AGREEMENT FOR DESIGN SERVICES

1. Definition of terms:

SHAWN HINES WEBDESIGN: Shawn Hines WebDesign & SEO is a sole proprietorship, located at headquartered at:

Shawn Hines Webdesign & SEO
80 Lake Street
Moosup, Ct.   06354

CLIENT: Person or Business Entity with Authority to enter a binding contract

ISP: Internet Service Provider

CONTRACT: This agreement and its attachment(s) as listed below:

ATTACHMENTS: "Web site design Worksheet" and "Payment Schedule"

2. Authorization:

The above named CLIENT is engaging SHAWN HINES WEBDESIGN as an independent contractor for the specific project of developing and/or improving a World Wide Web site to be installed on the CLIENT'S Web space located on an ISP's computer.
The CLIENT hereby authorizes SHAWN HINES WEBDESIGN to access this ISP account, and authorizes the ISP to provide SHAWN HINES WEBDESIGN with any necessary "write permission" for the CLIENT's Web page directory, cgi-bin directory, and any other directories or programs that need to beaccessed for this project.
The CLIENT also authorizes SHAWN HINES WEBDESIGN to publicize the completed Web site to Web search engines, as well as other Web directories and indexes.

3. Warranties:

SHAWN HINES WEBDESIGN represents and warrants to the CLIENT that it has the experience and ability to perform the services required by this CONTRACT; that it will perform said services in a professional, competent and timely manner; that it has the power to enter into and perform this CONTRACT; and that its performance of this CONTRACT shall not infringe upon or violate the rights of any third party or violate and federal, state, and municipal laws. However, CLIENT will not determine or exercise control as to general procedures or formats necessary to have these services meet the CLIENT's satisfaction.The CLIENT represents and warrants to SHAWN HINES WEBDESIGN that it will provide CLIENT materials as required in a professional, competent, and timely manner; that it has the power to enter into this Agreement on behalf of CLIENT; and that its performance of this CONTRACT shall not infringe upon or violate the rights of any third party or violate any federal, state and municipal laws.

4. BASIC WEB SITE PRODUCTS AND SERVICES:

The BASIC Web site development as defined by SHAWN HINES WEBDESIGN is as follows:

  • Up to three design concept/prototypes
  • E-mail/phone consultation. (Initial planning/development consultation is free).
  • Up to two hours total general Internet orientation, education, marketing strategy, and Web design consultation.
  • Telephone long distance charges (if any) are in addition to rates quoted. Additional education and consultation is at our hourly rate of $60.
  • Up to eight Web pages – for example, a home page, map and directions page, about us page, products page, and products detail page.
  • Final text shall be supplied by the CLIENT. (250 words per web page approximate maximum if not supplied via CD or diskette. Web pages with more than 1,500 words of text may be subject to additional fees at standard hourly rate for increased formatting time).
  • Simple Interactivity. Up to an average of 2.5 external links per page, and an e-mail response link on each Web page to any e-mail address the CLIENT designates.
  • Custom Graphics. Company logo or other top-of-page graphic, bullets, lines, colored or textured background, as well as three photos or graphics per page are included. Beyond the two photos or graphics per page, an extra charge will apply for scanning services, photography, and graphic design and modification.
  • Installation of Web pages on the CLIENT's ISP host computer.
  • A maximum of three revisions to the draft Web site will be included at no extra cost to create the look and feel that is desired.
  • Further revisions will be billed at the standard hourly rate of $60 per hour.
  • Minor updates and changes to the existing Web pages for two weeks from completion of Web site (includes up to a half hour per page total, subject to the limitations outlined below).
  • Initial registration to Google search engines.
  • Free standard webhosting on Shawn Hines Webdesign's servers.

At no time does SHAWN HINES WEBDESIGN promise or imply that we guarantee client's web site a certain rating in the search engines.

