Skiterra Design Web Services Contract
Terms of Agreement
The below named client is engaging Skiterra Design (formerly Skinner Media) as an independent contractor for the specific purpose of developing and/or improving a World Wide Web site to be installed on the client's web space located on an Internet Service Provider's (ISP) server.
In addition, the client may be entering into a website hosting contract with Skiterra Design, who will act as the ISP.
Hereafter, the client will be known as the "Client" and Skiterra Design will be known as the "Developer."
The Client will or has established a separate contract with an Internet Service Provider (ISP) for hosting or the Developer will establish one for the Client on the Developer’s server space.
The Client hereby authorizes the Developer to access this account, and authorizes the Host Provider to provide the Developer with FTP "write permission" for the Client's web page directory and any other directories or programs which need to be accessed for this project.
2. Standard Hosting Service
Developer will either secure an account with a Host Provider on behalf of the Client, or the Client may secure the account independently. Please note: Using an alternate host is always an option for the Client.
3. Domain Registration
If requested, the Developer will secure a domain name (www.myname.com) for the Client.
All first-year charges incurred in doing so will be included in the base rate for the contract.
If the Client already has a domain name, the Developer will coordinate redirecting the address to the new host.
Once the site has been launched and tested, the Developer will provide 30 days of e-mail and telephone assistance to the Client's designated representatives regarding management of the Client's web site.
Sometimes, however, training for groups on-site at the Client's place of business is desired. If this is desired the hourly charges will be agreed upon by the Client and Developer. All reasonable travel, food, and lodging expenses incurred will be charged to the Client.
5. Web Package / Graphic Creation
The Client will provide all existing logo design, artwork, other graphic, typographical, video, and media assets to The Developer to incorporate into the site. Additional artwork, banners, headers, development, and style sheet customization will be covered by the base rate.
Skiterra Design develops web projects only through current generation database/content management systems (CMS). There are no limits on page numbers and few limits on functionality. Some 3rd party programs and applications do require an additional licensing fee to install, but these will be presented and agreed upon prior to the signing of the contract. Each of the site’s features, and its complete architecture, will be established before signing the contract. There will be no surprise or additional fees prior to delivery of the completed website.
All site content, including text and page images, will be supplied by the client. As the Client will have complete control over the site, the page layout, and multiple interactive features, responsibility for the final edit for the static page content will be the responsibility of the Client.
Skiterra Design is in no way responsible for the claims or representations made by the Client on his website. The Client, by submitting content to Skiterra Design, assures that the Client owns or possesses all rights for its use, and Skiterra Design cannot be held responsible for its publication.
In addition, all stock photography provided by Skiterra Design will be free of rights issues, but may not be used in other material by the Client without prior authorization from Skiterra Design.
7. Cross Browser Compatibility
All of our sites are tested on IE 7.XXX and higher, Firefox, Chrome, and Safari. Slight visual differences always exist as different browsers and browser versions render code in different ways.
8. Search Engine Visibility
The site will be built with the latest SEO (Search Engine Optimization) specifications, including all pertinent meta-info, tags, and titles. The Developer also includes both XML and HTML sitemap generation and listings. It will also be submitted by the Developer prior to launch in order to index it quickly for Google, Microsoft Bing, and other searches. All subsequent SEO work is the responsibility of the Client.
Note: In the case of certain websites using advanced social networking capabilities, it is possible SEF functionality (Search Engine Friendly URLs) may be turned off on 2nd level and subsequent level pages. This is an ISP-specific situation, as some hosting providers do not choose to allow rewrite of those URLs.
The database will be a mySQL database. The base code is PHP. The CMS will be determined by client needs. Each site uses a custom built template with a cascading style sheet. Non-Flash motion graphics are allowed, and slideshows or banner advertising or page elements may be requested by the client. Video is allowed, and any format can be delivered for embedding. Video upload is not allowed through standard site tools without establishing that need prior to the contract being signed. (Video hosted on other sites, however, such as YouTube or Vimeo, can be run on the Client site at any time).
