WEBSITE MAINTENANCE CONTRACT OF AGREEMENT

Transcription

1 WEBSITE MAINTENANCE CONTRACT OF AGREEMENT This Website Maintenance Agreement (the Agreement ) is made between Kingman Solutions, LLC (the Provider ) and the undersigned customer, clients assigned point of contact, or persons requesting any Website Maintenance (the Client ) for services in the connection with the scope of work described in the attachment hereto and made part hereof (the Project ). WHEREAS the Provider is engaged in the business of providing Website Maintenance services to individuals and companies; AND WHEREAS the Client desires to obtain the services of the Provider; AND WHEREAS the Provider and the Client desire to enter into this Agreement to provide for the terms and conditions and rights obligations of the Provider and the Client with respects to the Project. IN CONDIDERATION of the promises and other good and valuable consideration set forth, the parties agree as follows: Additional Agreements The Client and Provider may have additional signed agreements in place to provide other services, such as Graphic Design or Website Design, or other services, which may, supersede, or append this Agreement. This Agreement does not cancel or indemnify any other agreement between the Client and Provider. Services Provided Services include adding new pages, editing existing pages, installing and/or removing add-ons, plugins, or widgets, simple modifications to scripts, templates, applications and databases. ralph@kingmansolutions.com Page 1 of 13 www. kingmansolutions.com

2 Services Not Provided Unless previously agreed to in writing website maintenance does not include website redesign, custom images or artwork, custom script design. Excluded are hosting fees, ecommerce related services or fees, search engine optimization, social media management, credit card processing fee, shopping cart purchase/rental, SSL certificate costs, domain name registration and services provided by any third party. All excluded fees can be handled by the Provider at additional cost, billed to the Client, if agreed upon. Services and Fees Client please select level of service required [ ] Basic WordPress Maintenance plan includes: Updates to plugins Updates to theme Monitor website up-time Scan site for broken links and repair them 1/2 hour for additions or changes to existing pages (additional time billed at hourly rate) Cost: $75 per month [ ] Intermediate WordPress Maintenance plan includes: Updates to plugins Updates to theme WordPress site backup Monitor website up-time Scan site for broken links and repair them 1 hour for additions or changes to existing pages (additional time billed at hourly rate) Backlinking (100 high quality backlinks per month) will help in your search ranking Cost: $120 per month ralph@kingmansolutions.com Page 2 of 13 www. kingmansolutions.com

3 [ ] Advanced WordPress Maintenance plan includes: Updates to plugins Updates to theme WordPress site backup Monitor website up-time Scan site for broken links and repair them 1 hour for additions or changes to existing pages (additional time billed at hourly rate) Backlinking (100 high quality backlinks per month) will help in your search ranking Monitor your website for customer/user comments and respond appropriately Monitor your website for spam and handle appropriately Cost: $360 per month [ ] Domain Name Registration Initial registration of your domain for 1 year - $35.00 Renewal of domain registration for one year - $25.00 [ ] Accounts Creation and hosting of 5 accounts $135/yr. Creation and hosting of 10 accounts $195/yr. Creation and hosting of 11+ accounts Contact me for a quote support $25/month (or $15 month when packaged with any WordPress Maintenance plan) [ ] Basic WordPress Creation Package One hour consultation (any additional time is charged). 1 year domain registration Installation of WordPress and customized theme Your business logo placed as a header image Supplied by you or created by me at an additional cost ralph@kingmansolutions.com Page 3 of 13 www. kingmansolutions.com

4 Up to 7 Pages (Content to be supplied by you) Up to 7 Images uploaded and placed Creation of 5 accounts (5 additional accounts add $50) Contact Page with Captcha and Google Analytics install and set up (Google account needed) Social media links installed Built in SEO (Search engine optimization) set Up Installation and setup of 4 Plugins (additional plugins $25 each) 1 month Basic WordPress Maintenance Plan included ($75 savings) Cost $650 [ ] Advanced WordPress Creation Package One hour consultation (any additional time is charged) 1 year domain registration Installation of WordPress and customized theme Your business logo placed as a header image Supplied by you or created by me at an additional cost Up to 15 Pages (Content to be supplied by you) Up to 15 Images uploaded and placed Creation of 10 accounts (10 additional accounts add $150) Contact Page with Captcha and Google Analytics install and set up (Google account needed) Social media links installed Built in SEO (Search engine optimization) set Up Installation and setup of 10 Plugins (additional plugins $25 each) 3 months Basic WordPress Maintenance Plan included ($225 savings) Cost $1250 ralph@kingmansolutions.com Page 4 of 13 www. kingmansolutions.com

