Front-wave Agreement 2013

8/12/2019 Front-wave Agreement 2013

1/8

Website Design Agreement 1

WEBSITE DESIGN AGREEMENT

This Website Design Agreement (the Agreement) is made and entered on

_________________________________, 2013 by and between

Company Name (referred to as Client in this agreement) and Ernest McDermon dba FrontWave Websites (referred to as Webmaster in this agreement) (Collectively referred to as the

Parties). Clients current website address, if any, is:

SEE APPENDIX B (DOMAIN NAMES) (the URL).

The Parties agree as follows:

1. SERVICES: Client shall engage Webmaster for the specific project of developing and/ormaintaining an Internet Website (the Site) to be installed on the clients web space, if any,located on its Server or an Internet Service Providers (ISPs) Web Server. Such services to bedescribed in greater detail below (the Services): [initial those services that will be included]

a)

Email/Phone Consultation. Webmaster will be responsive to clients questions by e-mail or phone.

b) Web Page Design. Webmaster will provide Client up to 5 web pages (e.g. home page,contact page, products page, etc.) (the Pages). Client shall supply the initial draft text(500 word maximum per page) for each page. Further specifications for the Pages arelisted in APPENDIX A attached hereto. Webmaster recommends that the graphicspackage be mobile friendly and use technologies like responsive design, HTML5,and touch-enabled.

c) Domain Name Registration/Reservation. Effective 1 January 2013, Front Wave willno longer be in the business of registering domains. Client is responsible for all domainname fees and registration costs. Webmaster can provide advice on domain nameconsiderations, and recommended registrars.

d) Links. Webmaster will provide Client up to 5 links to external pages. e) Custom Graphics. Webmaster will provide Client with the following graphics (the

Custom Graphics):


2/8


3/8


Depends on Website Selected - Line out option not offered.Included Web Hosting Services with Webmaster for 1 Year on Webmastersweb server. (1.5 GB storage, 2 GB data transfer monthly, 50 e-mail accounts.)Hosting renewal is $200.00 annually (or $20.00/month) for CY 2014.

Included Non-Profit Web Hosting Services with Webmaster for 1 Year onWebmasters web server. (1.2 GB storage, 2.0 GB data transfer monthly, 10 e-

mail accounts.) Hosting renewal is $185.00 annually for CY 2014.

3. COMPENSATION: For the Services contemplated in this Agreement, the Client will pay

WEBMASTER PROVIDES:

For the Services contemplated in this Agreement, the Client will pay Webmaster a

fee of $ . This fee does not include the production of any additional pages,additional photos, or additional graphics not described in Section 1 of thisAgreement.

$__N/A CUSTOM GRAPHICS Client may elect to have our Graphic Artistprepare three sample Home Page designs for a completely custom look for thewebsite. Once a design is selected, this will form the basis of the productionversion of the graphics template for included pages. Further customizations to agiven design, or additional sample Home Pages are available at artists rate of$65.00 per hour. (Provided by Mielke Graphic Design)

Included Contao CMS Webmaster will install and configure this powerful, but easyto learn Content Management System. This software will allow client to performroutine updates to the website. This includes 3 hours onsite/online training on thissystem. Additional labor charges will be required to setup / configure selectedmodules e.g. Employee Information. ($895.00 Retail Value)

CLIENT PROVIDES:

Ad copy, text, graphics and images (including appropriate licensed copyrightimages of musicians, albums etc.) to ensure that construction of the new websiteproceeds in a timely manner. Client will be reasonably accessible to Webmaster byphone and e-mail to answer questions etc. which may arise during the build outphase of the new website.

4. TIME OF COMPLETION: Webmaster will take all reasonable actions to complete

Initials

_____ _____Client Webmaster

Initials






4/8


the services by 21 - 30 days from receipt of signed agreement. However, Clientacknowledges that delays in Webmaster receiving materials from Client or a third party mayslow completion of the Services.

Completion of the Services means the earlier of: i) upon approval of the Site by Clientafter the Site has been uploaded to a temporary or permanent site on the Clients or the ISPs

host computer, or ii) 7 days after the site has been uploaded to a temporary or permanent siteon Clients or ISPs host computer for approval by Client if Client has not notifiedWebmaster of its approval or disapproval of the Site.

5. EXPENSES: Client agrees to reimburse Webmaster for all reasonable expenses authorizedin advanced by Client and incurred in connection with this Agreement including, but notlimited to, special graphics, special photography, special software, special fonts, etc.

6. INDEPENDENT CONTRACTOR. Webmaster is an independent contractor and notanemployee of the Client, and, unless otherwise stated in this Agreement, is not entitled to anyof the benefits normally provided to the employees of Client.

7. CONFIDENTIALITY: Webmaster acknowledges that he/she may have access to Clientsconfidential and proprietary information. Confidential Information means that informationclassified as a trade secret under the Georgia Trade Secrets Act of 1990. Such confidentialinformation may include, without limitation: i) business and financial information, ii)business methods and practices, iii) technologies and technological strategies, iv) marketingstrategies and v) other such information as Client may designate as confidential(Confidential Information).

Webmaster agrees to not disclose to any other person (unless required by law) or use forpersonal gain any Confidential Information at any time during or after the term of thisAgreement, unless Client grants express, written consent of such a disclosure. In addition,Webmaster will use his/her best efforts to prevent any such disclosure. ConfidentialInformation will not include information that is in the public domain, unless such informationfalls into the public domain through Webmasters unauthorized actions.