5. BASIC PLUS WEB SITE PRODUCTS AND SERVICES

The BASIC PLUS Web site development as defined through SHAWN HINES WEBDESIGN is as follows:

  • Up to three design concept/prototypes
  • Simple FLASH Banner
  • Simple contact form.
  • A simple contact form with selectable text entry fields is included. This contact form will be formatted to send viewer entries to an email address designated by the CLIENT.
  • E-mail/phone consultation. (Initial planning/development consultation is free). Up to two hours total general Internet orientation, education, marketing strategy, and Web design consultation. Telephone long distance charges (if any) are in addition to rates quoted.
  • Additional education and consultation is at our hourly rate of $60.
  • Up to ten Web pages – for example, a home page, map and directions page, about us page, products page, and products detail page.
  • Text. Final text shall be supplied by the CLIENT. (250 words per web page approximate maximum if not supplied via CD or diskette. Web pages with more than 1,500 words of text may be subject to additional fees at standard hourly rate for increased formatting time).
  • Basic interactivity. Up to an average of 2.5 external links per page, and an e-mail response link on each Web page to any e-mail address the CLIENT designates.
  • Custom Graphics. Company logo or other top-of-page graphic, bullets, lines, colored or textured background, as well as five (5) photos or graphics per page are included. Beyond the four photos or graphics per page, an extra charge will apply for scanning services, photography, and graphic design and modification.
  • Installation of Web pages on the CLIENT's ISP host computer.
  • A maximum of three (3) revisions to the draft Web site will be included at no extra cost to create the look and feel that is desired. Further revisions will be billed at the standard hourly rate of $60 per hour.
  • Minor updates and changes to the existing Web pages for two weeks from completion of Web site (includes up to a half hour per page total, subject to the limitations outlined below).
  • Initial registration to Google search engines.
  • Free standard webhosting on Shawn Hines Webdesign's servers.

At no time does SHAWN HINES WEBDESIGN promise or imply that we guarantee client's web site a certain rating in the search engines.

6. PRO WEB SITE PRODUCTS AND SERVICES

The PRO Web site development as defined by SHAWN HINES WEBDESIGN is as follows:

  • Up to three design concept/prototypes
  • FLASH banner
  • Contact Form. A custom contact form with CLIENT-supplied graphics and selectable text entry fields is included. The contact form will be formatted to send viewer entries to an email address designated by the CLIENT.
  • Shopping Cart
  • E-mail/phone consultation. (Initial planning/development consultation is free). Up to two hours total general Internet orientation, education, marketing strategy, and Web design consultation. Telephone long distance charges (if any) are in addition to rates quoted. Additional education and consultation is at our hourly rate of $60.
  • Up to fifteen Web pages – for example, a home page, map and directions page, about us page, products page, and products detail page. Final text shall be supplied by the CLIENT. (250 words per web page approximate maximum if not supplied via CD or diskette. Web pages with more than 1,500 words of text may be subject to additional fees at standard hourly rate for increased formatting time).
  • Basic interactivity. Up to an average of 2.5 external links per page, and an e-mail response link on each Web page to any e-mail address designated by the CLIENT.
  • Custom Graphics. Company logo or other top-of-page graphic, bullets, lines, colored or textured background, as well as five photos or graphics per page are included. Beyond the five photos or graphics per page, an extra charge will apply for scanning services, photography, and graphic design and modification.
  • Installation of Web pages on the CLIENT's ISP host computer
  • A maximum of five (5) revisions to the draft Web site will be included at no extra cost to create the look and feel that is desired. Further revisions will be billed at the standard hourly rate of $60 per hour.
  • Minor updates and changes to the existing Web pages for two weeks from completion of Web site (includes up to a half hour per page total, subject to the limitations outlined below).
  • Initial registration to Google search engines.
  • Free webhosting on Shawn Hines Webdesign's wervers.

