Contract for Website Services


Date: April 23, 2019

Contract between Isaac Russell, representing Sprucely Designed, LLC and {{billing_first_name}} {{billing_last_name}}, representing {{billing_company}}.

Summary

We’ll always do our best to fulfill your needs and meet your expectations, but it’s important to have things written down so that we both know what’s what, who should do what and when, and what will happen if something goes wrong. In this contract you won’t find any complicated legal terms or long passages of unreadable text. We’ve no desire to trick you into signing something that you might later regret. What we do want is what’s best for both parties, now and in the future.

So in short;

You, {{billing_first_name}} {{billing_last_name}}, located at {{billing_address_1}}, {{billing_address_2}}, {{billing_city}}, {{billing_state}} {{billing_postcode}} {{billing_country}} (“You”) are hiring us, Sprucely Designed, LLC, located at 2124 Chesapeake Drive, Bowling Green, KY 42104 United States (“We or Us”) to provide Services for a single website domain as according to the following documents: An advertised Product or Service Description, The Proposal/Estimate, The Contract (this document). The terms of this agreement will supplement email communication regarding the details and timing of that work.

What do both parties agree to do?

You: You have the authority to enter into this contract on behalf of yourself, your company or your organization. You’ll give us the access, assets, and information we tell you we need to complete each project. You’ll do this when we ask and provide it in the formats we ask for. You’ll review our work, provide feedback and approval in a timely manner, too. Deadlines work two ways, so you’ll also be bound by dates we set together. You also agree to stick to the payment schedule set out at the end of this contract.

Us: We have the experience and ability to do everything we’ve agreed with you and we’ll do it all in a professional and timely manner. We’ll endeavor to meet every deadline that’s set and on top of that we’ll maintain the confidentiality of everything you give us.

The Cost

The estimated budget for this work is listed in the Proposal or on the product page. All prices on this website are listed in US dollars unless otherwise specified.Further and other work at the same rate may be requested. If no default rate is shown in the Proposal or Service description, the default rate is US$125 per hour.

Some third­ party software requires payment of ongoing service fees. The cost of servicing these licenses, if any, are made clear in the Proposal. If You fail to pay invoices relating to software licenses, the functionality of the Site may fail or leave You open to security risks.

The Details

Design

We create responsive designs, and flexible layouts that adapt to the capabilities of many devices and screen sizes. We create designs iteratively and use predominantly HTML and CSS so we won’t waste time mocking up every template as a static visual. We may use static visuals to indicate a creative direction (color, texture and typography).

You’ll have plenty of opportunities to review our work and provide feedback. We’ll either share a secure cloud storage folder (such as Google Drive or Dropbox), git repository or development site with you and we’ll have regular, possibly daily contact.

Text Content

Unless agreed separately (and noted in the Proposal), we’re not responsible for authoring text or images. We provide professional copywriting and editing services. So, if you’d like us to create new content or edit content for you, we can provide a separate estimate for that.

Graphics and Photographs

You should supply graphic files in an editable, vector digital format. You should supply photographs in a high resolution digital format. If you choose to buy stock photographs, we can suggest stock libraries. If you’d like us to search for photographs for you or provide commercial photography services, we can provide a separate estimate for that.

Browser Testing

Browser testing no longer means attempting to make a website look the same in browsers of different capabilities or on devices with different size screens. It does mean ensuring that a person’s experience of a design should be appropriate to the capabilities of a browser or device.

Desktop Browser Testing

We test our work in current versions of major desktop browsers including those made by Apple (Safari), Google (Chrome), Microsoft (Edge), and Mozilla Firefox. We won’t test in other older browsers, including Microsoft Internet Explorer 11 for Windows, unless we agreed separately. If you need an enhanced design for an older browser, we can provide a separate estimate for that.

Mobile Browser Testing

Mobile browser testing using popular smaller screen devices is essential in ensuring that a person’s experience of a design is appropriate to the capabilities of the device they’re using. We test our designs in iOS for iPhone and iPad (recently released – prior 2 years – devices only): Safari and Google Chrome.

