Site Design Project Contract
The above-named Client (hereinafter referred to as "Client")
is engaging ECMS Web Services as an independent contractor
for the specific purpose of designing a World Wide Web
site, herein after referred to as "Web Design Project",
to be published on the Client's account on an Internet
Service Provider (ISP)/Web Presence Provider (WPP) computer,
herein after refer to as "Hosting Service",
or provided on diskette at the Client's option. The Client
hereby authorizes ECMS Web Services to access this account,
and authorizes the Hosting Service to provide ECMS Web
Services and its design staff with "full access"
to the Client's account, and any other programs needed
for this Web Design Project that are included as part
of the Client's service agreement/level. The Client also
authorizes ECMS Web Services to submit the completed Web
Design Project to major Web Search Engines.
This Web Design Project will be developed using Macromedia®
Dreamweaver, FLASH or another HTML editor of choice.
* Compatibility - Designing a web site to fully work in
multiple browsers (and browser versions) can require considerable,
extra effort. It could also involve creating multiple
versions of code/pages. ECMS Web Services represents and
warrants that the web site we design for you will work
o Microsoft® Internet Explorer versions 5 and up
o Netscape Navigator/Communicator version 4 and up
o Mozilla Firefox version 1.0 and up
ECMS Web Services will make reasonable efforts to design
a fully-functional web site, ECMS Web Services's warranty
does not cover AOL, text-based browsers or requested special
effects that we have advised you against.
* For People with Disabilities – ECMS Web Services'
standard is to meet at least half the currently recommended
guidelines for web site development. Without sacrificing
quality and design, we try to ensure that the content
and functions we build into our web sites are available
to all visitors.
Assignment of Web Design Project.
ECMS Web Services reserves the right, and you hereby agree,
to assign subcontractors to this Web Design Project to
insure that the terms of this agreement are met as well
as on-time completion.
Acceptance of Conditions:
The placing of an order will confirm acceptance of the
aforementioned conditions. Conditions stipulated on our
Order Form shall be regarded as void, if they are in conflict
with our conditions.
Copyrights and Trademarks.
The Client unconditionally guarantees that any elements
of text, graphics, photos, designs, trademarks, or other
artwork furnished to ECMS Web Services for inclusion in
the Web Design Project are owned by the Client, or that
the Client has permission from the rightful owner to use
each of these elements, and will hold harmless, protect,
indemnify and defend ECMS Web Services and its subcontractors
from any liability (including attorney's fees and court
costs), including any claim or suit, threatened or actual,
arising from the use of such elements furnished by the
Web Site Maintenance.
This agreement allows for minor web site maintenance to
pages for the lifetime of your web site at a fee charge.
Prices may vary according to the update package selected.
No update packages include replacing nearly all the text
from a page with new text, major page reconstruction,
new pages, guestbooks, discussion webs, navigation structure
changes, attempted updates by Client repairs or Web Design
Projects delivered to Client via diskette, U.S. mail and
e-mail. The period of update services begins on the date
the Client's web site is available to be published to
the Client's hosting service. Major page code and/or graphics
changes and additions will be charged at the $50.00 per
hour rate. (Notice: This rate is subject to change at
ECMS Web Services and the Client must work together to
complete the Web Design Project in a timely manner. We
agree to work expeditiously to complete the Web Design
Project no later than 30 days after Client has submitted
all necessary materials. If the Client does not supply
ECMS Web Services with complete text and graphics content
for this Web Design Project within 30 days of the effective
date of this agreement, the entire deposit amount of the
agreement shall be retained by ECMS Web Services as liquidated
damages and the contract shall become null and void, at
ECMS Web Services' option, unless the Web Design Project
is canceled in writing by the Client prior to 30 days
of the effective date of the agreement.
Cancellations and Refunds.
Any cancelled work will only be refunded if cancelled
before being posted on an active web site. Any refund
authorized, will be calculated using the terms below.
work cancelled by the client after being posted to an
active site may be considered for a partial refund at
the sole discretion of ECMS Web Services
design work has commenced, the initial deposit of 50%
is non-refundable. Notice of cancellation must be received
in writing, and ECMS Web Services will invoice the client
for any work completed for which compensation is not included
within the aforementioned 50% deposit. The client agrees
to accept responsibility for all work completed prior
to written notice of cancellation being received by ECMS
The final web site design project will be published to
the Client's hosting service upon receipt of final payment
or delivered via diskette upon the receipt of full payment.