The site will be built using highly customized open source applications from a variety of specialized developers. Each site is specifically modified to meet Client demands and each application is modified to run seamlessly on the Client site.
10. Ongoing Support
Skiterra Design will provide continuing site support either through a pre-established monthly retainer, or through simple hourly billing at the standard $125/hr. rate.
*Many questions with a CMS, however, are easily answered, and the Client should never feel they cannot shoot an email or call on the phone to find out if there is a simple solution, or if their request would be billable development.
11. Payment / Workflow
A non-refundable minimum deposit of 25% of the base rate is required to commence work. An invoice with payment options and detailed list of features and architecture will be provided prior to development .
A “beta site” will be built at skiterra.com/clientname, and secure access will be provided to the Client so they may monitor progress and consult with the Developer to tune the site to their needs. This will also be the period in which the Client is introduced to the site tools, both through the live site and through the Administration Panel.
Upon completion of the site to the Client’s satisfaction, the Client will be asked to confirm acceptance for the site design via email.
At this point, the site will be transferred to the preexisting ISP account, or to a Skiterra Design account, and the Developer will test the site and configure it to that particular hosting environment. After this is completed, the Client’s Domain will be pointed to the new website.
Clients should continue, however, to monitor updates to the site and express their preferences or dislikes to the Developer.
Upon launch of the web site, an invoice will be sent to the Client for the remaining amount of the base rate. After this transaction is completed, the Client will be given full Administration Panel Access to the website’s back-end tools.
LATE FEES: In the event payment is delinquent, all discounts will be removed from the invoice, and a 10% per month late fee may be assessed PLUS the time it takes to pursue payment (billed at $125 per hour).
12. Limited Liability
Client agrees that any material submitted for publication will not contain anything leading to an abusive or unethical use of the Web Hosting Service, the Host Server or the Developer. Abusive and unethical materials and uses include, but are not limited to, pornography, obscenity, nudity, violations of privacy, computer viruses, harassment, any illegal activity, spamming , advocacy of an illegal activity, and any infringement of privacy.
The Client hereby agrees to indemnify and hold harmless the Developer from any claim resulting from the Client's publication of material or use of those materials.
It is also understood that the Developer will not publish information over the Internet which may be used by another party to harm another. The Developer will also not develop a pornography or warez web site for the Client. The Developer reserves the right to determine what is and is not pornography.
Client agrees that it shall defend, indemnify, save and hold the Developer harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney's fees associated with the Developer's development of the Client's web site. This includes Liabilities asserted against the Developer, it's subcontractors, it's agents, its clients, servants, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by the Client, its agents, employee or assigns.
Client also agrees to defend, indemnify and hold harmless the Developer against Liabilities arising out of any injury to person or property caused by any products or services sold or otherwise distributed over the Client's web site. This includes infringing on the proprietary rights of a third party, copyright infringement, and delivering any defective product or misinformation which is detrimental to another person, organization, or business.
14. Laws Affecting Electronic Commerce
The Client agrees that it is responsible for complying with the laws, taxes, and tariffs related to e-commerce, and will hold harmless, protect, and defend the Developer and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the client's use of Internet electronic commerce.
Client also understands that the Developer cannot provide legal advice.
15. Ownership of Web Pages and Graphics
Copyright to the finished assembled work of web pages produced by the Developer and graphics shall be vested with the Client upon final payment for the project. This ownership is to include, design, photos, graphics, source code, work-up files, text, and any program(s) specifically designed or purchased on behalf of the Client for completion of this project.
All materials developed under this contract and intended for publication to the web remain the property of Developer until such time as final payment for the work described herein has been tendered by Client. At this time, all materials become the property of Client and may be used by them, as desired.
16. Design Credit
Client agrees that the Developer may put a byline on the bottom of their index.html or main.html web page establishing design and development credit. Client also agrees that the web site created for the Client may be included in the Developer's portfolio.
The Developer, its employees and subcontractors agree that, except as directed by the Client, it will not at any time during or after the term of this Agreement disclose any Confidential Information to any person whatsoever. Likewise, the Client agrees that it will not convey any confidential information obtained about the Developer to another party.
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