We won’t test on older iOS devices, Blackberry, Opera Mini/Mobile, Android devices, Windows or other mobile browsers unless we agreed separately. If you need us to test using these, we can provide a separate estimate for that.

Search Engine Optimization (SEO)

We don’t guarantee improvements to your website’s search engine ranking, but the web pages that we develop are accessible to search engines. If you need comprehensive and monthly SEO support, we can provide a separate estimate for that.

Technical Support

We will provide technical support and troubleshooting for any services provided during the term of this Contract. After the termination of this Contract, the updates to, and management of any service provided, plus any support issues for which you need my assistance will require a new and current support agreement.

Legal Stuff

We’ll carry out our work in accordance with good industry practice and at the standard expected from a suitably qualified person with relevant experience.

That said, we can’t guarantee that our work will be error-free and so we can’t be liable to you or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if you’ve advised us of them.

Your liability to us will also be limited to the amount of fees payable under this contract and you won’t be liable to us or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if we’ve advised you of them.

We will perform these services only as an independent contractor. You will have no control over the methods and means of accomplishing the desired result. We will not be construed to be an employee or agent of your company.

The section headings contained in this Contract are for reference purposes only and shall not affect the meaning or interpretation of this Contact.

Finally, if any provision of this contract shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this contract and shall not affect the validity and enforceability of any remaining provisions.

Intellectual Property Rights

Just to be clear, “Intellectual property rights” means all patents, rights to inventions, copyright (including rights in software) and related rights, trademarks, service marks, get up and trade names, internet domain names, rights to goodwill or to sue for passing off, rights in designs, database rights, rights in confidential information (including know-how) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which subsist or shall subsist now or in the future in any part of the world.

First, you guarantee that all elements of text, images or other artwork you provide are either owned by yourself, or that you have permission to use them. When you provide text, images or other artwork to us, you agree to protect us from any claim by a third party that we’re using their intellectual property.

We guarantee that all elements of the work we deliver to you are either owned by us or we’ve obtained permission to provide them to you. When we provide text, images or other artwork to you, we agree to protect you from any claim by a third party that you’re using their intellectual property. Provided you’ve paid for the work and that this contract hasn’t been terminated, we’ll assign all intellectual property rights to you as follows:

You’ll own the website we design for you plus the visual elements that we create for it. We’ll give you source files and finished files and you should keep them somewhere safe as we’re not required to keep a copy. You own all intellectual property rights of text, images, site specification and data you provided, unless someone else owns them.

We’ll own any intellectual property rights we’ve developed prior to, or developed separately from this project and not paid for by you. We’ll own the unique combination of these elements that constitutes a complete design and we’ll license its use to you, exclusively and in perpetuity for this project only, unless we agree otherwise.

Cancellation of Contract

You or us may cancel this Contract at any time by providing 30 days written notice to the other party. You can be assured that services will be provided during that time and we will know that our hard work will not be wasted.

If you decide to cancel this Contract, within 30 days of providing written notice, you will be responsible for securing your own accounts for hosted services and technical support provider, as we will no longer provide these services after that time.

In the event of cancellation or non-renewal by us, we will provide all files and access necessary to migrate the website or services to another host.

Displaying Our Work

We love to show off our work, so we reserve the right to display all aspects of our creative work, including sketches, work-in-progress designs and the completed project on our portfolio and in articles on websites, in magazine articles and in books. We may also add an inconspicuous referral link or text in your site footer after the project is completed.

Changes and Revisions

We don’t want to limit your ability to change your mind. The Cost is based on the length of time we estimate we’ll need to accomplish everything you’ve told us you want to achieve, but we’re happy to be flexible. If you want to change your mind or add anything new, that won’t be a problem as we’ll provide a separate estimate for that.

