TERMS AND CONDITIONS
EMG/eBiz Network clients are subject to the following terms and policies.
GENERAL AGREEMENT– This document defines the terms and conditions of our working relationship. All projects or services that EMG Productions, Inc. or eBiz Network (DESIGNER/DEVELOPER) may be contracted to produce or provide for (CLIENT) will be subject to the following:
PROPOSALS/ESTIMATES– For each project, CLIENT will receive a proposal/estimate/quote or retainer arrangement outlining the project specifications and proposed scope of services and support to be provided, with billing phases and/or payment terms. Each proposal/estimate/quote will contain a project budget, which will include fees for DESIGNER/DEVELOPER services and expenses. Retainer clients will be provided services based on requests/directives received from the CLIENT and hours are allocated as appropriate to requests/directives. Revisions, extensive alterations, or a switch in overall objectives or scope of work will affect the initial proposal/estimate, and hours allocated under a retainer arrangement.
Work will begin upon CLIENT approval and acceptance of a written proposal/estimate/quote and executed payment plan. Client approval (written, emailed, or oral) will constitute an agreement between us. Retainer clients may deliver directives verbally or electronically – with acceptance of services providing a clear indication of approval of retainer fund allocation for services rendered.
PAYMENT PLAN– CLIENT agrees to pay DESIGNER/DEVELOPER in accordance with the terms selected and specified during checkout. Network participation may be canceled by the client at any time provided all debts under any agreements are paid in full, but no monies are refundable for time that may be remaining.
We reserve the right to refuse delivery, live hosting, launch of work, or transfer of files until all balances are paid.
Proposals/estimates/quotes are valid for only 30 days from the date of presentation. Client requested changes to the original scope of proposal/estimate/quote will result in adjustments to price prior to completion of orders.
EXPENSES– Fees for outside professional services do not include outside purchases on behalf of CLIENTS. Expenses will be itemized and presented on separate invoice for approval and payment by client.
REVISIONS AND ALTERATIONS– New work requested by CLIENT and performed by DESIGNER/DEVELOPER after a proposal/estimate/quote has been approved is considered a revision or alteration to scope. If the job scope changes to an extent that substantially alters the specifications described in the original estimate, a proposal revision will be presented, and a revised additional fee agreed upon by both parties before further work proceeds. Alterations and other copy changes requested after layouts or mechanicals are completed are billed at standard hourly rates.
DEADLINES– Knowledge of CLIENT deadlines is essential to provide an accurate estimate. “Rush jobs” executed specifically due to CLIENT request, will result in an additional charge over and above proposal/estimate/quote in the amount of $175/hr. CLIENTS will be advised of these additional charges before they are incurred, and presented with the option to proceed.
APPROVAL OF RIGHTS AND USAGE– CLIENT is responsible for all trademark, service mark, copyright and patent infringement clearances, as well as for arranging, prior to publication, any necessary legal clearance of materials provided.
ERRORS AND OMISSIONS– It is the CLIENT’S responsibility to check proofs or website content carefully for accuracy in all respects, ranging from spelling to technical illustrations or content and verbiage. DESIGNER/DEVELOPER is not liable for errors or omissions.
OUTSIDE VENDOR PERFORMANCE– DESIGNER/DEVELOPER will take all reasonable precautions to safeguard the property CLIENTS entrust to us. In the absence of negligence on our part, we are not responsible for loss, destruction or damage or unauthorized use by others of such property.
If you select your own vendors, other than those recommended by us, you may request that we coordinate their work per project management fee. If at all possible, we will attempt to do so, but we cannot in anyway be held responsible for quality, price, performance or delivery.
LIEN– All materials or property belonging to, or provided by, the CLIENT may be retained as security until all just claims against the CLIENT are satisfied with any EMG or eBiz Network agreements.
RIGHTS OF OWNERSHIP– Once a website has been delivered by us and is fully paid for by CLIENT, DESIGNER/DEVELOPER may be requested to deliver site files for hosting on a different server. Ownership DOES NOT extend the right-of-resale of any/all concepts, templates, design elements, customized fonts and image work, custom software or code, used or not used for this project. Any premium plugins in use on the website under EMG developer license(s) will be included and continue to function, but the CLIENT must obtain and pay for license(s) for use on a non-EMG server or web host.
