1. Term
The Client named on the contract retains DawnWeaver Ltd., and DawnWeaver Ltd. agrees to perform the services as detailed in the schedule of work section of the contract between DawnWeaver Ltd. and Client.
Term shall be as stated in the attached contract. This Agreement shall commence on the date stated, and shall remain in effect until all obligations under this Agreement have been properly completed.
Content, Client is solely responsible for supplying text and graphical data in file format unless DawnWeaver Ltd. is hired specifically for this purpose and it is stated in the agreed upon specifications. If all text and graphics necessary to complete the work are not received by DawnWeaver Ltd. within 30 days from the date of contract the balance of payment may become due and payable upon request.
2. Fees and Compensation
The following fees shall apply:
Design, build and implementation fees in the amount stated in the contract to complete the agreed upon work. A percentage of said fees is due after initial consultation and before work is begun as stated in the contract. The remaining amount shall be due and payable when work is completed and shall be received before website is uploaded to it's final destination. This fee does not include: the cost of domain registration, hosting set up fee, hosting or search engine submission.
Maintenance fees for work subsequent to the initial build and implementation will be charged at an hourly at the rate specified in the contract.
DawnWeaver Ltd. agrees to complete this project within the estimated budget, unless client requires additional work or services not agreed upon, or if client requires multiple design drafts or repeated changes which would significantly increase work required of DawnWeaver Ltd. DawnWeaver Ltd. will not charge any fees in addition to those specified in this contract without first consulting the client and reaching an agreement regarding this. If it becomes necessary for DawnWeaver Ltd. to bring legal action to collect any sums due under this Agreement, it shall be entitled to collect, in addition to all damages, its costs of collection, including reasonable legal fees.
3. Warranties by DawnWeaver Ltd.
DawnWeaver Ltd. represents and warrants to Client that it has the experience and ability to perform the services required by this Agreement; that it will perform said services in a professional and competent manner; that it has the power to enter into and perform this Agreement; . However, Client will not determine or exercise control as to general procedures, formats or sub-contracting necessary to have these services meet Client's satisfaction.
The Client will be given much opportunity to request changes to the on-going design prior to publishing at no additional cost. Once complete the site goes live and there is a 30 day warranty period when any minor changes may be requested at no additional charge. This will not include for any new features not previously discussed. Following this period additional work may be undertaken on the web site at our standard hourly rate.
4. Confidentiality
DawnWeaver Ltd. recognizes and acknowledges that this Agreement creates a confidential relationship between DawnWeaver Ltd. and Client and that information concerning Client's business affairs, customers, vendors, finances, properties, methods of operation, computer programs, and documentation, and other such information, whether written, oral, or otherwise, is confidential in nature. All such information concerning Client is hereinafter collectively referred to as "Confidential Information."
5. Non-Disclosure
DawnWeaver Ltd. agrees that, except as directed by Client, it will not at any time during or after the term of this Agreement disclose any Confidential Information to any person whatsoever and that upon the termination of this Agreement it will turn over to Client all documents, papers, and other matter in its possession or control that relate to Client.
6. Copyright
Client agrees that copyrights to DawnWeaver Ltd.'s work product produced in the performance of this Agreement shall remain the exclusive property of DawnWeaver Ltd., and that it will not sell, transfer, publish, disclose or otherwise make the work product available to third parties without DawnWeaver Ltd.'s prior written consent. Any rights granted to Client under this Agreement shall not affect DawnWeaver Ltd.'s exclusive ownership of the work copyright. The client does, however, retain a licence from DawnWeaver Ltd. to use the resulting web site design in their own publicity and related materials.
