Westgate WEBS – Web Design Terms and Agreement

Introduction

Updated October 30th, 2016

This policy is presented by Westgate WEBS, a Pittsfield Massachusetts, United States based web design and hosting provider. Westgate WEBS – Website Designs is owned and operated by Robert Burke and Kristy Regalmann. Westgate WEBS runs as an independent freelance website design business to design, build, and maintain websites for our clients. Services include, design, development, graphic design, content management, social media management and support, website and content management solutions, consultation and support, e-commerce website design, management and support.

When you register to have a website designed by Westgate WEBS, you are agreeing to these Terms and Conditions as outlined on this page. Our Westgate Hosting Terms and Conditions can be found here: https://westgatehosting.com/terms-and-conditions/

You should read this agreement carefully as it will form a legally binding contract between you and us. Your acceptance of this agreement and contract begins when you confirm your instructions to proceed with the web design project (or related services) as shown in verbal conversations, emails or letters between us and yourselves, or when payment (be it a deposit or full payment) for our contracted services, has been made by yourselves.

Though our main focus is working with clients in the United States, at this time we are currently only accepting new orders from customers who either have residence within the United States, United Kingdom or Canada. If you cannot verify your residence or country of residence, then unfortunately we will be unable to proceed with any orders made by yourself.

We have tried to keep the Web Design Terms of Service as brief, easy to understand, and as straight-forward as possible. If you have any questions however, please do contact us directly.

We will always do our best to fulfill your needs and meet your goals, but sometimes it is best to have a few simple things written down so that everyone understands what is what, who should do what, and what happens if anything should go wrong.

In this agreement you won’t find complicated legal terms or large passages of unreadable text. We want to be as transparent as we can. We have no desire to mislead you into entering into something that you may not fully understand. We want what’s best for the safety of both your business and ours, now and in the future. Fundamentally, you (the Client) will be asking us (Westgate WEBS), hereinafter referred to as the Company, to design and build a website for you ( If you are hosting with Westgate Hosting please read the TOS here: https://westgatehosting.com/terms-and-conditions/ ) This will have been discussed via email, written or verbal communications, for an hourly plan or estimated price also laid out within those emails, or clearly explained at the time of your inquiry and acceptances.

What do both parties agree to?

As our customer, you must have the power and ability to enter into this contract on behalf of your company or organization. You agree to provide us with everything that we need to complete the project including text, images and other information when needed, and in the format that we request. You agree to review our work, provide feedback and sign-off approval in a timely manner. Deadlines work two ways and you will also be bound by any dates that we set together. You also agree to stick to the payment schedule set out in the proposal that you will have been sent via email, written or verbal communications. We have the experience and ability to perform the services you need from us and we will carry them out in a professional and timely manner. Along the way we will endeavor to meet all the deadlines set, but we can’t be responsible for a missed launch date or a deadline if you have been late in supplying materials, or have not approved or signed off our work on-time at any stage. On top of this we will also maintain the confidentiality of any personal information that you give us.

Confidentiality:

The Client and Westgate WEBS may disclose confidential information between themselves regarding any work under this agreement, in order to facilitate and complete the web design project. Such information will be identified during the course of any email, written or verbal communication between both parties, and shall be safely retained and not disclosed to any other third parties by either the Company or the Client. At times you may request assistance that allows us to remotely connect to your personal or business computers or devices, this Confidentiality Agreement will extend to theses devices and information on them. We do ask that you remove, or place content (personal or business) that you may not wish us to view while working on your devices in a secure folder. If you request that we perform virus removal or installation of 3rd party software, some private or personal information my be divulged to the 3rd party providers – this is not in our control.

Description of The Work:

A separate proposal will be discussed with the Client via email, written or verbal communication which will outline the work that is to be undertaken by the Company.

Payment Schedules:

The payment schedules will be outlined in a separate proposal (again sent by email, written or verbal communication to the Client). We are confident that you understand that any invoices sent to you should be paid promptly, within 7-10 business days, and our terms of payment are due on the presentation of each invoice you will receive. Late or delayed payments may incur a Late Fee Charge, and may also compromise the time limits on designing the website. If you are hosting the site on another server (that is not hosting with Westgate Hosting), then payment must be made in full before any files will be released or uploaded to your servers. This is non-negotiable.