According to the Copyright Law of 1976, the rights to all code, software, design and artwork, including but not limited to photography and or illustration created by independent photographers or illustrators, retained by DESIGNER/DEVELOPER, or purchased from a stock agency or third party on CLIENT’S behalf, remain with the individual DESIGNER/DEVELOPER, programmer, artist, photographer or illustrator.
Unless a purchase of “All Rights” (A Buyout) is negotiated with DESIGNER/DEVELOPER and/or an authorized representative, you may not use, obtain copies of, or reproduce the code, software, design or the images therein for a purpose other than the one(s) originally stipulated, and you may not claim ownership of same. If you wish to use the design we have created, custom software we have coded, and/or the images within a project for another purpose or project, including a reprint or exhibition, or in the event of changes to company/corporate entity, you must produce an executed “All Rights” agreement and remit any additional fees owed to or negotiated by DESIGNER/DEVELOPER.
We reserve the right to photograph and/or distribute or publish for our firms promotional and marketing needs any work we create for you, including mock-ups and comprehensive presentations, as samples for our portfolio, firm newsletter, brochures, slide presentations and similar media.
TERM AND TERMINATION– The term of this agreement will continue until terminated by either of us upon thirty (30) days written notice. If you should direct us at any time to cancel, terminate or “put on hold” any previously authorized website, we will promptly do so, provided you hold us harmless for any cost incurred as a result.
Payment term shall be for 11 months, or until all monies owed are paid in full per flexible payment selections. At such time as all monies for original agreement are paid in full, a new services subscription must be purchased for ongoing network participation, maintenance, support and web hosting at a rate not less than $150 per month. CLIENT will be presented with subscription invoice 30 days prior to expiration of the one-year payment term. Adjustments to flexible options does not alter 11 month participation, maintenance, support and hosting provided unless the CLIENT opts to leave the network. No refunds are issued for time remaining if CLIENT elects to end network participation before expiration.
Upon termination of this agreement, DESIGNER/DEVELOPER will transfer to CLIENT all property and materials, website database and files in our control provided CLIENT has paid all monies owed DESIGNER/DEVELOPER under any and all EMG or eBiz Network agreements in full. CLIENT is free to host websites developed under this agreement on other web hosting servers. Website files will be provided and CLIENT will be responsible for transfer and installation on the new hosting server. Any premium plugins in use on the website under EMG developer license(s) will be included and continue to function, but the CLIENT must obtain and pay for license(s) as may be required.
CLIENT will indemnify and hold DESIGNER/DEVELOPER harmless for any loss or expense (including attorney ’s fees), and agree to defend DESIGNER/DEVELOPER in any actual suit, claim or action arising in any way from our working relationship. This includes, but is not limited to assertions made against CLIENT and any of its products and services arising from the publication of materials that we prepare and CLIENT approves before publication.
PRODUCTION SCHEDULES– Production schedules will be established and adhered to by both parties, provided that neither shall incur any liability, penalty or additional cost due to delays caused by a state of war, riot, civil disorder, fire, labor trouble or strike, accidents, energy failure, equipment breakdown, delays in shipment by suppliers or carriers, action of government or civil authority, and acts of God or other causes beyond the control of the Client or the DESIGNER/DEVELOPER. Where production schedules are not adhered to by the CLIENT, final delivery date or dates will be adjusted accordingly and without penalty or refunds.
ADDITIONAL PROVISIONS– The validity and enforceability of this agreement will be interpreted in accordance with the laws of the State of Missouri applicable to agreements entered into and performed in the State of Missouri. This agreement is our entire understanding and may not be modified in any respect except in an executed agreement that specifically negates specific terms in this agreement. Acceptance of proposal/estimate/quote, or payment for services to be provided indicates full understanding and acceptance of these terms and conditions by all CLIENTS and their authorized representatives.
If we must retain attorneys to collect our invoices, we will be entitled to reasonable attorney’s fees, court costs, and interest at the maximum rate permitted by law.
EMG Productions, Inc.
d/b/a eBiz Network | http://ebiz.website
Marble Hill, Missouri, USA