Terms And Conditions
Our goal is to provide a high quality service to the client, one way is to make clear our understandings with each other. These are the terms of our agreement together:
1. Authorisation. The client is engaging Empirisoft, a sole proprietor, located at 127 Abbot Street, Cairns 4870, Australia, as an independent contractor for the specific project of developing and/or improving a World Wide website to be installed on the client's web space on a web hosting service's computer. The client hereby authorizes Empirisoft to access this account, and authorizes the web hosting service to provide Empirisoft with "write permission" for the client's webpage directory, cgi-bin directory, and any other directories or programs which need to be accessed for this project. It will remain the responsibility of the client to provide Empirisoft staff with any access information relating to the development of the website. In the case of lost access details (eg: passwords, usernames) Empirisoft Staff can help regain these details with the cost bared buy the client. The client also authorizes Empirisoft to publicize their completed website to Web search engines, as well as other Web directories and indexes.
2. Standard Website Package Elements. Empirisoft includes the following elements in their Standard Website Packages:
• E-mail/phone consultation - Up to 1.5 hours total general initial consultation and design conference. Additional education and consultation is at our hourly rate.
• Custom Designed Website. Includes masthead graphic or logo, page headings, section titles, colourful lines, background image and bullets as required.
• Text must be supplied electronically by the client (400 words per page approximate maximum. Web pages of more than 1,200 words of text may be subject to additional fees, especially if they require a great deal of formatting.) Additional charges will apply for typing/data entry.
• Photos and other misc. graphic images must be supplied electronically by the client. Up to an average of 4 included per page in standard websites, in addition to top-of-page graphic. Visual enhancement work performed where necessary. Additional charges will apply for image scanning.
• Feedback form with up to 15 fields which must be confirmed before commencing build of site.
• Installation of web pages on to the clients designated server.
3. Standard Website Packages only. The content of the web pages will be supplied by the client. In case the client desires additional standard web pages beyond the original number of pages specified above, the client agrees to pay Empirisoft an additional fee for each additional webpage. Graphics or photos beyond the allowed average of 4 per webpage shall be billed at the hourly rate. Where custom graphic work (beyond the scope of the "Custom Designed Website" detailed above) is requested, it will be billed at the hourly rate.
4. Maintenance and Hourly Rate. If the client or an agent other than Empirisoft attempts updating the client's pages, time to repair web pages will be assessed at the hourly rate.
Any changes made to the site by 3rd parties cannot be guaranteed to remain intact/working if Empirisoft is not notified in writing. Upon notification we will update our local repository, it is best to notify Empirisoft once all changes have been made. If requests are made more than once a month to update the code repository then the client will be charged a fee for this service.
Changes requested by the client will be billed at an hourly rate. This shall also govern additional work authorized beyond the maximums specified above for such services as general Internet orientation education, marketing consulting, webpage design, editing, modifying product pages and databases in an online store, and art, photo, graphics services, and helping clients learn how to use their own webpage editor.
5. Changes to Submitted Text. Please send us your final text. Time required to make substantive changes to client-submitted text after the web pages have been constructed will be additional, billed at the hourly rate.
6. Web Hosting. The client understands that any web hosting services require a separate contract with a web hosting service. The client agrees to select a web hosting service which allows Empirisoft full access to the website and via FTP. The client further understands that if the web hosting service's operating system is not a windows based system, developed software may not work, and providing a substitute may incur additional charges.
7. Payment of Fees. Fees to Empirisoft are due and payable on the following schedule: 30% upon signing this contract, and before commencement of web site design process. 30% commencement claimed prior to software development. 30% once the website is finalised and has been constructed according to the client's original written specifications. The final 10% are due once the website has been made live. The completed site will not be published until full payment is received. If the total amount of this contract is less than $600, the total amount shall be paid upon signing this contract. In case the client has not secured Web space on a web hosting service by the time the web pages are completed, the web pages may be delivered to the client on compact disk or attached to an e-mail message. All payments will be made in Australian Dollars.
8. Assignment of Project. Empirisoft reserves the right to assign subcontractors to this project to insure the right fit for the job as well as on-time completion.
9. Legal. Empirisoft does not warrant that the functions contained in these web pages or the Internet website will be uninterrupted or error-free. The entire risk as to the quality and performance of the web pages and website is with the client. In no event will Empirisoft 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 these web pages or website, even if Empirisoft has been advised of the possibility of such damages. If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.
