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Terms and Conditions

Maintenance Contract

This contract (the “Agreement”) is entered into by and between the Client (the “Client”) and Contractor (the “Contractor”).


SERVICES

Contractor agrees to perform services as described in Agreement (the services”) and Client agrees to pay Contractor as described in Agreement


TERMS AND CONDITIONS

The best work comes out of great relationship.Honesty, respect and gratitude are the keys to success and therefore we have an interest in treating each other with these values at all times. As much as legal documents are important, what truly binds us is our drive to resolve issues and succeed.

Acceptances

The undersigned representative of Client has the authority to enter into this Agreement on behalf of Client. Client agrees to cooperate and provide Contractor with all information needed to complete the desired Services.

Contractor has the experience and ability to do everything Contractor agreed to for Client and will do it all in a professional and timely manner. Contractor will endeavour to meet every deadline that’s set and meet the expectation for services to the best of its abilities.

This explains both parties accept this with the understanding that anything owed be it something like login credentials the client owes to the WordPress professional or the actual maintenance services the WordPress pro owes to the client--will be delivered in full and on time

CHANGES

Any material changes to the Services, including work to be performed and related fees must be approved by the prior written consent of both parties.

If a client should ask for additional design tweaks, add ons, additional coding or need urgent assistance with a security breach on Sunday (i.e. anything not in the plan), the contractor has the right to generate a new contract with payment terms specific to those changes or upgrades before managing any of those requests.

SERVICE LEVEL AGREEMENT

  • Any Type Of Content Editing.(Images, Text, Etc..)
  • Creating Pages, Checking Submissions, Generating Custom Changes By Adding New Plug Ins.
  • Monthly Wordpress Core, Plugin And Theme Updates With Rollback Assurance
  • Spam & Revisions Cleanup
  • Uptime Monitoring
  • Responsive Design Maintenance
  • Fixing Bugs And Errors.
  • Reviewing Link Structure And Site Map
  • Performing Offsite Local Backups (twice a month)
  • SEO Optimizing Images And Tags For Search Engines
  • Providing Google Analytics Reports Monthly
  • Providing Maintenance Report Monthly
  • Content, security, or performance audits (This is not on web but i will add this for this contract because you have changed multiple developers) please review section 14

  • OWNERSHIP AND LICENSES

    Contractor agrees that the deliverables and materials developed pursuant to this Agreement (including, without limitation, all presentations, writing ideas, concepts, designs, text, plans, and other materials that Contractor conceives and develops pursuant to this Agreement, including all materials incorporated therein whether such materials were conceived or created by Contractor individually or jointly, on or off the premises of Client, or during or after working time shall be treated as if the development of such deliverable constitutes a “ work for hire” and shall be owned by Client upon payment of all fees due to Contractor pursuant to this Agreement.

    In the event that any such material is considered not to be a “work for hire,” Contractor hereby assigns all ownership (whether represented or not by a registered patent, copyright, trade secret) and other proprietary or rights, title and interest in such deliverables and materials to Client, and agrees to execute such documents as Client may reasonable request, in order to assist Client in obtaining and protecting such rights.

    Contractor agrees that Contractor has no interest in any materials that Contractor submits to Client, including, without limitation, any security interest therein, and hereby releases to Client any interest therein(if any) which may be created by operation of law.except as otherwise agreed to in writing and as necessary in the performance of this Agreement, Contractor shall have no rights to licence, sell or use the deliverables or materials developed under this Agreement, or any portion thereof.

    This just means that any intellectual property (i.e. the website) the contractor works on is owned by the client. It doesn’t matter if custom coding or designs are added, the client has paid this contractor to handle the work on their behalf.

    PAYMENT TERMS

    Client understands the importance of paying independent contractors in a timely manner and wants to maintain positive working relationship with Contractor to keep the project moving forward.

    Payments for each invoice delivered by Contractor to Client are due within 30 days of receipt.In case of overdue payments, Contractor reserves the right to stop work until payment is received.

    LATE PAYMENT

    In the event an invoice is not paid on time, to the maximum extent allowable by law, Contractor will charge a late payment fee of 5.00% per month on any overdue and unpaid balance not in dispute.

    Contractor’s acceptance of such service charges does not waive its rights to any remedies for Clients’s breach of this Agreement. All payment obligations are non-cancelable and fees paid are non-refundable.


    EXPENSE REIMBURSEMENT

    Client shall reimburse all expenses that are reasonable and that have been authorized in writing by Client in advance, payable within 30 days of itemized invoice.

    This just means that any intellectual property (i.e. the website) the contractor works on is owned by the client. It doesn’t matter if custom coding or designs are added, the client has paid this contractor to handle the work on their behalf.

    say, if the contractor purchases a premium plugin on the client’s behalf

    INDEMNITY AND LIABILITY

    Contractor agree to indemnity, defend and hold harmless Client from any and all claims, actions, damages, and liabilities (excluding, without limitation, attorneys’ fees, costs, and expenses) arising (i) through Contractors’s gross negligence; (ii) out of any claim that the materials or deliverables, or any portion thereof, in fact infringes upon or violate any proprietary rights of any third party, including but not limited to patent, copyright and trade secret right; or(iii)from a breach or alleged breach of any of Contractor’s representations, warranties or agreement herein.