The Client understands that ECMS Web Services does not
provide any hosting services in connection with this Web
Design Project. Hosting services require a separate contract
with the hosting service of the Client's choice. The Client
agrees to select a hosting service which allows ECMS Web
Services full access to the Client's account via FTP (File
Transfer Protocol). The Client will be solely responsible
for any and all hosting service charges.
o If the hosting service has FrontPage®98 extensions
installed and the extensions are not configured correctly
to support publishing/FrontPage®98 functionality,
ECMS Web Services will not be responsible for problems
arising from improperly installed FrontPage®98 Extensions.
o There is no charge to publish the site if the hosting
service does not have FrontPage®98 extensions installed
and ECMS Web Services must use an FTP.
Electronic Commerce Laws.
The Client agrees that the Client is solely responsible
for complying with any laws, taxes, and tariffs applicable
in any way to the Web Design Project or any other services
contemplated herein, and will hold harmless, protect,
and defend ECMS Web Services and its subcontractors from
any claim, suit, penalty, tax, fine, penalty, or tariff
arising from the Client's exercise of Internet electronic
commerce and/or any failure to comply with any such laws,
taxes, and tariffs.
Web Design Project Copyright.
Copyright to the finished web design site produced by
ECMS Web Services will be owned by ECMS Web Services.
The Client will be assigned rights to use the Web Design
Project as a web site, once final payment under this agreement
and any additional charges incurred have been paid. Rights
to photos, graphics, source code, work-up files, and computer
programs specifically are not transferred to the Client,
and remain the property of their respective owners. ECMS
Web Services and its subcontractors retain the right to
display graphics and other Web Design elements as examples
of their work in their respective portfolios. All Web
Design Projects will contain a copyright/legal statement
with a link to ECMS Web Services' Design Services Web
Payments must be made promptly based on the terms of this
Web Site Design Project. ECMS Web Services reserves the
right to remove any Web Design Project from viewing on
the Internet until final payment is made. All payments
are to be made within 30 days after completion and approval
of the Web Design Project by the Client. In case collection
proves necessary, the Client agrees to pay all fees (including
all attorney's fees and court costs) incurred by that
process. This agreement becomes effective by accepting
and commencement of a Website Design project, the Client
agrees that for purposes of venue, this agreement was
entered into San DiegoCounty, California, and any dispute
will be litigated or arbitrated in San Diego County, California
and the Client hereby consents to the personal jurisdiction
of the California State Courts. Furthermore, the Client
waives any right to or claim of sovereign immunity. Adding
of Meta Tags (Description and Keywords) and the submission
of the Web Design Project to Web search engines and updating
occur only after the full final payment is made. All payments
will be made in U.S. Dollars.
Payment for services provided hereby shall be made in
accordance with the conditions contained in this agreement
and the Package Price, Notwithstanding any prices listed
in literature or on Web pages, the Client and ECMS Web
Services agree that the services described in this contract,
and the Package Price, shall be completed for the amount
negotiated at the start of the Website Design Project.
The Client agrees to pay to ECMS Web Services an initial,
non-refundable deposit normally, 50% of the estimated
total cost upon execution of this agreement. Final payment
is due within 30 days prior to publication and/or delivery
of the Web Site Design Project. All amounts must be in
Notwithstanding anything to the contrary contained in
this contract, neither ECMS Web Services nor any of its
employees or agents, warrants that the functions contained
in the Web Design Project will be uninterrupted or error-free.
The entire risk as to the quality and performance of the
Web Design Project is with the Client. In no event will
ECMS Web Services be liable to the Client or any third
party for any damages, including, but not limited to,
service interruptions caused by Acts of God, the Hosting
Service or any other circumstances beyond our reasonable
control, any lost profits, lost savings or other incidental,
consequential, punitive, or special damages arising out
of the operation of or inability to operate this Web Design
Project, failure of any service provider, of any telecommunications
carrier, of the Internet backbone, of any Internet servers,
your or your site visitor's computer or Internet software,
even if ECMS Web Services has been advised of the possibility
of such damages.
This agreement constitutes the sole agreement between
ECMS Web Services and the Client regarding this Web Design
Project. Any additional work not specified in this agreement
or any other amendment or modification to this agreement
must be authorized by a written request signed by both
Client and ECMS Web Services. All prices specified will
be honored for 6 months upon commencement of the Website
Design Project. Continued services after that time will
require a new agreement.
hereby agrees to the terms, conditions and stipulations
of this agreement on behalf of his or her organization
Agreement constitutes the entire understanding of the