Strategic Online Solutions Terms & Conditions
Updated 4/21/2012
1. PAYMENT. Projects require a fifty percent 50%, non-refundable, deposit before work is begun, unless other terms have been arranged. Client agrees to pay balance in full upon notification of site completion. Payments not received within 30 days of due date will be assessed interest charges on any overdue balance at the maximum rate allowable by law, currently 18% annual percentage rate (1.5% per month). In the event of account delinquency, client is responsible for all collection costs, including attorney’s fees and court filing fees, which may be incurred as a result of collection efforts. There is a forty-dollar ($40) service charge on all returned checks to be paid in cash or by certified funds.
2. PAYMENT OPTIONS. Personal or business checks are accepted for payment. AMEX, Discover, MasterCard and VISA credit cards are accepted through PayPal.
3. PROJECT TIMELINES AND DORMANCY. Project timelines will be provided once your executed agreement and any required deposits have been received. Timelines are contingent on Client’s responses and approval of concepts, edits, and information needed from Client to complete the project. Strategic Online Solutions cannot be held responsible for delays caused by non-responsive clients. Furthermore, should the project lay dormant for more than 60 calendar days due to Client delay, Client will be billed for the remaining balance of the project which will be due upon receipt. Once the project has been placed in dormant status, a $100.00 reactivation fee will be required to reactivate the project. Once a project is reactivated a new timeline will be provided.
4. PROJECT COMPLETION. Average web design/renovation projects of the type outlined in this Agreement typically require a minimum of two to six weeks for completion. Client understands that unforeseen obstacles, technical difficulties beyond SOS’s control or any lack of preparedness, follow-through, or miscommunication on the part of Client may increase the time needed for project completion. By the same token, Client’s preparedness and timely responses to questions, requests and communications from SOS may help reduce the time required for project completion.
5. ADDITIONAL WORK/CHANGE ORDERS/SITE MAINTENANCE. New work requested by the Client and performed by SOS after the quoted proposal has been approved, is considered a Change Order, and will be billed accordingly. If the job changes to an extent that substantially alters the specifications described in the original quoted proposal, a revision memo will be submitted to Client, and a revised additional fee must be agreed to by both parties before any further work proceeds. Alterations and other changes requested after project completion are billed at standard hourly rate.
6. MATERIALS, INFORMATION, COPY. Client will provide all content, outlines, photos, product images, etc., necessary for the project. Source material must be clear and legible. Client is responsible for furnishing all pertinent information, and for furnishing accurate, truthful and complete information necessary for SOS to perform or complete the contracted service or project. Client agrees to exercise due diligence in any direction to SOS regarding preparation of materials, and must be able to substantiate all claims and representations. Client is responsible for all trademark, service mark, copyright and patent infringement clearances. Client is also responsible for arranging, prior to service, any necessary legal clearance, including photo releases, of materials used.
7. WEBSITE OWNERSHIP. Once final payment has been made, ownership of site will belong solely to client with the exception of licensed work detailed in paragraph 12. SOS reserves the right to use site in marketing materials, case studies, social media, and promotions as examples of SOSs work. Should Client wish to restrict use of site, or portions thereof, written requests must be presented to Paula Hill.
8. ACCURACY. Client agrees that the accuracy of information supplied to SOS is the sole responsibility of Client, and that SOS is not responsible and shall not be held liable for the results of services performed on the basis of inaccurate, incomplete or untruthful information furnished by Client. Client assumes full responsibility for acceptance of work or services performed and agreed upon, as well as final proofing for accuracy. SOS will not be held liable for typographical omissions or errors.
9. CORRECTIONS. Corrections (specifically typos) will be made at no charge if they are brought to SOS’s attention within 14 (fourteen) days after project completion and acceptance. Corrections are not to be construed as changes.
10. CREATIVE DEVELOPMENT. SOS warrants and represents that, to the best of our knowledge, the creative work developed is original and has not been previously published, or that consent to use has been obtained in writing on an unlimited basis. Client expressly agrees that it will indemnify and hold SOS harmless for all liability caused by the Client’s use of creative products designed by Paula Hill d/b/a Strategic Online Solutions, or its strategic partners, to the extent of such use infringes on the rights of others.
11. COPYRIGHTS & TRADEMARKS. Client warrants that all photos/artwork/intellectual property submitted to be used by SOS is (a) owned by you, or (b) you have the authorization to use it without violating any copyright, trademark, or any other intellectual property laws. Client is solely liable for any legal action that should arise from artwork submitted by Client. Client expressly agrees that it will indemnify and hold SOS, its owners, and strategic partners, harmless for all liability caused by the Client’s use of photos/artwork/intellectual property to the extent of such use infringes on the rights of others. Furthermore, SOS assumes the Client has the legal right to use and reproduce all content (verbiage, photography and images) provided for the project. It is the Client’s responsibility to conduct a copyright or federal trademark registration search and if desired, register any logos provided by SOS as a company Trademark. Please note that not all original logos can be trademarked, but this does not preclude using the mark as a logo. It is the Client’s responsibility to contact the U.S. Patent and Trademark office or employ other methods to ensure legal compliance with intellectual property laws. Should you have any concerns about your creative materials, please consult an attorney who specializes in intellectual property. If you require a referral to an intellectual property attorney, please let us know.
12. LICENSE. Client is granted license for personal or business use only of work produced by SOS. Work products and designs may not be altered, resold or marketed for resale unless a sale of full rights is negotiated or express permission is granted in writing by SOS. License is granted only with full compliance of all terms of this Agreement. Non-payment, incomplete or late payment, or any other breach of any part of this Agreement will result in immediate revocation of all licenses and permissions.
13. INDEMNIFICATION/RELEASE OF LIABILITY. Client shall indemnify, defend and save SOS harmless from any and all suits, costs, damages or proceedings, including, but not limited to, SOS’s services, pertaining to any and all litigation in which SOS is a party. Client shall pay all expenses incurred by SOS in defense of such claims, including, but not limited to, all attorneys’ fees, court costs, expenses, lost income, and expenses incurred, should SOS be named a party in any litigation to which Client is a party. SOS will not be held liable for any incidental, consequential or indirect damages, including without limitation damages for loss of profits, business interruption, loss of information, plagiarism.
14. APPLICABLE LAW; VENUE. This Agreement shall be governed by and construed according to the laws of the State of Texas, and shall not be construed against the drafter. The parties agree that any suit or action relating to this Agreement shall be instituted and commenced exclusively in Tarrant County, Texas, and the parties hereby waive the right to change such venue and hereby consent to the jurisdiction of such courts.