AceGenesis – Terms of Service
The client is engaging M/s AceGenesis Technologies., as a contractor for the specific purpose of developing and/or improving a World Wide Web site. Hereafter, the client will be known as the “Client” and AceGenesis Technologies. will be known as the “Developer.” The Client authorizes the Developer to access the Hosing Service Provider account for uploading and/configuring the web site.
2. Domain Registration and standard hosting Service:
If the Developer provides Hosting Service for the Client, the Developer will obtain a domain name (www.domainname.com) for the Client at the Client’s request, subject to the availability of the requested domain name. The price for Domain Registration is given separately.
Developer may either secure a hosting account on behalf of the Client or the Client may secure Hosting Service independently or utilize other available hosting space, such as that provided by an Internet Service Provider (ISP), at the Client’s discretion. Hosting account setup, configuration, and maintenance are the responsibility of the Developer only if the hosting is secured and maintained by the Developer. Fees for Hosting Services secured by the Developer, if applicable, are given separately. Hosting is governed by respective hosting account TOS (Terms of Service) as specified.
3. Technical support
If the Client opts to maintain the site by himself after completion, the Developer will provide e-mail and telephone assistance to the Client’s designated representative(s) regarding management of the Client’s web site for a period of 30 days after the site is officially declared completed. If the client finds the need for assistance after the 30-day period has expired, the Client will be offered an hourly rate or a Maintenance Agreement.
4. Basic Package:
The basic package may contain up to 10 standard web pages including layout, graphic creation and necessary Java Script for desired functionality. Additional value added components such as custom script development, database design, logo design, and other custom components are charged extra as applicable.
5. Text and Graphics:
The Client will supply the majority of text and other content. Developer may assist in the creation, editing, and adapting text for web suitability as needed.
The base package includes creating images and scanning images (up to 15 images) provided by the Client. All graphics will be optimized for smaller file size to make them suitable for web use.
Payment Terms: 100% in advance for order amounts less than US$500. For orders more than US$500, 50% in advance and the balance payable soon after the web site. goes live or the completion of the web site.
Mode of payment: Bank Transfer.
Additional Expenses: Client agrees to reimburse the Developer for any critical Client requested expenses necessary for the completion of the project. Examples include, but are not limited to, the following:
o Purchase of specific fonts at the Client’s request
o Purchase of specific photography at the Client’s request
o Purchase of specific software at the Client’s request
o Purchase of specific script at the Client’s request
Client will be notified by telephone, email, or in person if a situation arises that would indicate a need for such expenditures and be allowed the opportunity to accept or reject them beforehand.
7. Client Amendments:
Developer strives to provide excellent customer service. To that end, the Developer encourages input from the Client during the design process. The Developer understands, however, that Clients may request significant design changes to pages that have already built to the Client’s specification. To that end, please note that this agreement does not include a provision for “significant page modification” or creation of additional pages in excess of the agreed maximum. If significant page modification is requested after a page has been built to the Client’s specification, it is considered as an additional page.
Some examples of significant page modification at the request of the Client include, but are not limited to the following:
· Developing a new table or layer structure to accommodate a substantial redesign at the Client’s request.
· Replacing more than 75% of the text to any given page at the Client’s request.
· Creating a new navigation structure at the Client’s request.
If the Client requests significant page modification after the maximum has been reached, the charge will be extra for each additional page. Moderate changes, however, will always be covered during our development of the site and also covered by one month of free maintenance.
Client should also be aware that significant modifications could delay the completion date, and requests for significant modifications before the completion date may incur additional charges, at the discretion of the Developer. The Developer, however, will notify the client via email, telephone, postal mail, or in person before this type of additional charges are incurred in order to gain the Client’s approval or rejection of these charges.
8. Maintenance Agreement:
Thirty (30) days of site Maintenance is included in the cost of site development. Clients may choose to maintain a Maintenance Agreements after this period has expired. Such agreements may be billed at a fixed monthly rate or an hourly rate and charges will vary depending upon the anticipated needs of the Client. If you have chosen a Maintenance Agreement, the terms of such will be listed separately as required.