7. CUSTOM WEB SITE PRODUCTS AND SERVICES

The CUSTOM Web site development as defined through SHAWN HINES WEBDESIGN is as follows:

  • Up to three design concept/prototypes
  • custom FLASH banner
  • Sounds and/or music files are included. All music files will be supplied by the CLIENT unless a seperate agreement for musical service is made between SHAWN HINES WEBDESIGN and CLIENT. Custom musical services will be provided by SHAWN HINES MUSIC as a sub-contractor to SHAWN HINES WEBDESIGN.
  • Contact Form. A custom contact form with CLIENT-supplied graphics and selectable text entry fields is included. The contact form will be formatted to send viewer entries to an email address designated by the CLIENT.
  • Shopping Cart
  • E-mail/phone consultation. (Initial planning/development consultation is free). Up to two hours total general Internet orientation, education, marketing strategy, and Web design consultation. Telephone long distance charges (if any) are in addition to rates quoted. Additional education and consultation is at our hourly rate of $60.
  • Up to fifteen Web pages – for example, a home page, map and directions page, about us page, products page, and products detail page. Final text shall be supplied by the CLIENT. (250 words per web page approximate maximum if not supplied via CD or diskette. Web pages with more than 1,500 words of text may be subject to additional fees at standard hourly rate for increased formatting time).
  • Custom interactivity. The number of external links per page will be determined based on CLIENT'S preference, along an e-mail response link on each Web page to any e-mail address the CLIENT designates.
  • Custom Graphics. Company logo or other top-of-page graphic, bullets, lines, colored or textured background, as well as five photos or graphics per page are included. Beyond the five photos or graphics per page, an extra charge will apply for scanning services, photography, and graphic design and modification.
  • Installation of Web pages on the CLIENT's ISP host computer
  • A maximum of five (5) revisions to the draft Web site will be included at no extra cost to create the look and feel that is desired. Further revisions will be billed at the standard hourly rate of $60 per hour.
  • Minor updates and changes to the existing Web pages for two weeks from completion of Web site (includes up to a half hour per page total, subject to the limitations outlined below).
  • Initial registration to Google search engines.
  • Free webhosting on Shawn Hines Webdesign's servers.

At no time does SHAWN HINES WEBDESIGN promise or imply that we guarantee CLIENT's Web site a certain rating in the search engines.

8. Standard Website Hosting

The STANDARD Web site Hosting as defined through SHAWN HINES WEBDESIGN is as follows:

Dedicated Server. As an Internet World Wide Web service provider, SHAWN HINES WEBDESIGN provides a dedicated server computer that is integrated into the Internet. This server computer will send and receive information as related to the World Wide Web. The CLIENT will be connected to and utilize the hardware and software facilities of SHAWN HINES WEBDESIGN to establish an Internet Web site.

Domain name search and advice. If a domain name is needed for the Web site, SHAWN HINES WEBDESIGN will suggest appropriate names and do a search to ascertain the availability of those names. The determination of a domain name's availability through the domain name registry does not guarantee it will still be available at the time of registration.

Domain name registration or transfer. If needed, SHAWN HINES WEBDESIGN will help complete the necessary forms to register or transfer a domain name as selected by the CLIENT. Although SHAWN HINES WEBDESIGN will submit forms to register a requested domain name in a timely fashion, SHAWN HINES WEBDESIGN does not guarantee the availability of any domain name.

The sending of spam, or Unsolicited Bulk E-mail (UBE) is not permitted on accounts hosted by SHAWN HINES WEBDESIGN.

Web site hosting runs from the beginning of this contract for a period of three months (quarterly) at which time it will be automatically renewed for each subsequent quarter under the same agreement and cost set forth in this contract.

9. FEES

SHAWN HINES WEBDESIGN will execute this Web site design as specified by the CLIENT requirements as terms of this CONTRACT and incorporated in this CONTRACT. In case the CLIENT desires additional standard Web pages beyond the original number of pages specified above, the CLIENT agrees to pay SHAWN HINES WEBDESIGN an additional $30 per page. Graphics or photos beyond the allowed average of two per Web page shall be billed at an addition $5 each. Where custom graphic work (beyond the scope of "Custom Graphics" detailed above) is requested, it will be billed at an hourly rate of $60.

10. MAINTENANCE

This CONTRACT does not include our maintenance contract. Web page maintenance will be the responsibility of the CLIENT. If a maintenance service agreement is entered into between SHAWN HINES WEBDDESIGN and the CLIENT, it will be contained within its own document and not connected to this CONTRACT. However, this CONTRACT does include minor modifications and corrections requested within a two-week period up to an average of one hour per page, including updating links and making minor change to a sentence or paragraph. It does not include removing nearly all the text from a page and replacing it with new text. If the CLIENT or an agent other than SHAWN HINES WEBDESIGN attempts to update the CLIENT's pages during this time, time to repair the Web pages will be assessed at the hourly rate of $60, and is not included as part of the modification time.