5 Client Responsibilities and Acknowledgements For the purposes of providing services, the Client agrees: The Client shall provide the Provider with access to the websites for creating new pages, and making changes for the purpose of providing Maintenance Services. The Client understands that some website change requests may require a change in hosting services which is not covered by this Agreement. The Client shall properly convey to the Provider the information that needs to be changed or added, via electronic mail ( ). The Provider has no control over the policies of search engines or directories with respect to the type of sites and/or content that they accept now or in the future. The Clients website may be excluded from any search engine or directory at any time at the sole discretion of the search engine or directory entity. Additional fees could be charged if the information provided has to be typed and exceeds the time allotted for each level of service agreement. Unused time provided in each level of website maintenance is not accumulative. Unused time does not transfer from month to month. The Provider is not responsible for rewriting sentences, restructuring paragraphs, or checking for typing errors, misspellings, etc. This is the Clients responsibility. The Provider is not responsible for changes made to Customer's web site(s) by other parties. The Provider is not responsible for third-party plugins, add-ons, or widgets that may become unusable as a result of maintenance services performed. ralph@kingmansolutions.com Page 5 of 13 www. kingmansolutions.com

6 Additional Services Additional services not listed herein will be provided for a fee of $60.00/hr., billed in 15 minute increments. The Provider is not responsible for developing new content or writing new copy for Customer. Customer will be charged an additional fee for writing content, based on the hourly rate of $60.00/hr., billed in 15 minute increments. Fee All prices are valid for six months after the signing date of this Agreement. Periodic prices increases may occur and shall not cancel this Agreement. Upon execution of this Agreement, the Client shall pay a deposit of three months payment of the level of service selected before any work on the Project commences. Each additional month of service, and any additional fees, will be invoiced to the Client monthly. In the event of any additional payment being due, as a result of additional requested changes, alterations or amendments, such payment shall be set forth as scheduled under the Services and Fees section listed on the Kingman Solutions website. The Provider shall provide the Client a written invoice for the initial deposit and final payments. Payment Payments shall be paid by way of credit card, debit card, bank transfer, or by any such other means as the parties hereto may agree. All invoices are due upon receipt. A 10% service fee will charged every 30 days, on all overdue balances, starting with 30 days from the date of the final invoice for this Project. The grant of any license or right of copyright or trademark to the client is conditioned on the receipt of full payment. Default in Payment The Client shall assume responsibility for cost outlays by Provider in all collections of unpaid fees and of legal fees necessitated by default in payment. Invoices in default will include but are not limited to fees for collections and legal costs. ralph@kingmansolutions.com Page 6 of 13 www. kingmansolutions.com

7 Delivery and Availability The Provider will use all reasonable efforts to address the Clients request for changes and/or updates to the agreed upon website, to be listed in the signature section of this Agreement. Client requests should be completed no later than 2 business days after receiving a request. The Provider shall notify the Client if additional time is required to complete any request. Completed requests will be acknowledged to the Clients point of contact via electronic mail ( ) to the address supplied by the Client and specified in the signature portion of this Agreement. The Provider shall make an effort to notify the Client, either posting on the Providers website or via to the Clients contact listed in the signature portion of this Agreement, for any extended absence such as vacations, serious illness, or hospitalization. Generally the Provider is available during the following days and hours, except where noted: Monday through Thursday, 9 am to 5 pm, Mountain Time and Friday 9 am to 1 pm. All US Holidays, and the following dates, birthday 28 April, Independence Day July, Thanksgiving November, Christmas December. Contact The Client agrees to assign one individual as the single point of contact for this Project. The Provider agrees to only communicate with the Clients assigned individual for the initial consultation, all feedback, revision requests, and additional requests. The Client agrees to provide the name, address and phone number of their assigned individual in the signature portion of this agreement. ralph@kingmansolutions.com Page 7 of 13 www. kingmansolutions.com

