERVICE PROVIDER is responsible for designing the CUSTOMER website, based on the information provided by the CUSTOMER during the Website Design Meeting and/or in the Order. The SERVICE PROVIDER will create a Designed Website Design(s) (“Design”) in the form of an image, which the CUSTOMER will need to approve for development. For 30 days after the first draft of the Design is posted, the CUSTOMER may request limited changes, as defined in the Order, to finalize the Design for approval and development. Any change request that is not considered minor, as defined by the SERVICE PROVIDER, will be charged at the Service Provider’s hourly rate.

Development of the website will not commence until the Design has been approved by the CUSTOMER. The website will then be created on the SERVICE PROVIDER’s development server until development is complete, as indicated in the Order. Content is solely the CUSTOMER’s responsibility and does not delay the Development Complete milestone or billing for the Development Complete milestone or monthly plan fees. Once Development Complete is achieved, the CUSTOMER must approve the launch of the website, after which the Created Website will be published on a SERVICE PROVIDER server for public access. The CUSTOMER will pay 50% of Managed Service costs during website design and development, which will begin 15 days after the execution of the Order.

If the CUSTOMER requests additional changes to the website, the SERVICE PROVIDER will charge the CUSTOMER at the Service Provider’s hourly rate or offer the option of purchasing a maintenance agreement, if one has not already been provided.

2.1 Billing Plans for Service(s)

The Services are subject to a one-time fee and a monthly payment billing plan that includes a commitment term. If the CUSTOMER terminates the Services before completing the term, the CUSTOMER will be responsible for termination fees as specified in the terms and conditions.

2.2 CUSTOMER Use of Service(s)

Unless otherwise agreed to in writing by both parties, the CUSTOMER agrees to use the Created Website at a single IP address and for a single website only.

2.3 Ownership

Until all unpaid contracted fees and Service fees are paid in full, along with any legally contracted licensing agreements, CUSTOMER acknowledges and agrees that SERVICE PROVIDER owns all graphic designs, databases, compilation, collective and similar rights, title and interests worldwide in SERVICE PROVIDER’s name and other proprietary information databases, as well as all information and derivative works generated or transferred to SERVICE PROVIDER for Services.

3. Communications

CUSTOMER agrees to receive Communications from SERVICE PROVIDER in an electronic format to the email address provided by CUSTOMER, and acknowledges that such Communications will be considered as a written communication. If CUSTOMER does not wish to receive electronic Communications from SERVICE PROVIDER or withdraws consent, CUSTOMER must discontinue use of the Service. Withdrawal of consent will not affect the validity of any electronic Communications or business transactions conducted between CUSTOMER and SERVICE PROVIDER prior to such withdrawal.

CUSTOMER agrees that by accepting this Agreement, they are providing their written consent for SERVICE PROVIDER to call them at the phone number provided in connection with their subscription to or use of the Service. If the customer has provided a mobile or cellular phone number, they also consent to receiving texts from SERVICE PROVIDER regarding their subscription to or use of the Service. It is important to note that consenting to autodialed marketing calls and/or texts from SERVICE PROVIDER is not required to purchase products or services. If CUSTOMER chooses not to receive any marketing communications from SERVICE PROVIDER, they may do so by contacting customer service or emailing SERVICE PROVIDER.

4. Customer and Technical Support

SERVICE PROVIDER offers technical support to CUSTOMER, which is dependent on the level of service and support that has been contracted by the CUSTOMER and pertains to the features and tools offered through the SERVICE PROVIDER Services.

5. Titles, Headings, and Severability 

The headings and titles used in this Agreement are provided solely for convenience and reference, and shall not be used to interpret or construe the agreement between the parties as set forth in this document. Each covenant and agreement contained in this Agreement shall be considered a separate and independent covenant or agreement for all purposes. In the event that a court of competent jurisdiction deems any provision, or portion thereof, in this Agreement to be illegal, invalid, or unenforceable, such determination shall not affect the validity or enforceability of the remaining provisions, or portions thereof, which shall remain in full force and effect to the maximum extent permitted by law.

6.  Definitions & Conflicts

If capitalized terms are used but not defined in this Agreement, their meanings shall be ascribed to them in the General Terms and Conditions Agreement. In case of any conflict between the provisions of this Agreement and the provisions of the General Terms and Conditions Agreement, the provisions of this Agreement shall prevail.