11. PAYMENT

All services agreed to in this CONTRACT shall be sold for the price specified at the end of this document. Payment shall be by cash, check, or money order, in U.S. dollars, and made payable to "SHAWN HINES WEBDESIGN."

12. PAYMENT TERMS

Unless otherwise stated in the "Payment" document attached to this agreement, the following standard terms apply: A minimum deposit of fifty percent (%50) of the design cost and the total amount of hosting is required to commence work. The site will then be put online in a draft directory of the CLIENT's ISP or of SHAWN HINES WEBDESIGN for the CLIENT's viewing. During this proofing stage, typographical errors, design changes and other corrections will be made according to the instructions of the CLIENT. The quarterly period begins when the initial deposit is made and the draft site is put online. Payment for the site must be made in full before the site will be moved to the main directory of the CLIENT's ISP. Marketing of the site in the top ten search engines and directories will occur only after the final payment is made.

13. COMPLETION DATE

SHAWN HINES WEBDESIGN and CLIENT must work together to complete the Web site in a timely manner. Much of this depends on receiving the appropriate images and text from the CLIENT. We agree to work expeditiously to complete the Web site in a professional and timely fashion.

14. ASSIGNMENT OF PROJECT

SHAWN HINES WEBDESIGN reserves the right to assign subcontractors to this project to ensure the right fit for the job as well as on-time completion. SHAWN HINES WEBDESIGN will be responsible for the final results of the project.

15. ADDITIONAL EXPENSES

CLIENT agrees to reimburse SHAWN HINES WEBDESIGN for any additional expenses necessary for the completion of the work. Examples would be purchase of special fonts, stock photography, etc.

16. ADDITIONAL SERVICES

Any revisions, additions, or redesign CLIENT wishes SHAWN HINES WEBDESIGN to perform not specified in this document shall be considered "additional" and will require a separate Agreement and payment.

17. COPYRIGHT AND TRADEMARKS

The CLIENT represents to SHAWN HINES WEBDESIGN and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to SHAWN HINES WEBDESIGN 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 SHAWN HINES WEBDESIGN and its subcontractors from any claim or suit arising from the use of such elements furnished by the CLIENT.

18. AGE

CLIENT certifies that he or she is at least eighteen years of age.

19. LIMITED LIABILITY

CLIENT hereby agrees that any material submitted for publication will not contain anything leading to an abusive or unethical use of the Web Hosting Service or Host Server. Abusive and unethical materials and uses include, but are not limited to, pornography, obscenity, nudity, violations of privacy, computer viruses, any harassing and harmful material or uses, any illegal activity or material advocating illegal activity, and any infringement of privacy or libel. CLIENT hereby agrees to indemnify and hold harmless SHAWN HINES WEBDESIGN from any claim resulting from CLIENT's publication of material or use of those materials.

CLIENT hereby agrees to indemnify and hold harmless SHAWN HINES WEBDESIGN in any claim arising from the submission of illegal materials.

If SHAWN HINES WEBDESIGN shall acquire an Internet domain name on behalf of the CLIENT, then in such case CLIENT hereby waives any and all clams which it may have against SHAWN HINES WEBDESIGN for any loss, damage, claim or expense arising out of or in relation to the registration of such domain name in any online or off-line network directories, membership lists, or registration lists, or the release of the domain name from such directories or lists following the termination of the providing of this service by SHAWN HINES WEBDESIGN for any reason.

Under no circumstances, including negligence, shall SHAWN HINES WEBDESIGN, its offices, agents, or anyone else involved in creating, producing, or distributing its services, be liable for any direct, indirect, incidental, special, or consequential damages that result from the use of or inability to use SHAWN HINES WEBDESIGN'S services, or that result from mistakes, omission, interruptions, deletion, or loss of files or data, errors, defects, delays in operation, or of performance, whether or not limited to acts of God, communication failure, theft, destruction, or unauthorized access to SHAWN HINES WEBDESIGN's records, programs, or services. CLIENT maintains sole responsibility for data backups and restoration. CLIENT hereby acknowledges that this paragraph shall apply to all content on SHAWN HINES WEBDESIGN's services.