Design:

We will offer a design for the look-and-feel, layout and functionality of your web site. This contract includes one main design plus the opportunity for you to make up to two rounds of revisions. If you’re not happy with the design at this stage, you will pay us in full for all of the work that we have produced until that point and you may either cancel this contract or continue to commission us to make further design revisions at the daily or hourly rate set out in our original proposal. The site will be designed to work primarily across the following browsers (in order) of Firefox, Microsoft® Internet Explorer, Google Chrome and Safari. However, we cannot guarantee complete compatibility across every major browser as these are constantly being updated by their respective vendors, and other browsers such as AOL. However, sites are normally tested in all 4 of the main browsers, and will usually work with no complications. We do test all the markup and CSS in these browsers using the latest versions. We cannot guarantee compatibility in old or redundant browser software.

Content Management Systems:

If you are requesting a CMS (otherwise known as a Content Management System – popular choices are WordPress, Joomla, Zen Cart for e-commerce), then you will require a database and the relevant hosting facilities in order to use this. Any associated or additional fees, such as installation, setup or themes that may be chargeable, will be owed by you, and billable by us.

Text Content:

Usually we will offer suggestions to text content within the site. This will have been included within our proposal. However, we are not responsible for writing or inputting any text copy unless this has been specified to you, but we will be happy to help, and in addition to our proposal costs, can assist in helping you with the text content at an agreed hourly rate or part of your hourly plan during the design process.

Photographs and Images:

Any images or photographs that you may supply us with must be in a digital format, usually no smaller than 1024×768 pixels, with a suitable resolution that will allow them to be resized and used on a webpage display. Any images that we can obtain, or design, may have been included in the proposal price. However, if you will need more images that cannot be obtained through us, then we can suggest vendors of stock photography, and we do use stock photography suppliers, where we can obtain images on your behalf at reasonable prices. Any time that we may spend in addition to what we have already set out in our proposal may be chargeable at an agreed rate/plan beforehand with you. You have agreed that any images that may be provided by yourself are either royalty free, or that you have obtained the necessary permissions to use those images on a website. Please do not ask us to use images that you know are copyrighted, or not property of yours, as we will not do this.

Changes and Revisions:

We know from experience that sometimes customers do not really know what kind of website they actually may want. Often it is through a question and answer form that we have sent to you, and then subsequent emails, written or verbal communication, that we have then offered up a particular design or idea to our clients. We do not wish to limit your options, or the opportunities to change your mind. In fact, there are times when we have been working with clients, when we ourselves have suggested a change to a particular theme, design or modification of their site. The estimate that you will have been provided in your proposal will have been based on the information that we have been given by you at that time. However, if you do wish to change your mind, add extra pages, new functionality, different images, or even a new layout, then that is not a problem. You will, however, have to pay us for the work that we have completed up to that point, and then you will switch over to or extend your plan hours as agreed. If you do not wish to purchase another hourly plan, than we can do this at our base hourly rate for any revisions and changes thereafter. During this time we may ask that the requests and changes are sent in writing in order to keep track of the changes for your records as well as ours. While most changes and revisions are carried out quite promptly, be aware that any that major changes (even minor revisions, or additions) can take up to 5-10 days.

Technical Support:

You may already have web site hosting in place, but if not, we do provide hosting solutions for any customers who wish to use them with Westgate Hosting. If you are hosting the website elsewhere, we cannot guarantee compatibility with all hosting providers, especially any contact forms, Content Management Systems, database driven websites, etc. If the website is to be hosted elsewhere, then you must have already paid the full amount that we have agreed with you, and we may charge you a setup / installation fee for us to setup the site on another server of your choosing. We offer as much support as we can with other hosting companies, we will gladly assist with contacting their support channels and work with them as a representative of you our client. All interactions will be passed along to you either by email or verbal communication. This will be billed in time, just as our other services are. If you do require hosting help and your current hosting is insufficient, we will be happy to give you information and an estimate for hosting the site with Westgate Hosting. Our hosting services with Westgate Hosting offers 24/7 365 ticket support above and beyond what we offer on our Webmaster services; the average response time is less than 30 minutes, and ticket support is free.

Legal Parts:

Both Westgate WEBS and Westgate HOSTING has a ZERO tolerance for SPAM or unsolicited mass-emailing of any type. Your account will be suspended, and our services will be terminated without refund. SPAM is not only bad for your business, but damages ours as well.