8. OWNERSHIP OF PREPARED MATERIALS: Webmaster is the owner of the PreparedMaterials. In consideration of the compensation paid by Client, Webmaster grants to Clientan irrevocable, perpetual, worldwide and non-exclusive license to use the Prepared Materialsin its advertising and marketing without any additional royalty or fee whatsoever. However,Client may not re-license, assign or otherwise permit any third party to use the PreparedMaterials without the written consent of Webmaster. The Prepared Materials do not,however, include any items or materials that pre-existed this Agreement (Pre-existingMaterials). Client acknowledges and agrees that Webmaster may include the Site, the Pages,Images or any of the other Prepared Materials in Webmasters portfolio.

9. CLIENT REPRESENTATIONS. Client represents and warrants that the text, graphics, andphotographs provided to Webmaster for the Site are owned or licensed by Client, and thatClient is authorized to use and display such items in the manner contemplated by thisAgreement. Client shall be solely responsible for the Site and materials on the Site and thevalidity of copyrights, trademarks and ownership claimed by Client. Client agrees to


5/8


indemnify and hold Webmaster harmless from and against any claim, loss, damage, expenseor liability (including attorney's fees and costs) that may result in whole or in part, from:i) any infringement or any claim of infringement, of any trademark, copyright, trade secret,or negligence arising from any of the text, graphics, and photographs provided by Client, ii)any claim by a third party regarding any services or products sold or otherwise distributed byClient, its employees or agents, or iii) any claim, suit, penalty, tax or tariff arising from

Clients use of the Internet or electronic commerce .

10. TERMINATION OF CONTRACT: In the event Client cancels or terminates thisAgreement before Completion of the Services, Webmaster shall be paid by Client on thebasis of the number of hours spent on the project multiplied by the Webmasters hourly ratefor all completed work, plus payment of any authorized expenses.

11. RETURN OF PROPERTY: Upon termination of the Services, Webmaster will promptlyreturn to Client all drawings, documents and other tangible manifestations of the ConfidentialInformation (and all copies and reproductions thereof). In addition, Webmaster will returnany other property belonging to Client including without limitation: computers, office

supplies, and documents.

12. CONTINUING OBLIGATIONS: Notwithstanding the termination of this Agreement forany reason, the provisions of Sections 7, 8 and 9 of this Agreement will continue in full forceand effect following such termination.

13. BINDING EFFECT: The covenants and conditions contained in the Agreement shallapply to and bind the Parties and the heirs, legal representatives, successors and permittedassigns of the Parties.

14.CUMULATIVE RIGHTS: The Parties rights under this Agreement are cumulative, andshall not be construed as exclusive of each other unless otherwise required by law.

15.WAIVER:The failure of either party to enforce any provisions of this Agreement shall notbe deemed a waiver or limitation of that partys right to subsequently enforce and compelstrict compliance with every provision of this Agreement.

16.SEVERABILITY: If any part or parts of this Agreement shall be held unenforceable for anyreason, the remainder of this Agreement shall continue in full force and effect. If anyprovision of this Agreement is deemed invalid or unenforceable by any court of competentjurisdiction, and if limiting such provision would make the provision valid, then suchprovision shall be deemed to be construed as so limited.

17. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between theParties and supersedes any prior understanding or representation of any kind preceding thedate of this Agreement. There are no other promises, conditions, understandings or otheragreements, whether oral or written, relating to the subject matter of this Agreement. ThisAgreement may be modified by hand in writing and must be signed by both Client andWebmaster. Hand written changes or additions to this Agreement should be initialed.


6/8


18. NOTICE: Any notice required or otherwise given pursuant to this Agreement shall be inwriting and mailed certified return receipt requested, postage prepaid, or delivered bycommercial delivery service, addressed as follows:

Client: Webmaster:

Either party may change such addresses from time to time by providing notice as set forthabove.

Front Wave Websites

3551 Spring Creek Circle SWSnellville, GA 30039

Ofc: 770-558-2973Cell: 770-354-8259

E-Mail:

[email protected]

Company Name

ContactAddressCity, State Zip

Phone: 770-945-5763Fax: 678-714-5835E-Mail:


7/8


19.GOVERNING LAW: This Agreement shall be governed by and construed in accordancewith the laws of the State of Georgia. Any disputes arising out of this Agreement shall beresolved in the magistrate, state or superior courts of the State of Georgia. The exclusivevenue for the resolution of any dispute shall be Gwinnett County, Georgia without regard tothe fact that no party hereto may be a resident of said county.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed the day andyear first written above.

CLIENT: WEBMASTER:

_______________________________ ______________________________

Signature Signature

_______________________________ ERNEST McDERMONName (please print) Name (please print)

_______________________________ OWNERTitle Title

TOTALS:

Reimbursed Expenses (previously discussed)

TERMS: 50% Up Front, balance on delivery.

MAKE CHECK PAYABLE TO "FRONT WAVE WEBSITES"


8/8

Client Initials: __________ Webmaster Initials: __________ 8

APPENDIX A

SPECIFICATIONS FOR PAGES

Front-wave Agreement 2013

Documents

Transcript of Front-wave Agreement 2013