8 Confidentiality The parties agree to hold each other's Proprietary or Confidential Information in strict confidence. "Proprietary or Confidential Information" shall include, but is not limited to, written or oral contracts, trade secrets, know-how, business methods, business policies, memoranda, reports, records, computer retained information, notes, or financial information. Proprietary or Confidential Information shall not include any information which: (i) is or becomes generally known to the public by any means other than a breach of the obligations of the receiving party; (ii) was previously known to the receiving party or rightly received by the receiving party from a third party; (iii) is independently developed by the receiving party; or (iv) is subject to disclosure under court order or other lawful process. The parties agree not to make each other's Proprietary or Confidential Information available in any form to any third party or to use each other's Proprietary or Confidential Information for any purpose other than as specified in this Agreement. Each party's proprietary or confidential information shall remain the sole and exclusive property of that party. The parties agree that in the event of use or disclosure by the other party other than as specifically provided for in this Agreement, the non-disclosing party may be entitled to equitable relief. Notwithstanding termination or expiration of this Agreement, Client and Provider acknowledge and agree that their obligations of confidentiality with respect to Proprietary or Confidential Information shall continue in effect for a total period of three (3) years from the effective date. Original Work and Representations The Provider warrants and represents that, to the best of their knowledge, the work assigned hereunder and the work performed for the Client as all or any portion of the Project is original and has not been previously published, or that consent to use and assign same has been obtained on an unlimited basis; that all work or portions thereof obtained through the undersigned from third parties is original or, if previously published, that content to use and assign same has be obtained on an unlimited basis; that the Provider has full authority to make this agreement; and that the work prepared by the Provider does not contain any scandalous, libelous, or unlawful matter. This warranty does not extend to any uses that the Client or others make of the Provider s product that may infringe on the rights of others. Client ralph@kingmansolutions.com Page 8 of 13 www. kingmansolutions.com

9 expressly agrees that it will hold the Provider harmless for all liability caused by the Client s use of the Provider s product to the extent such use infringes on the rights of others. The Client guarantees any elements of text, graphics, photos, designs, trademarks, or other artwork provided to the Provider for inclusion on the Clients website are owned by the Client, or that the Client has received permission from the rightful owner(s) to use each of the elements, and will hold harmless, protect, and permission from the rightful owner(s) to use each of the elements, and will hold harmless, protect, and defend the Provider and its subcontractors from any liability or suit arising from the use of such elements. From time to time governments enact laws and levy taxes and tariffs affecting Internet electronic commerce. The Client agrees that the Client is solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend the Provider and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the Clients exercise of Internet electronic commerce. Terms of Use The Client agrees to give full credit for the website maintenance work and allow the Provider to post a link pointing back to The Client agrees to allow the Provider to use their website in its entirety, or portions of, along with portions, or entirety of the, Clients full name, business address, and website address, for promotional and testimonial purposes or other business related media. Copyrights and Trademarks It is the Client s responsibility to copyright or trademark the Project, or portions of the Project and has permission from the Provider to do so after the final payment has been processed. The Client agrees they have been made aware that not all designs are copyrightable or permitted a trademark. The Client is responsible for all actions, fees, and costs associated with copyrighting or trademarking the Project. The Client agrees they have been informed they should seek legal counsel to assist with the copyrighting and/or trademark procedures of the Project, and has ralph@kingmansolutions.com Page 9 of 13 www. kingmansolutions.com

10 been referred to review the processes at and respectively. Initial Consultation The Provider shall provide the Client, a free, one hour consultation to outline the scope of work for the Project via telephone or Skype, or other methods agreed upon by both parties. The Client agrees to pay for any additional consultation time outside of the, free one hour consultation at the Providers standard hourly rate of $60/hr., billed in 15 minute increments. The Provider and the Client agree this one hour, free consultation, may have occurred prior to the signing of this Agreement and any additional consultations may be billed by the Provider and payment due from the Client. Cancellation The Client has the right to cancel the Project at any time, providing a 30 day written notice and provided they account is in good standing (i.e., paid up to date). Accounts shall not be prorated and the Client shall forfeit the initial deposit. The Provider reserves the right to cancel this Agreement at any time, for any reason, without prior notification. The Provider agrees to provide written notification of cancellation, either by or writing sent to the Clients address on record. Disclaimer of All Other Warranties THE PROVIDER DOES NOT WARRANT THAT THE MAINTENANCE SERVICES WILL MEET THE CUSTOMER'S EXPECTATIONS OR REQUIREMENTS. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE IS WITH THE CLIENT. EXCEPT AS OTHERWISE SPECIFIED IN THIS AGREEMENT, THE PROVIDER PROVIDES ITS SERVICES "AS IS" AND WITHOUT WARRANTY OF ANY KIND. THE PARTIES AGREE THAT (A) THE LIMITED WARRANTIES SET FORTH IN THIS SECTION ARE THE SOLE AND EXCLUSIVE WARRANTIES PROVIDED BY EACH PARTY, AND (B) EACH PARTY DISCLAIMS ALL ralph@kingmansolutions.com Page 10 of 13 www. kingmansolutions.com