In our design process your project may require plugins that are offered by third-parties that we install on our developer licenses. Personal licenses are suggested but only required upon terminating your agreement with Westgate WEBS. These licenses will need to be purchased directly from the developers and are not affiliated with us. The Personal licenses offer updates and support from the developers themselves and are required to be keep your website secure and compatible with any updates done by your Content Management System. All third-party plugin developers will be available for contact from the Administration Menus of your Content Management System

We cannot guarantee that the functions contained within any web page (or part of your website design), will always be error free, and therefore we will not be liable in any way whatsoever to you for any third party damages, including lost profits, lost savings, or other incidental, consequential or special damages arising out of the operation of or inability to operate this web site and any other web pages, even if you have advised us of the possibilities 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.

The Copyright:

You guarantee to us that any elements of text, graphics, photos, designs, trademarks, or other artwork that you provide us for inclusion in the web site are either owned by you, or that you have permission to use them. When we receive your final payment, copyright is automatically assigned as follows:

1. You will own the text files, images, graphics and any visual elements, or sound bytes, that you may have sent to us to use in connection with this web design project (unless someone else owns them).

2. We maintain copies of all the files used in connection with your web design project and if you require a disc copy of all the files used in connection with your project (this may not include all the source files), then we will ask you to pay a small fee to cover the disc creation, package and handling of such a copy to yourselves. Copies of the website files are maintained by us for a reasonable time (usually at least one year), and if you are hosting with us, then files are maintained both locally and on servers.

3. We own the copyright (or any specific vendors that may have supplied some files in connection with your web design project own the copyright) to the markup, CSS files, other code that may have been used by us for you, or certain images that we may have supplied to or for you. These files have only been licensed to you in connection with this web design project, and will be licensed solely to the domain name on which the website files reside.

4. 3rd Party templates or plugins required by your website usually fall under GLP licensing, but support and updates may need to be purchased from the programmers themselves. Most custom plugins or templates will fall under our developer license, but in the case of terminating our services, you will be fully responsible for purchasing an ongoing update and support license from the plugin or theme developer at their requested fee.

At the bottom of the website page(s) after payment has been completed, usually it will say Copyright and the name of your business or company. We do however reserve the right as the Designer to put a link showing that the site has been designed by us, or is hosted by us, and will be small, unobtrusive and will open a new window, thereby not hindering or distracting from your own website.

As the design company we also reserve the right to display and link to your completed project as part of our portfolio, and to write about the project on other web sites, in magazine or ezine articles, books, written or digital publications of any design and source.

Moving your website away from us.

We don’t like to think of a client leaving us, but if you should wish to transfer your website away from us (clients who use our own web hosting), then we will be happy to assist with this transfer happening.

However, we do need to make you aware of the following:

1. Any outstanding payment(s) due to us will need to be cleared first. If you have not paid for any services relating to the website, and/or domain name, web hosting, then you will need to make sure these payments are made before any transfer would be undertaken.

2. There may be some charges applied to us by Liquidnet, or by our web servers, to allow the transfer of domain name(s) associated with your account. We will inform you about such charges, and any payment(s) that may be due for these changes, will need to be made up front before the transfer completes.

3. Providing all of your account charges are up to date, we will then assist you with a transfer to another web host, or web design company. They will need to contact us directly, so we can make sure the transfer completes without any unnecessary disruptions.

4. ONLY your website files and associated files that make the website work on internet will be transferred. Any work-up files, ORIGINAL images created by ourselves, help files or other non-essential file, program or software/script will not be transferred to your new provider.

5. If your website employs the use of a database then only the database content will be transferred. It will be up to your new supplier to provide the necessary database systems to import the data to.

IMPORTANT: We cannot guarantee or accept any liability whatsoever for downtime associated with the transfer process, nor can we guarantee that your existing website “as it is” will work flawlessly on another web hosting server. You will need to confirm with your new provider that they will be able to ensure that your website files are compatible with their own specific hosting system.

The small print:

You cannot transfer this contract to anyone else without our consent or permission. This agreement remains in force and need not be renewed. If for any reason, one part of this contract becomes invalid, or unenforceable, the remaining parts of the contract still remain in place. Although we have tried to keep this contract language simple, the intentions are serious, and the contract is a legal document under the exclusive jurisdiction of Pittsfield Massachusetts, State Laws and Courts.

Failure to enforce these Terms and Conditions and related Polices in every instance does not amount to a waiver of Westgate WEBS rights.

Changes to the web design agreement

Westgate WEBS reserve the right to add, delete, or modify any provision of these ‘Web Design Terms and Agreement’ at any time without notice.

Failure to receive notification of a change does not make those changes invalid.

 


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