Terms and Conditions

These Terms and Conditions are included in every Statement of Work reviewed and signed by our clients before a project begins. A Statement of Work serves as a legal contract to protect both the Vendor and Client. These terms are subject to change without notice unless already signed and agreed upon by the Client and Vendor. A Client’s Statement of Work is valid to the date of expiration noted on their Statement of Work. Additional Client-specific terms may be added if necessary.

PROPERTY RIGHTS: The Parties acknowledge and agree that the Client will hold all intellectual property rights in any work product resulting from the Vendor services including, but not limited to, copyright and trademark rights. The Vendor agrees not to claim any such ownership in such work products or intellectual property at any time prior to or after the completion and delivery of such work product to the Client unless compensation is withheld.

CONFIDENTIALITY: The Vendor shall not disclose to any third party any details regarding the Client’s business, including, without limitation, any information regarding any of the Client’s customer information, business plans, or price points (the Confidential Information), (i) make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Client, or (ii) use Confidential Information other than solely for the benefit of the Client.

INDEMNIFICATION: The Client agrees to indemnify, defend, and protect the Vendor from and against all lawsuits and costs of every kind pertaining to the Client’s business including reasonable legal fees due to any act or failure to act by the Client based upon the Vendor Services.

PROJECT TERMINATION: If payment is not received within 60 days of the sent invoice from the Vendor then the Vendor reserves the right to all work products and termination of the project unless otherwise agreed upon between the Vendor and the Client.

COMPENSATION: The Client shall pay the Vendor at the rate and schedule agreed upon as outlined in this Statement of Work. Accounts which remain outstanding for 30 days after the date of invoice, will incur a late payment interest charge of 10% on the outstanding amount each day from the date due until the date of payment.

PAYMENT METHODS: Payments may be made online via the invoice sent by the Vendor, or by check delivered to the Vendor in person. Online payments are subject to a 3% additional charge of the invoice for processing fees. A payment method must be agreed upon between the Client and Vendor before an invoice is sent. Returned checks incur an additional fee of $50 per returned check.

CHARGES FOR OTHER SERVICES: Charges for any additional services requested by the Client during the project that are over and above the estimated time or out of scope will become fully payable (100% of the quoted amount) at the time of estimate or quotation acceptance.

ONGOING FEES: After project completion, any ongoing license fees or fees for upgrades are the responsibility of the client, not the Vendor.

PROJECT COMPLETION: The project will be deemed complete when all material outlined in the phases of this Statement of Work has been delivered to the Client and invoices have been paid. The Vendor reserves the right to maintain ownership of any deliverables until the total final invoice amount has been paid. If deliverables include physical labor (including, but not limited to, installations of equipment), the Client is subject to legal action if payment is not received prior to 60 days of the sending of the invoice.

ALTERATIONS: The Client agrees that changes required over and above the estimated work, or in addition to the agreed scope, or where the Client makes changes to the supplied copy or changes required to be carried out after acceptance of the draft material other than the revision sequence outlined in this Statement of Work will be liable to a separate charge. The Client also agrees that the Vendor holds no responsibility for any amendments made by any third party, before or after project completion.

PROJECT DURATION: Any indication given by the Vendor of a project’s duration is to be considered by the Client to be an estimation. The Vendor cannot be held responsible for any project over-runs, whatever the cause. Estimated project duration should be deemed to be from the date that cleared funds are received by the Vendor for the initial payment or by the date confirmed in writing by the Vendor. If a project is ongoing over several billing months, the Vendor reserves the right to pause services until payment is received on schedule.

WEBSITE HOSTING: The Vendor utilizes hosting services through an outsourced third party. The Vendor does not guarantee continuous service and will accept no liability for loss of service, whatever the cause. The Vendor may request that the Client change the type of hosting account used if that account is deemed by the Vendor to be unacceptable because of poor service, lack of bandwidth, or in any other way insufficient to support the website. Fees due to third-party hosting organizations are the responsibility of the client and the Vendor is not liable for their payment, nor for the renewal of domain names, which are the sole responsibility of the Client or domain owner.

WEBSITE SEARCH ENGINE SUBMISSION: Due to the number of considerations that search engines use when determining a site’s ranking, the Vendor cannot guarantee any particular placement. Acceptance by any search engine cannot be guaranteed and when a site is accepted, the time it takes to appear in search results varies between search engines. Rankings will also vary as new sites are added. The Vendor also holds no responsibility for utilizing Search Engine Optimization (SEO) unless otherwise outlined as in this Statement of Work.

RIGHTS OF REFUSAL: The Vendor will not include in its designs any text, images, or other data which it deems to be immoral, offensive, obscene or illegal. All advertising material must conform to all standards laid down by all relevant advertising standards authorities. The Vendor also reserves the right to refuse to include submitted material without giving reason. In the situation where any images and/or data that the Vendor does include in all good faith, and subsequently discovers is in contravention to such Terms and Conditions, the Client is obliged to allow the Vendor to remove the contravention without hindrance, or penalty. The Vendor is to be held in no way responsible for any such data being included.

DESIGN CREDITS: The Client agrees to allow the Vendor to place a small credit on printed material exhibition displays, advertisements and/or a link to the Vendors own website on the customer’s website. This will usually be in the form of a small logo or line of text placed towards the bottom of the page.

The Client also agrees to allow the Vendor to place websites and other designs, along with a link to the Client’s site on the Vendor’s own website for demonstration purposes and to use any designs in its own publicity and portfolios.

DISCLAIMER: The Vendor makes no warranties of any kind, express or implied, for any and all products and/or services that it supplies. The Vendor will not be held responsible for any and all damages resulting from products and/or services it supplies. The Vendor is not responsible for any loss, or consequential loss of data, or non-delivery of products or services, of whatever cause. While we take reasonable steps to investigate the materials we recommend, we accept no responsibility for the performance or quality of materials or any consequential loss arising from their failure. The Client agrees not to hold the Vendor responsible for any such loss or damage. The Vendor reserves the right to use the services of sub-contractors, agents and suppliers and any work, content, services and usage is bound by their Terms and Conditions. The Vendor will not knowingly perform any actions to contravene these and the Client also agrees to be so bound.

APPLICABLE LAW: This Statement of Work and the interpretation of its terms shall be governed by and construed in accordance with the laws of the State of Ohio as well as any State in that The Client conducts business.

EQUIPMENT ABUSE AND DAMAGE: The Client is held responsible for any and all costs of damage to equipment that the law of the State of jurisdiction deems the Client liable for. The Vendor reserves the right to invoice the client for damages adjusted for inflation or market value. All previously stated conditions regarding invoicing apply.

The Vendor is not liable for any of the Client's corrupted files, damaged property, or other uncontrollable circumstances that may occur.

MARKETING: The Client explicitly gives consent to receive marketing and newsletter emails from the Vendor. The Client may opt out by "unsubscribing" from each individual marketing campaign as they wish. This does not apply to informational e-mails or contact between the Client and Vendor. The Vendor is only obligated to maintain contact with the client during the project duration.