From time to time, Product and Service descriptions, features, options and offerings may change as we routinely make changes to improve our services. Changes are also subject to availability of services provided by third parties. We will notify You within 30 days if these changes will affect your use of these Products and Services.

Payment terms

Payment will be made according to the schedule outlined in the Proposal. We’re sure you understand how important it is that you pay the invoices that we send you promptly. As we’re also sure you’ll want to stay friends, you agree to stick tight to the following payment schedule. If you are subscribing to a monthly Service, We will charge the payment method on file within 3 days of the renewal date each month. 

We issue invoices electronically. Our payment terms are 14 days from the date of invoice. All estimates are quoted in USD and payments will be made at the equivalent conversion rate at the date the transfer is made.

You agree to pay all charges associated with international transfers of funds, if applicable. The appropriate bank account details will provided upon request.

Late Payments

If you fail to meet the payment terms above, we reserve the right to suspend and withhold delivery of any work until payment is received in full. We will provide 3 days’ notice to you prior to taking such action.

Third Party Fees

Since you own your website, you are responsible for all third party fees, including any necessary license fees required to purchase and install new applications, plugins, or software on the website. These fees will be communicated in writing before they are incurred.

Final Details

Neither of us can transfer this contract to anyone else without the other’s permission. We both agree that we’ll adhere to all relevant laws and regulations in relation to our activities under this contract and not cause the other to breach any relevant laws or regulations. This contract stays in place and need not be renewed. If for some reason one part of this contract becomes invalid or unenforceable, the remaining parts of it remain in place. Although the language is simple, the intentions are serious and this contract is a legal document under exclusive jurisdiction of the Commonwealth of Kentucky courts.

Leave this empty:

Signed by Isaac Russell
Signed On: March 19, 2019

Sprucely Designed https://www.sprucely.net
Signature Certificate
Document name: Contract for Website Services
Unique Document ID: 837da21af503a5e99a605570ca489c84de336553
TimestampAudit
March 8, 2019 9:17 pm CDTContract for Website Services Uploaded by Isaac Russell - [email protected] IP 74.131.17.100, 172.69.62.9
March 8, 2019 10:49 pm CDTRebekah Russell - [email protected] added by S Isaac Russell - [email protected] as a CC'd Recipient Ip: 74.131.17.100, 172.69.162.9
March 8, 2019 11:38 pm CDTRebekah Russell - [email protected] added by S Isaac Russell - [email protected] as a CC'd Recipient Ip: 74.131.17.100, 172.69.162.9
March 8, 2019 11:58 pm CDTRebekah Russell - [email protected] added by Isaac Russell - [email protected] as a CC'd Recipient Ip: 74.131.17.100, 172.69.162.9
March 8, 2019 11:59 pm CDTRebekah Russell - [email protected] added by Isaac Russell - [email protected] as a CC'd Recipient Ip: 74.131.17.100, 172.69.162.9
March 13, 2019 2:04 pm CDTRebekah Russell - [email protected] added by Isaac Russell - [email protected] as a CC'd Recipient Ip: 74.131.17.100, 162.158.78.195
March 13, 2019 2:11 pm CDTRebekah Russell - [email protected] added by Isaac Russell - [email protected] as a CC'd Recipient Ip: 74.131.17.100, 162.158.78.195
March 13, 2019 3:41 pm CDTRebekah Russell - [email protected] added by Isaac Russell - [email protected] as a CC'd Recipient Ip: 74.131.17.100, 172.68.65.113
March 18, 2019 6:04 pm CDTRebekah Russell - [email protected] added by Isaac Russell - [email protected] as a CC'd Recipient Ip: 74.131.17.100, 162.158.78.195
March 19, 2019 11:34 am CDTRebekah Russell - [email protected] added by Isaac Russell - [email protected] as a CC'd Recipient Ip: 74.131.17.100, 162.158.78.141
March 19, 2019 1:49 pm CDTRebekah Russell - [email protected] added by Isaac Russell - [email protected] as a CC'd Recipient Ip: 74.131.17.100, 172.69.62.9