Terms of Service

Scheduled Work Week 1:

 Layout Purchased, CMS Database Installed, Pages Layouts Created –Google and Social Media Accounts set up and connected Via Hootsuite(if applicable).  Client Provided Content to be added to site to “fill in” pages.  This marks REVISION PERIOD #1.  This revision is focused on the design of the site and we will focus on basic changes including color and layout.  Customization costs outside of the above signed agreement will be added to the final payment and is due prior to site going live.  This revision meeting may take place via phone or at a one on one meeting.

Scheduled Work Week 2:

Design changes are completed and text/image changes and tweaking applied.  This Marks REVISION PERIOD #2.  This revision will focus on text content and interior image changes.  This meeting is best one on one.  Customization costs outside of the above signed agreement will be added to the final payment and is due prior to site going live.   At this time, a 2 hour window should be set aside for training on editing your website and interacting with your social media and email marketing if applicable.  Please have a resource available for taking notes.   “Brush Up” classes are available at an additional cost in 2 hour blocks.  Once these requests are complete the final payment is due in order to make your website live for public viewing.  We request full access to all Hosting, Domain, FTP, Control Panel, as well as any social media access points we need in order to make the necessary changes and additions to your site.

 Terms to be initialed at time of contract:

Item 1: If content is not received by the agreed upon due date this may result in a significant delay in site development.

Item 2: If site development is not complete based on lack of client participation (lack of provision of content be it text, images, product content or correct login information) within 90 days of this contract, a fee equal to 10% of the original contracted amount will be applied to the final payment.

Item 3: Scheduled work weeks described here do not promise that all work/revisions will be complete within 2 weeks of this agreement- however we will focus on your site in 2 separate revision periods that typically- with all necessary provided content- can be complete within the timelines that are agreed upon at time of purchase.

Item 4: Content should be provided electronically.  Additional fees will be applied for re-typing of content including dictation, handwritten content, scanned content, and physical brochures.

Item 5: Text and Image content cannot be taken from other websites/Google/Social Media and provided to JC Sweet & Co. as original content.  In such a case the CLIENT is responsible for all content on this site as well as any fees or fines incurred as a result.  It is the recommendation of JC Sweet & Co. to purchase photographs from professional stock photography sites in the case that photographs cannot be taken by the client.  If necessary, Content Writing and Photography services can be purchased.  Pricing will be estimated, billed and due prior to going live.

Item 6: Changes made to content already submitted by the representative may result in additional charges billable at a minimum rate of $50/hour.

Item 7: The client understands that any domain registration, hosting or email service arrangements require additional agreements with a registration or hosting service.  The client agrees to select a service that allows JC Sweet & Co. full access to account areas that are required to create or manage your site.

Item 8: The client understands that once the website is completed and installed to the clients web space the client takes on the responsibility of maintaining all aspects the site, such as text, images, video and sound files.  JC Sweet & Co. will provide basic training regarding the Content Management System (CMS) which will assist the client in maintaining the site.  JC Sweet & Co. will make changes to the site per the clients request which will be billed at an agreed upon rate based on the work to be completed either hourly, monthly, or per project.

JC Sweet & Co. Service Agreement Terms and Conditions

AGREEMENT made by and between JC Sweet & Co. having its principal place of business at 1207 Saratoga Road, (the “COMPANY” or ‘Provider’), and (the “CLIENT”). In consideration of the mutual covenants contained below, and other good and valuable consideration, the COMPANY and the CLIENT agree as follows:

  1.  Terms: This Agreement shall continue in full force and effect from and after the date upon which this Agreement has been executed until terminated by either party under the provisions of Article “7” herein below, or until such time as the COMPANY delivers its Final Work Product to the CLIENT, whichever first occurs.
  2.  Work: COMPANY will provide to the CLIENT the services specified in Agreement attached.  The final published site (“Final Work Product” or “Web Site” or “SEO Services”) shall include, without limitation, all graphics, text/writings and/or customized web site database(s) as the case may be, as well as associated media and printed materials where applicable, and may also include “on-line” or electronic documentation such as online Help features as specified.  The rate(s) for the COMPANY’S professional and technical services (likewise set forth on the annexed agreement) shall be firm and non-negotiable.
  3.  Covenants of the CLIENT: The CLIENT will permit a link to the COMPANY’S web site to appear unobtrusively at the bottom of the home page (index page) of the CLIENT’S Web Site.
    •  Receipt of Content:
      The CLIENT will deliver to the COMPANY any and all “content,” unless otherwise specified, which includes text (in Microsoft Word Format), images, documents and/or all other materials which the said CLIENT desires to be incorporated into those pages (8.5” x 11” in size) which shall collectively make-up the CLIENT’S proposed Web Site. Content shall be provided via electronic format (i.e. floppy disk, CD-ROM, e-mail transmission).
      The CLIENT will deliver any and all content to the COMPANY within 60 days from the date upon which this Agreement has been executed.  The CLIENT understands and agrees that if all content is not received within 90 days, that, upon commencement of the project, the agreed upon aggregate professional service fee will be subject to be re-quoted at the then current rates, not to exceed an increase of greater than 5% of the original project estimate.
    • Review Periods and Revisions:
      From time to time throughout the development process The COMPANY will provide the CLIENT with opportunities (herein called “review periods”) to review versions of the Final Work Product, and to submit corrections and/or change requests (herein called “revisions”).  The CLIENT will submit revisions within the agreed upon review periods which are at present 5 (five) business days for concept/design review periods and 10 (ten) business days for review period of “beta” version of the Final Work Product. Following the 10 (ten) business day review period for the “beta” version, if no revisions have been received, the COMPANY will assume there are no revisions required by the CLIENT and may elect to deliver the “beta” as the   Final Work Product..  The COMPANY reserves the right to consider any revisions requested by the CLIENT after the review period has ended as additions to the project, which may be subject to billing at the then current rates.
      The CLIENT further warrants and represents that the CLIENT has heretofore obtained the requisite corporate authority and approval to enter into and perform under this Agreement; that the CLIENT’S contemplated performance hereunder shall in no way violate any other agreement or contractual undertaking to which the said CLIENT is presently bound.
  4. Covenants of the COMPANY: The COMPANY covenants as follows:  If the CLIENT is not in default of its payment obligations to the COMPANY, the COMPANY shall supply the CLIENT with those professional and technical services described at the annexed Proposal in the regular course of its business.
  5. Payment: At the time that this Agreement is executed, CLIENT must tender to the COMPANY a money deposit equivalent to the initial analysis and onsite optimization fee by and between the parties as described and set forth at the annexed Proposal. The monthly cost for link building will be automatically charged to the Clients credit card each month thereafter. For all web development and design work performed by the Company, a deposit equal to fifty percent (50%) of the total due must be paid upon signing of this agreement with the remaining balance due at “beta.” Any balance due (any difference between the minimum aggregate professional service fee agreed to, and the fees for actual work performed) is due and payable from the CLIENT to the COMPANY upon delivery of the Final Work Product.
  6. Intellectual Property Rights: All intellectual property rights relating to the WEB DEVELOPER’S Final Work Product and to this Agreement, including all text, graphics, pages, and other objects created within the proposed Web Site, as well as any and all trademarks, copyrights, patents, mask works, trade secrets and other intellectual property rights (hereinafter collectively referred to as the “Intellectual Property”), are and shall remain the exclusive property of the COMPANY – until such time as the aggregate professional service fee is paid, in full, at which time the subject property ownership interest(s) in and to the said Intellectual Property shall be summarily transferred to and forever vest solely in the CLIENT. See also Article “5” of this Agreement above.
  7. Confidential Information: The parties understand and agree, jointly and severally, that none of the information, ideas or suggestions provided by the CLIENT to the COMPANY by reason of this Agreement and the attendant relationship created by and between the parties hereunder, shall be of a confidential or proprietary nature, regardless of how designated, unless either party is otherwise bound by a formal Confidentiality Agreement.
  8. Termination: Either party may terminate this Agreement upon ten (10) days prior written notice, or such longer notice as may be required by applicable law, by the Non-Defaulting or Terminating Party to the Defaulting Party at any time after the occurrence of any of the following events (provided, however, that the Defaulting Party shall have five (5) days from the date of such notice to cure any such default):
    1. The Defaulting Party’s breach of, or failure to comply with, any specified term(s) or provision(s) of this Agreement; or
    2. Specifically with respect to the CLIENT, the said CLIENT’S failure to pay the COMPANY any sums due pursuant to the express terms of this Agreement.
  9. Hold Harmless: The CLIENT shall, at its sole expense, indemnify, and hold harmless the COMPANY, and its members, employees, agents, representatives, and successors, from and against all business and pecuniary losses imposed upon, incurred by, or otherwise asserted against the said COMPANY (inclusive of reasonable expenses, attorneys’ fees, court costs and other expenses of investigation, litigation and settlement of any such claim) and arising from, relating to, or connected with the CLIENT’S alleged inability to properly utilize the Web Site, free of interruption, in the manner for which it was designed and intended, unless such alleged inability is specifically caused by the COMPANY’S own negligence or willful misconduct.
  10. Attorney Review: Each party has had independent legal advice or the opportunity to seek it before executing this Agreement, understands the rights and obligations imposed upon and inuring to the benefit of each of them arising hereunder, and executes this Agreement voluntarily.  The parties shall bear their respective legal costs for the preparation and execution of this Agreement.
  11. Assignment: This parties’ arrangement is personal and rights hereunder are not assignable by the COMPANY or by the CLIENT, as the case may be, nor are the obligations imposed on the COMPANY and/or the CLIENT delegable, without the prior written consent of the other party hereto.

