last edited: 14 February 2023

WHEREAS, Vendor is in the business of providing web design, web development, branding, and marketing-related services to its clients;

WHEREAS, Client desires to retain Vendor’s services per the statements of work

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the parties, the parties agree as follows:

Acceptance

It is not necessary for the Client to have signed an acceptance of these terms and conditions for them to apply. If Client accepts a quote or proposal then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full. Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.

Price and Payment Terms

Client agrees to pay Vendor the amount(s) set for in the statement of work. Reimbursable items (e.g. stock imagery, website plugins, etc) will be pre-approved by Client and will be due upon receipt of invoice. Vendor is entitled to all costs and attorney fees incurred in collecting payment under this Agreement.

Client understands that Vendor is a small business, and needs to ensure that work is carried out at the scheduled time to remain efficient. On occasions Vendor might have to reject offers for other work and enquiries to ensure that the Clients work is completed at the time arranged.

Client agrees to provide all the required information in advance, and agrees that on any occasion where progress cannot be made with the Client’s website because the Client has not given the required information in the agreed timeframe, and the project is delayed as a result, the Vendor reserves the right to impose a surcharge of up to 25% of the Charges.

If the Client agrees to provide us with the required information and subsequently fails to do within one week of project commencement Vendor reserves the right to close the project and the balance remaining becomes payable immediately.

Mutual Indemnification

The Parties shall defend, indemnify, and hold the other Party, its subsidiaries or affiliates, and it’s or their shareholders, directors, officers, employees or agents (collectively, the “Indemnified Parties”) harmless for any claim made or suit or proceeding brought against a Party (including, but not limited to, claims that the one of the Parties infringed intellectual property rights of another), including payment of any and all losses, judgments, awards, and costs (including reasonable legal fees and expenses), arising out of or related to any claim based upon the other Party’s wrongful acts or omissions in connection with these terms and conditions and statement of work.

Changes

The Client shall be responsible for making additional payments for changes requested by the Client to the original assignment and agreed to in writing by Client and Vendor. However, no additional payment shall be made for changes required to conform to the original assignment description. All changes to scope and price must be agreed upon in writing between the Client and Vendor prior to execution of changes and additional costs being charged to the Client.