    Client agrees to indemnify, defend and hold harmless Contractor from any and all claims, actions, damages, liabilities, costs and expenses(including, without limitation, reasonable attorney’s fees) arising in any manner caused clients’s (i) gross negligence; (ii) out of any claim that Client provided content, or any portion thereof in fact infringes upon or violate any proprietary rights of any third party, including but not limited to patent, copyright and trade secrets; or (iii) from a breach or alleged breach of any Client’s representations, warranties or agreements herein.

    TO THE MAXIMUM EXTENT ALLOWABLE BY LAW, CONTRACTOR SHALL NOT BE LIABLE TO THE CLIENT FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOST PROFIT, LOSS OF BUSINESS OR THE LIKE) ARISING PUT OF OR RELATING TO THIS ATTACHMENT OR THIS AGREEMENT, CONTRACTOR’S PERFORMANCE HEREUNDER OR DISRUPTION OF ANY OF THE FORGOING, EVEN IF CLIENT HAS BEEN ADVISED OF THE SUCH DAMAGES AND REGARDLESS OF THE CAUSE OF ACTION, WHETHER SOUNDING IN CONTRACT, TORT, BREACH OF WARRANTY OR OTHERWISE. THE MAXIMUM EXTENT ALLOWABLE BY LAW, CONTRACTOR’S AGGREGATE LIABILITY UNDER THIS ATTACHMENT OR AGREEMENT SHALL IN NO EVENT EXCEED THE AGGREGATE COMPENSATION PAID BY THE CLIENT TO THE CONTRACTOR UNDER THIS AGREEMENT.

    In sum, it explains that the client is not to hold the contractor accountable for anything that goes wrong with the website based on the attached terms of service. The same goes for the contractor if anyone should attempt to bring legal recourse against them.

    CONFIDENTIALITY AND NON-DISCLOSURE

    Each party shall maintain, in the strictest confidence, all Confidential Information ( as defined in the next sentence) of the other party.”Confidential information” means all (i) nonpublic information (at the time of disclosure) disclosed by one party to the other party under this agreement, provided such information is marked or indicated by the disclosing party to be confidential; (ii) and any information which ought reasonably be considered confidential with regard to the circumstances surrounding disclosure, whether or not such information is marked “confidential”.

    In the event a party is required to disclosure Confidential Information pursuant to a judicial or other governmental order, such party shall, to the maximum extent permitted by law or opinion of counsel, provide the other party with prompt notice prior to any disclosure so that the party or its client may seek other legal remedies to maintain the confidentiality of such Confidential Information.

    Each party receiving Confidential Information shall be responsible for any breach of this provision that is caused by any of its employees, affiliates, representatives or agents and such party agrees to indemnify and hold harmless the other party from and against liabilities, claims, damages, losses, costs and expenses resulting, directly or indirectly, from any breach by a party, or any of its employees or independent contractors, of any proven of this Agreement.The obligations of this section shall survive termination of this Agreement for a period of 2 years.


    CHOICE OF LAW

    Governing law and dispute resolution

    This Agreement and any dispute arising hereunder shall be governed by the laws of the jurisdiction of Contractor’s primary business location (the “Contractor’s Jurisdiction”), without regard to the conflicts of law provisions thereof.For all purposes of this Agreement, the Parties consent to exclusive jurisdiction and venue in the courts located in the Contractor’s jurisdiction.

    The failure of either party to enforce its rights under the Agreement at any time for any period shall not be construed as a waiver of such rights.


    WORDPRESS FUNCTION

    I want my clients to be at ease of our service while being informed.

    WordPress core is just that. It is the core set of files that make WordPress work as it does. It is built on a series of thousands of files that all work together in concert to bring you the WordPress experience.

    WordPress plugins add features and functionality to your website. WordPress can only do so much out of the box. However, it is built to be easily built upon. That's why there are thousands of WordPress plugins that allow you to make it do whatever you want.

    If you simply update multiple components, there could be trouble. Sometimes plugins conflict with each other and cause your website to break. Sometimes developers ship updates with bugs in them, only to discover them later. In a situation like this, Contractor will not be liable resulting loss of business or profit or data or damages .

    Sometimes developer stop supporting a particular plug in and that plug in turn into a ticking bomb. As per your maintenance package we will look into the health and sustainability of your each plug in. However, if we seem a plug is no more supported or no more compatible with the core or theme or creating safety or any hazard in any way to run the website smoothly, we will report it to the Client. If Client, would not follow our recommendation and thus, website breaks fully or partially, hacked or loose its data in any way resulting losses profit or loss of business, Contractor will not be liable.