Billing and Payments

All invoices are due upon presentation and must be paid by ACH Withdrawal, check, money order, credit card or PayPal.  Initial payment is a non-refundable deposit and must be made before work starts. Any additional non-prepaid maintenance time charged will be billed weekly.

Recurring plans will be due monthly on the 1st or 15th of the month based on the initial start date.  No discount is offered for early payment.  Customers with a credit card on file or that have signed the ACH Agreement below agree to have invoices paid via that credit card or account, unless otherwise agreed upon in advance.  Please notify us as soon as possible in the event that the card on file is replaced or the account information on file is no longer valid.  Any failed payment will result in a fee in the amount of $10 or 10% of the total payment due, whichever it greater.  Provider’ reserves the right to remove Web pages from viewing on the Internet and discontinue any remaining work until payment is made.

Late Fees

Delinquent bills will be assessed a $15 or 5% of the total amount due, whichever is greater, fee if payment is not received within 10 days of the due date. If an amount remains delinquent 30 days after its due date an additional late fee of $15 or 5% of the total amount due, whichever is greater, will be added for each month of delinquency. ‘Provider’ reserves the right to remove Web pages from viewing on the Internet and discontinue any remaining work until payment is made.

Collection

In case collection proves necessary; the ‘Client’ agrees to pay all fees incurred by that process. This agreement becomes effective only when signed by ‘Provider’. Regardless of the place of signing of this agreement, the ‘Client’ agrees that for purposes of venue, this agreement was entered into in Ballston Spa, NY.

Returned Check

If a check is returned by the ‘Client’ bank for any reason, the ‘Client’ agrees to pay a returned check fee of $30 plus any bank charges incurred in addition to the amount of the check. Additional legal, collection and late fees or charges may apply.

Account Access

Hosting, Social Media, Email Marketing Access & Credits

‘Client’ agrees to provide ‘Provider’ full ftp and secure access to hosting server. ‘Client’ understands that website changes may require a change in hosting services which is not covered by this agreement. ‘Client’ Agrees to grant full access to any social media accounts as well as email marketing programs being used at the time of service.  If account logins are changed at any time the ‘Client’ agrees to notify the ‘Provider’ at the point of changeover.  Any loss in time due to lack of access may result in time allocated to reset access, rather than completing requested works.  ‘Client’ agrees to include a ‘Provider’ designed link website footer crediting ‘Provider’ with services rendered.

Assignment of Work

‘Provider’ reserves the right to assign subcontractors to this project to insure the right fit for the job as well as on-time completion. ‘Client’ agrees to not contract with or hire either directly or indirectly any employee or subcontractor of ‘Provider’ without providers written approval.

Indemnification

‘Client’ agrees that it shall defend, indemnify, save and hold ‘Provider’ harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees, (“Liabilities”) asserted against ‘Provider’, 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 ‘Client’, its agents, employee or assigns. ‘Client’ agrees to defend, indemnify and hold harmless ‘Provider’ against Liabilities arising out of any injury to person or property caused by any products or services sold or otherwise distributed in connection with “Provider’s” service, any material supplied by ‘Client’ infringing on the proprietary rights of a third party, copyright infringement, and any defective product which ‘Client’ has sold in the Web Design.

Limited Liability

‘Provider’ does not warrant that the ‘Client’ website will meet the ‘Client’ requirements or that the operation of the website will be uninterrupted or error-free. The entire risk as to the quality and performance of the website is with ‘Client’. In no event will ‘Provider’ be liable to the ‘Client’ or any third party for any damages, including any lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate this website, even if ‘Provider’ has been advised of the possibility of such damages. In any event liability shall be limited to amount paid for service.

 Sole Agreement

This agreement constitutes the sole agreement between ‘Provider’ and ‘Client’. Any additional work not specified in this agreement must be authorized by a written change order. All prices specified in this agreement will be honored for six (6) months after both parties sign this agreement. Continued services after that time will require a new agreement.

Jurisdiction

This agreement shall be governed and construed in accordance with the laws of the State of Washington.

The parties agree that if any part, term, or provision of this Agreement shall be found illegal or in conflict with any valid controlling law, the validity of the remaining provisions shall not be affected thereby.

Laws Affecting Electronic Commerce

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 JC Sweet & Co. and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the client’s exercise of Internet electronic commerce.

Disputes

If a dispute arises under this agreement, ‘Provider’ and ‘Client’ agree to first try to resolve it with the help of a mutually agreed-upon mediator in the following location: Saratoga County, NY. Any costs and fees other than attorney fees associated with the mediation will be shared equally.  If it proves impossible to arrive at a mutually satisfactory solution through mediation, ‘Provider’ and ‘Client’ agree to submit the dispute to binding arbitration at the following location: Saratoga County, NY under the rules of the American Arbitration Association.  Judgment upon the award rendered by the arbitration may be entered in any court with jurisdiction to do so.