11 OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, RELATING TO THIS AGREEMENT, PERFORMANCE OR INABILITY TO PERFORM UNDER THIS AGREEMENT, THE CONTENT, AND EACH PARTY'S COMPUTING AND DISTRIBUTION SYSTEM. IF ANY PROVISION OF THIS AGREEMENT SHALL BE UNLAWFUL, VOID, OR FOR ANY REASON UNENFORCEABLE, THEN THAT PROVISION SHALL BE DEEMED SEVERABLE FROM THIS AGREEMENT AND SHALL NOT AFFECT THE VALIDITY AND ENFORCEABILITY OF ANY REMAINING PROVISIONS. Limited Liability IN NO EVENT SHALL THE PROVIDER BE LIABLE TO THE CLIENT FOR ANY INDIRECT, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE, LOST PROFITS, WHETHER OR NOT FORESEEABLE OR ALLEGED TO BE BASED ON BREACH OF WARRANTY, CONTRACT, NEGLIGENCE OR STRICT LIABILITY, ARISING UNDER THIS AGREEMENT, LOSS OF DATA, OR ANY PERFORMANCE UNDER THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN. THERE SHALL BE NO REFUNDS. THE PROVIDER MAKES NO WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH REGARD TO ANY THIRD PARTY PRODUCTS, THIRD PARTY CONTENT OR ANY SOFTWARE, EQUIPMENT, OR HARDWARE OBTAINED FROM THIRD PARTIES. Indemnification The Client agrees to defend, indemnify and hold Kingman Solutions, its officers, managers and employees harmless from any claim or demand (including attorneys' fees) made or incurred by any third party due to or arising out of the Clients breach of this Agreement and/or use of the Services ralph@kingmansolutions.com Page 11 of 13 www. kingmansolutions.com

12 Arbitration Any disputes in excess of the maximum limit for small-claims court arising out of this Agreement shall be submitted to binding arbitration before a mutually agreed-upon arbitrator pursuant to the rules of the American Arbitration Associations. The Arbitrator s award shall be final, and judgment may be entered in any court having jurisdiction thereof. Acceptance of Terms The signature of both parties shall evidence acceptance of these terms. This Agreement, together with any terms and conditions incorporated herein or referred to herein constitute the entire agreement between us relating to the subject matter hereof, and supersedes any prior understandings or agreements (whether oral or written) regarding the subject matter, and may not be amended or modified except in accordance with the policies outlined in the Modifications to the Agreement section of this Agreement. Modifications to the Agreement Modifications of the terms of this Agreement must be written and authorized by both parties, involving the implementation of a new version of the Agreement as a whole following standard procedures of documentation and approval. Relationship Between Parties Nothing in this Agreement shall be deemed to create any relationship of partners or joint ventures between the Client and the Provider, nor shall there be any or be deemed to be any employer/employee relationship. The Client shall not provide fringe benefits, health insurance, paid vacation, or any other employee benefit. ralph@kingmansolutions.com Page 12 of 13 www. kingmansolutions.com

13 Governing Law and Venue This Agreement shall be governing in accordance with the laws of the State of Arizona applicable therein. All actions, whether brought by the Client or by the Provider will be filed in Mohave County in the State of Arizona. Date of Contract: Purchase Order #: Invoice #: Client Signature: Print Clients Name: Print Clients Title: Print Clients Address: Print Clients Phone Number: Print Clients assigned Point of Contact: Print address of Clients Point of Contact: Phone number of Clients Point of Contact: Print URL of website for maintenance: Provider Signature: Print Name: Ralph L. Field Print Title: CEO Kingman Solutions, LLC Pasadena Avenue Kingman, AZ Page 13 of 13 www. kingmansolutions.com