i. Payments: Payment shall be in two installments. Client agrees to pay
an initial non-refundable deposit to SederGraphics prior to
commencement of the web development project. The remaining balance is
due upon completion of the website. Client further acknowledges that
payment for the remaining balance is required for the completed
website(s) to be published online.
iii. Structure/ Layouts/ Schedule: Structure and schedule of web design
shall follow the website architecture outlined in attachment Exhibit
A of this Agreement. SederGraphics shall provide a Home Page layout
online for Client review and approval. Upon Client approval of the
layout, SederGraphics shall proceed to finish the site’s
subsequent pages. Client acknowledges that once the Home Page layout
has been approved by the Client and SederGraphics has commenced
construction of the subsequent pages, the Home Page may not be
revised or altered without additional costs. Client approval
constitutes verbal, email or written approval. The Schedule found in
Exhibit A is an approximation. Client understands that further
revisions and additional layouts requested by the Client and failure
of Client to approve a Home Page layout can result to project delays.
In that event, SederGraphics shall make its best effort to complete
the project as close to the deadline date as possible or provide a
new completion date.
iv. Client acknowledges and agrees that receipt of the full payment
by SederGraphics or the signing of the Release Form constitutes the
Client’s final approval of the project; Therefore, it may no
longer be altered or revised without additional costs.
v. Contents: Client shall provide SederGraphics with the site’s
text and other related contents in digital format such as MS Word,
Rich Text Format (RTF), or by email. Unless otherwise stated in the
work agreement, content should be provided before the official start
date. If content is not supplied at or before the project start date
the completion date may be extended.
Client must own the rights
to, or have appropriate permission to use, digital images &
content provided. SederGraphics can not use any graphics or content
with out permission by the party holding the copyright. All graphics
provided by SederGraphics are property of SederGraphics, or they have
been licensed to SederGraphics to use.
vi. Web hosting: The customer is
solely responsible for making back-ups of the customer's web site,
database(s) and other website content. Back-up of the website content
and databases can be made through the user's vDeck administration
panel. If third party software is installed into hosted space, please
check with the software developers documentation.
vii. Overdue fees: 3% service charge is payable on all balances more than
30 days past the due date. Due date is either the date stated in the
work agreement as the finish date, or date of actual completion of
work, which ever comes first. The grant of any license or right of
copyright is conditioned on receipt of full payment.
viii. Revisions/Warranties: SederGraphics shall be given the first
opportunity to make any revisions requested by the Client. Revisions
are defined as revisions pertaining to original artwork and/or
programming/ debugging services provided by SederGraphics. If the
revisions are not due to any fault on the part of SederGraphics,
additional fees based on current rates shall be charged. Database
programming is covered by a limited one year warranty and only covers
debugging. It does not cover the inclusion or creation of new
functions. Revisions by a third party is not covered by the warranty.
ix. Client Cancellation: In the event of cancellation of this
assignment, ownership of all copyrights of original artwork shall be
retained by SederGraphics, and a cancellation fee for work completed,
based on the contract price and expenses already incurred, shall be
paid by the Client.
x. Copyright: Ownership of the project’s original artwork and the
files associated with it are transferred to the Client upon receipt
of the final payment by SederGraphics. SederGraphics retains the
right to show the Client’s project as part of its portfolio.
xi. Force Majeure: If either party is unable to perform its obligations
under this contract due to the occurrence of an event beyond its
control (such as acts of god, government actions, potential failure
of Internet), that party will not be in default of this contract.
Each party agrees to use all reasonable efforts to enable performance
to continue under this contract.
xii. Client agrees to indemnify SederGraphics and its affiliates against
liability arising from this project, SederGraphics web hosting
outage, or database corruption. To the maximum extent permitted by
applicable law, in no event shall SederGraphics, its agents, or
representatives be liable for any damages whatsoever (including,
without limitation, damages for loss of business profits, business
interruption, loss of business information and/or data, or any other
pecuniary loss) arising out of SederGraphics’s service, web
hosting and this project.
xiii. This agreement is governed by the State of California. Any dispute
shall be submitted to the California court located in Tuolumne