9. Client or Third Party Page Modification: Some Clients will desire to independently edit or update their web pages after completion of the site as a way to control costs and avoid the expense of a Maintenance Agreement. Note however, that if this option is selected and the Client or an agent of the Client other than the Developer attempts to update the web site and damages the design or impairs the ability for the web pages to display or function properly, time to repair the web pages will be assessed at an hourly rate, the estimate of which will be conveyed to the Client for acceptance before repair work begin.
10. Assignment of Project:
The Developer reserves the right to assign subcontractors to this project to insure the right fit for the job as well as on-time completion. The Developer warrants all work completed by subcontractors for this project the same as if the Developer had completed the work.
11. Copyright and Trademark: The Client represents to the Developer and guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to the Developer for inclusion in the Client’s web site 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 the Developer and its subcontractors from any claim or suit arising from the use of such elements furnished by the Client.
Authorized representative of the Client certifies that he or she is at least 18 years of age and legally capable of entering a contract on behalf of the Client.
Client agrees that it shall defend, indemnify, save and hold the Developer harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees associated with the Developer’s work on the Client’s web site. This includes Liabilities asserted against the Developer, it’s subcontractors, it’s agents, its clients, servants, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by the Client, its agents, employee or assigns.
Client also agrees to defend, indemnify and hold harmless the Developer against Liabilities arising out of any injury to person or property caused by any products or services sold or otherwise distributed over the Client’s web site. This includes infringing on the proprietary rights of a third party, copyright infringement, and delivering any defective product or misinformation which is detrimental to another person, organization, or business.
14. Ownership to Web Pages and Graphics
Copyright to the finished web pages produced by the Developer shall be vested with the Client upon final payment for the project. Please note that graphics, text and/or code elements that were specifically designed for the Client will only belong to the Client. The Client further acknowledges that any library functions or code, third party software and material is not owned by the Client.
15. Design Credit
Client agrees that the web site. created for the Client by the developer may be included in the Developer’s portfolio. If the Client allows the developer to place a small textual credit at the bottom of the each web page, the developer will offer the client an additional 30 days of maintenance in exchange for this credit.
The Developer its employees and subcontractors agree that, except as directed by the Client, it will not at any time during or after the term of this Agreement disclose any confidential Information to any person whatsoever. Likewise, the Client agrees that it will not convey any confidential information obtained about the Developer to another party, unless it is required by a court of law.
17. Completion Date
The Developer and the Client must work together to complete the web site in a timely manner for both parties to remain profitable. In some cases, delays receiving materials or other circumstances can slow the process of development.
However, developer agrees to make all reasonable efforts to complete this project no later than the mutually agreed dates.
Cancellation of the project at the request of the Client must be made in writing. In the event that work is postponed or canceled at the request of the Client, the Developer shall have the right to retain the payments received till the date of such cancellation. In the event more than fifty percent (50%) of the anticipated work is completed, additional payment will be due, prorated based on the percentage of work completed.
19. Severability: In the event that any specific portion of this contract is deemed legally unenforceable, the remaining portion of this contract is still considered valid to the extent allowable by law.
20. Governing law: This agreement shall be governed by the laws of India, excluding the application of its conflicts of law rules, and shall inure to the benefit of the developer, and any successors, administrators, heirs, and assigns. Any action or proceeding brought by either party against the other arising out of or related to this agreement shall be brought only in a COURT of competent jurisdiction located in India.
21. Reserved Rights. All rights not expressly agreed here are reserved to the Developer.
22. No liability for consequential damages: In no event shall the Developer, or its suppliers be liable to you for any consequential, special, incidental, direct, or indirect damages of any kind arising out of the delivery, performance, or use of the web site. or web pages or code. Liability for any claim, whether in contract, tort, or any other theory of liability exceed the amount paid by the client, if any.
23. Inspection and Testing: The Client agrees and acknowledges that he will thoroughly inspect and test the web site.,r web page, or code for all of Client’s purposes during ‘pre-release’ testing. Any legal action, claim, or any arbitration relating in any way to this agreement or software covered by it must be officially filed no later than 15 days after release of the web site. The developer will put every reasonable effort to meet the Clients expectations during the pre-release and after the release of the web site.
24. Entire Agreement. This is the entire agreement between the Client and the Developer, and supersedes any prior agreement or understanding, whether written or oral as appropriate. The developer reserves the right to amend, append, or modify the contract at any time.
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