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General Terms & Conditions
Ownership
521 Web Design, LLC will provide a Finished Product(s) to the Client in the form of source, rendered and asset files. These files become the exclusive property of the Client upon acceptance of delivery, however these files are partially based on a non-exclusive code base created and maintained by 521 Web Design, LLC and in some cases existing code was used to help create the deliverables. Such code and other underlying technologies do NOT become the property of the Client, only the Finished Product(s). In addition, the Finished Product(s) may depend on
code, objects (COMs), and other third party utilities that are the property of their respective
owners. No rights to these dependencies is expressed or implied. Additional licensing may be
required with third party assets.
Point of Contact & Training
521 Web Design, LLC will require one point of contact during the Contract for clarifying requirements
for design, key features, usability, and maintenance issues. 521 Web Design, LLC requires this person
be available to answer questions arising from the project within 24 hrs on workdays (subject
to reasonable exceptions), and to have authority to make design and related decisions on the
system.
Project Management & Communication
521 Web Design, LLC may manage this Contract using third-party project collaboration software. The
Client’s Point of Contact, stakeholders, and collaborators will all have appropriate access to
the project and all associated assets. This system will serve as a primary mode of
communication, documentation, and reporting. Any approval marked within the system by the
Point of Contact will be considered official written approval.
Response Time
521 Web Design, LLC works exclusively with Independent Contractors. The benefit of a flexible team is
rapid scalability and a diverse set of services. Due to the nature of the business model,
521 Web Design, LLC is not set up to support on call services. Within the duration of this Contract
521 Web Design, LLC will make every effort to reply to inquiries within 48 hours except where The
Client has been previously notified of a period of limited availability. 521 Web Design, LLC will respond
in good faith but cannot guarantee any specific action within a given time frame.
Dependencies
In the event that any aspect of this Contract is dependent on a separate third party or the
Client’s in house team, the quality and punctuality of the Finished Product(s) may be subject
to said party’s ability to meet the required timelines and/or level of quality. 521 Web Design, LLC is not
responsible for any delay or defect caused by separate third party or the Client’s in house
teams. Additionally, while 521 Web Design, LLC strives to meet our timelines, delays in content from
the Client or similar delays will result in longer timelines.
Backups
521 Web Design, LLC maintains internal backups of active project code and design files. This backup
system is not intended as a solution for The Client, rather as a code archive through the
duration of this Contract. While the 521 Web Design, LLC backup system is redundant, it is not
guaranteed and does not support any content produced by the Client. The Client is solely
responsible for the Backup and Restoration of the Finished Product(s) and any associated
data. There are paying options available where 521 Web Design, LLC can take care of client backups
in an ongoing fashion.
Security
Although 521 Web Design, LLC makes every effort to provide secure Finished Product(s), due to the
nature of rapidly advancing technology, 521 Web Design, LLC can in no way guarantee that the
Finished Product(s) will not be subject to security breaches. 521 Web Design, LLC recommends the
use of strong passwords and the observance of standard security practices. In order to
minimize the chances of security violations, systems should be updated often. The Client is
solely responsible for tracking software updates. Any updates during the life of or after the
expiration of the Contract can be negotiated as an addendum to this Contract or as an
additional Contract. Once again, 521 Web Design, LLC is available to help with security monitoring if
desired by The Client.
Limited Liability
The Client alone shall be responsible for: (a) the accuracy and adequacy of information and
data furnished for processing; (b) any use made by the Client of the output of the Software or
any reliance thereon; and (c) obtaining the required licenses and respect copyright for any
and all third part assets including but not limited to fonts, media, and software. The Client
shall also be responsible for the continued operation and maintenance of the computer
equipment and third party software used with the Finished Product(s), and shall comply with
Sample – Website Design Proposal
8
all operational, environmental and maintenance recommendations and requirements of the
applicable licensors, vendors and manufacturers.
The Client agrees that any liability of 521 Web Design, LLC relating to this agreement and the services
performed shall be limited to the amount of fees actually received by 521 Web Design, LLC, from the
Client under this agreement regarding the services in question. In no event shall 521 Web Design, LLC
be liable for any special, incidental, indirect, cover, consequential, exemplary or punitive
damages; any damages based on injury to person or property; or any lost sales, profits or
data, even if the Client is told that any such damages may occur.
Warranty
521 Web Design, LLC will provide patches and bug fixes for any bugs or issues included in the scope
of this contract reported within the grace period of no more than 30 days following the date of
project completion as defined by the date the client signs off on the deliverables. All bug fixes
outside of the project scope or after the grace period are the responsibility of the client.
Hourly projects are NOT subject to warranty. Design and the placement, editing and
arrangement of editorial content are NOT subject to warranty. Should further support be
necessary, a support contract may be negotiated.
Credit
521 Web Design, LLC retains the right to use the Client within its roster of clients. A link to the Client
website/application website will be placed on the 521 Web Design, LLC web site as part of its business
portfolio. If it is acceptable to the Client, 521 Web Design, LLC does request the opportunity to put a
small link at the bottom of the Client’s website denoting its involvement with the creation of
the Client’s site. Upon request, 521 Web Design, LLC will not create that link.
Review, Expiration, or Cancellation
This Contract is valid for the calendar year in which it was signed, upon which point it expires.
Upon expiration, both parties may review and amend the Contract and decide whether or not
to renew. Either party may terminate this Contract with a full 30 day written notice. All
payments will be due and all work will be submitted upon the termination of Contract.