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Terms and Conditions of Web Services Agreement
Web Services include, but no limited to, website design, email configuration, site optimization, and any and all other web work preformed. <CLIENT COMPANY/CLIENT NAME>, hereafter referred to as "Client" is engaging GreenLime Consulting, hereafter referred to as "GreenLime Consulting,” a sole proprietor, 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. The client hereby authorizes GreenLime Consulting to access this account, and authorizes the web hosting service to provide GreenLime Consulting with "write permission" for the client's webpage directory, cgi-bin directory, and any other directories or programs which need to be accessed for this project. The client also authorizes GreenLime Consulting to publicize their completed website to Web search engines, as well as other Web directories and indexes.
Confidentiality: Client and GreenLime Consulting may disclose confidential information one to the other to facilitate work under this Agreement. Such information shall be so identified in writing at the time of its transmittal, and shall be safeguarded and not disclosed to third parties by the receiving party. Confidential information shall not include information that:
- is already known to the party to which it is disclosed;
- is or becomes part of the public domain without breach of this Agreement;
- is obtained from third parties, which have no obligations to keep confidential to the parties to this Agreement.
Description of Project: A separate Proposal will describe the work that is required of GreenLime Consulting for the Client.
Fees & Additional Services: Changes in client input or direction or excessive changes will be billed as an addition item. Any work the Client wishes GreenLime Consulting to create, which is not specified in the Description of Project section of this agreement, or in the attached Proposal will be considered an additional service. Such work shall require a separate Agreement and payment separate from and above that specified in this Agreement.
Expenses: Client agrees to reimburse GreenLime Consulting for any of the following expenses necessary in completion of the Work: (e.g. Fonts, Messengers, Proofs, Props, Research, Shipping, Software, Stock photography, domain registry and hosting fees, third-party service fees, etc.)
Assignment of Project: GreenLime Consulting reserves the right to assign other designers or subcontractors to the Project to ensure quality and on-time completion.
Reservation of Rights: All rights not expressly granted hereunder are reserved to GreenLime Consulting, including but not limited to all rights in sketches, comps, or other preliminary materials.
Permissions and Releases: The Client agrees to indemnify and hold harmless GreenLime Consulting against any and all claims, costs, and expenses, including attorney's fees, due to materials included in the Project at the request of the Client for which no copyright permission or previous release was requested or uses which exceed the uses allowed pursuant to a permission or release.
Publication: The Client may publish or disclose information regarding the Project and shall acknowledge the support of GreenLime Consulting in all such publications. The Client will not use the name of GreenLime Consulting, in any advertising or publicity without the prior written or verbal approval from the GreenLime Consulting. The GreenLime Consulting will not use the name of Client, in any advertising or publicity without the prior written or verbal approval from the Client, with the exception of listing in the GreenLime Consulting’s Portfolio, whether online or published.
Copyright Notice: Copyright is in GreenLime Consulting's name. Upon completion of Project, the copyright will be released to the Client. If terms of Service Proposal or this agreement are not met by the Client, the GreenLime Consulting reserves the right to shut/take down all service/content worked on by or created by the GreenLime Consulting. The Client is still held responsible for any expenses incurred.
Modification or Transfer of Agreement: The terms and conditions of this agreement cannot be altered except by written agreement with GreenLime Consulting. Nor is the agreement transferable except with the written consent of GreenLime Consulting.
Termination of Agreement: Either party may terminate this Agreement by giving 30 days written notice to the other of such termination. In the event that work is postponed or terminated at the request of the Client, GreenLime Consulting shall have the right to bill pro rata for work completed through the date of that request, while reserving all rights under this Agreement. If additional payment is due, this shall be payable within thirty days of the Client's written notification to stop work. In the event of termination, the Client shall also pay any expenses incurred by GreenLime Consulting and the GreenLime Consulting shall own all rights to the Project. The Client shall assume responsibility for all collection of legal fees necessitated by default in payment.
The Client and GreenLime Consulting are independent parties and nothing in this Agreement shall constitute either party as the employer, principal or partner of or joint venture with the other party. Neither the Client nor GreenLime Consulting has any authority to assume or create any obligation or liability, either express or implied, on behalf of the other.
Payment: Half payment is due prior to start of project. All payments are to made in cash, cheque, money order, PayPal or Interac email transfer to GreenLime Consulting. All billing by GreenLime Consulting to the Client will be reasonable and all service(s) performed will be documented, describing work performed. All payments are to be made in full unless a specific payment plan is agreed on by GreenLime Consulting and the Client. All payments for companies/businesses are due seven (7) days after receipt date, and upon receipt of invoice for individuals. A late charge will be applied to all payments past due. Any contested billing will be resolved between GreenLime Consulting and the Client in a reasonable manner. All applicable taxes are included in quotes.