10. Copyrights and Trademarks. The client represents to Empirisoft and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Empirisoft for inclusion in web pages 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, and defend Empirisoft and its subcontractors from any claim or suit arising from the use of such elements furnished by the client.
11. Copyright to Web pages. Copyright to the finished assembled work of web pages produced by Empirisoft is owned by Empirisoft. Upon final payment of this contract, the client is assigned rights to use as a website the design, graphics, and text contained in the finished assembled website. Rights to photos, graphics, source code, work-up files, and software programs are specifically not transferred to the client, and remain the property of their respective owners. Empirisoft and its subcontractors retain the right to display graphics and other web design elements as examples of their work in their respective portfolios.
12. Software Licensing.
The client agrees to abide by the library's licensing agreements that are shipped with the site. Some library's require a continuing payment for use, if you are to move the site to another hosting server you may not be entitled to use these library's on those servers. Library's developed by Empirisoft may also contain conditions that restrict copying onto non-maintained servers. If a request is made to supply a copy of the site to the client on a physical medium, we can only supply files that pertain to the immediate client site. This will include all design artwork and any other audio and visual media developed for direct use on the client site. Empirisoft reserves the right to restrict reproduction and access rights to our internal code library / files. In order to use our code files independently, written permission must be obtained from Empirisoft.
13. Payment of fees. In order for Empirisoft to remain in business, payments must be made promptly. Delinquent bills will be assessed a $15 charge 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 5% penalty will be added for each month of delinquency. Empirisoft reserves the right to remove web pages from viewing on the Internet until final payment is made. In case collection proves necessary, the client agrees to pay all fees incurred by that process. This agreement becomes effective only when signed by Empirisoft. Regardless of the place of signing of this agreement, the client agrees that for purposes of venue, this contract was entered into in Cairns, Queensland, Australia, and any dispute will be litigated or arbitrated in Cairns, Queensland, Australia. Please pay on time.
14. Sole Agreement. The agreement contained in the"Website Design Contract" constitutes the sole agreement between Empirisoft and the client regarding the website. Any additional work not specified in the contract must be authorized by a written change order. All prices specified in the contract will be honored for six (6) months after both parties sign this contract. Continued services after that time will require a new agreement.
15. Privacy. By signing the contract the client and Empirisoft agree not to publicly disclose any information or business dealings exchanged through meetings and any other communications written or verbal.
16. Initial Payment and Refund Policy. If the client halts work and applies by registered letter for a refund within 30 days, to the Director of Empirisoft, 127 Abbott Street, Cairns 4870, Queensland, Australia, phone (07) 40313560, work completed shall be billed at the hourly rate, and deducted from the initial payment, the balance of which shall be returned to the client. If, at the time of the request for refund, work has been completed beyond the amount covered by the initial payment, the client shall be liable to pay for all work completed at the hourly rate. No portion of this initial payment will be refunded.
17. Project Development Schedules. Empirisoft agrees to provide a breakdown of the project development schedule. However it must be stated that this schedule and final project date are provided as a guideline only. Empirisoft cannot be held responsible for not completing a project within the state time period in cases where: new functionality is introduced during development, complete system specifications and requirements are not supplied or circumstances beyond our control influence our ability to develop the project (eg: Cyclone damage).
Our projects are undertaken on a claims basis, similar to that followed by the construction industry.
Our experience is that this arrangement is the most flexible, and allows you to properly spread your investment over the term of the development of your website.
Project commencement claim. Payable on acceptance of this proposal and prior to commencement of work. 30%
Development of website templates for use in the new website.
Approval of the templates at the end of the stage finalises the design process. Once in Development, only relatively minor tweaks and revisions will be accommodated under the terms of the quotation. 30%
Development of software features to support website, and implementation of website content.
Completion of this stage will be marked by the successful operation on the test server of the required software components. 30%
Website hosting setup and testing of server in production environment.
Installation of any required security certificates, final polish prior to website becoming “live” 10%
Project Suspension and Continuance
There is no obligation for the project to continue once commenced – the client may elect to terminate the development at any time. However Wild Lime is bound to deliver the project for the quoted amount under the terms of our quotation.
In the unlikely event that you decide not to continue the project, all claims to date will not be refunded. A claim covering work completed to date for the current stage will additionally become payable.