7. Design, Build and Implementation
DawnWeaver Ltd. agrees to design, build, install, and/or maintain a website for Client according to agreed upon specifications attached, including validated HTML, link check, custom graphics, header or logo as specified, all pages and links necessary to display products and/or services of client. DawnWeaver Ltd. shall also prepare the site for search engine submission, which shall include analysis of text for keyword content, preparation and installation of keyword and content meta tags, and submission to the major free submission search engines where contracted to do so. DawnWeaver Ltd. does not guarantee listings on search engines as they alone determine who they will list and who they will not and the subsequent position of any website intheir listings.
We work very closely with clients and actively encourage their feedback during the design stage. If requested, we will put the on-going design on a temporary web server to allow the client to monitor progress and actively participate in the development.
The site will not go live until the final payment is received from the client.
9. Website Content
Words of text supplied by the client. There is no limit to text content supplied via diskette/CD/email. If it is necessary to type in content then the quoted price will allow for up to 200 words per page approximate maximum. Any additional typing in of content will be charged at the standard hourly rate.
Graphics. A banner graphic on first (or all) page(s) (simple custom graphic incorporating company logo) is included in the quoted price. Company logo will be used 'as is' if supplied on disk or CD. If we scan it for you, we will do our best to make the resulting graphic as presentable as possible. If you wish us to ‘pixel edit' the image this will incur an additional charge based on our standard hourly rate. The provision of additional photographs or other images are the responsibility of the client unless otherwise agreed.
E-mail response link. This is included on each web page to any e-mail address unless requested otherwise.
Feedback form includes up to 20 fields and is included in the design quotation.
Questionable Content. DawnWeaver Ltd. reserves the right to refuse to handle in any way, material which may be deemed offensive, illegal or in any way controversial, and also to terminate the hosting service should the necessity arise.
8. Hosting
Most web sites will require a host which allows for the running of Vbscript under ASP and the use of a Microsoft Access database. We will normally arrange this for you at our standard prices. In the event that you wish to run the design on an alternative server, DawnWeaver Ltd. will not take any responsibility for the performance of the web site in this alternative environment. Any additional work required to ensure correct operation on an alternative web server will be charged for at the standard hourly rate.
10. Domain Name Registration.
Domain name registration is not included in the price of web design or web hosting. The annual cost to register your domain name is included in the attached contract.
11. Disclaimer
Whilst every endeavour will be made to ensure that the website and any scripts or programs are free of errors, we cannot accept responsibility for any losses incurred due to malfunction, the website or any part of it.
Any scripts, cgi applications, scripts, or software (unless specifically agreed) written by DawnWeaver Ltd. remain the copyright of DawnWeaver Ltd. and may only be commercially reproduced or resold with the permission of DawnWeaver Ltd.
DawnWeaver Ltd. cannot take responsibility for any copyright infringements caused by materials submitted by the client. We reserve the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material.
DawnWeaver Ltd. will not be liable for any costs incurred, compensation or loss of earnings due to the unavailability of the site, its servers, software or any material provided by its agents.
The client is expected to test fully any application or programming relating to a site developed by DawnWeaver Ltd. before being made generally available for use. Where "bugs", errors or other issues are found after the site is live, DawnWeaver Ltd. will endeavour (but is not obliged to) to correct these issues to meet the standards of function outlined in the brief.
12. Payment of Accounts.
A deposit is required from any new client before any work is carried out. It is DawnWeaver Ltd. policy that any outstanding accounts for work carried out by DawnWeaver Ltd. are required to be paid in full, no later than 30 days from the date of the invoice unless by prior arrangement with DawnWeaver Ltd.
Once a deposit is paid and work completed you are obliged to pay the outstanding balance in full. We will contact clients via email and telephone to remind them of such payments if they are not received when due.
If accounts are not settled or DawnWeaver Ltd. have not been contacted regarding the delay, access to the related website may be denied and web pages removed, we will then, at our discretion, pass such cases to the Small Claims Court to pursue payment, non payment can result in county court judgements (ccj's) being added to the clients credit rating.
Following consistent non payment of an invoice you will be contacted by our credit control agents to arrange payment.
DawnWeaver Ltd.
October 2011
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