Notwithstanding the above, CLIENT's exclusive remedies for all damages, losses, and causes of action whether in CONTRACT, tort including negligence, or otherwise, shall not exceed the aggregate dollar amount that CLIENT paid during the term of this CONTRACT and any reasonable attorney's fee and court costs.

20. INDEMNIFICATION

CLIENT agrees that it shall defend, indemnify, save, and hold SHAWN HINES WEBDESIGN harmless from any and all demands, liabilities, losses, costs, and claims, including reasonable attorney's fees ("Liabilities") asserted against SHAWN HINES WEBDESIGN, its agents, 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 CLIENT, its agents, employees, or assigns. CLIENT agrees to defend, indemnify, and hold harmless SHAWN HINES WEBDESIGN against Liabilities arising out of injury to person or property caused by any products or services sold or otherwise distributed in connection with SHAWN HINES WEBDESIGN's service, any material supplied by CLIENT infringing on the proprietary rights of a third party, copyright infringement, and any defective product which CLIENT has sold from the Web site SHAWN HINES WEBDESIGN has designed.

21. LAWS AFFECTING ELECTRONIC COMMERCE

The CLIENT agrees that the CLIENT is solely responsible for complying with such laws, taxes, tariffs, and will hold harmless, protect, and defend SHAWN HINES WEBDESIGN and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the CLIENT's use of Internet electronic commerce.

22. COPYRIGHT TO WEB PAGES

Copyright to the finished, assembled work of Web pages produced by SHAWN HINES WEBDESIGN is owned by SHAWN HINES WEBDESIGN. Upon final payment of this CONTRACT, the CLIENT is assigned rights to use as a Web site the design, graphics, and text contained in the finished, assembled Web site. Rights to photos, graphics, source code, workup files, and computer programs are specifically not transferred to the CLIENT, and remain the property of their respective owners.

SHAWN HINES WEBDSIGN and its subcontractors retain the right to display graphics and other Web design elements as examples of their work in their respective portfolios.

23. AUTHORSHIP CREDIT

CLIENT may select that SHAWN HINES WEBDESIGN includes a byline and link on the bottom of their Web page establishing authorship credit. This byline is upon agreement by both CLIENT and SHAWN HINES WEBDESIGN and must be removed at any time upon written request by SHAWN HINES WEBDESIGN.

24. NONDISCLOSURE

SHAWN HINES WEBDESIGN, its employees, and subcontractors agree that, except as directed by CLIENT, it will not at any time during or after the term of this CONTRACT disclose any Confidential Information to any person whatsoever.

25. CANCELLATION

In the event that work is postponed or cancelled at the request of the CLIENT by registered letter, SHAWN HINES WEBDESIGN shall have the right to bill pro rata for work completed through the date of that request, while reserving all rights under this CONTRACT. If additional payment is due, this shall be payable within thirty days of the CLIENT's notification to stop work. In the event of cancellation, the CLIENT shall also pay any expenses incurred by SHAWN HINES WEBDESIGN and SHAWN HINES WEBDESIGN shall own all rights to the work. The CLIENT shall assume responsibility for all collection of legal fees necessitated by default in payment.

26. REFUND POLICY

If the CLIENT applies by a registered letter for a refund within fifteen (15) days of signing this CONTRACT, work already completed shall be billed at the hourly rate of $60 and deducted from the initial payment. If the work that has been completed is beyond the amount covered in the initial payment, the CLIENT shall be liable to pay for all work completed at the hourly rate of $60.

27. ARBITRATION

Any disputes in excess of $1,000 (or the maximum limit for small claims court) arising out of this CONTRACT shall be submitted to binding arbitration before the Joint Ethics Committee or a mutually agreed-upon Arbitrator pursuant to the rules of the American Arbitration Association. The arbitrator's award shall be final, and judgment may be entered in any court having jurisdiction thereof. The CLIENT shall pay all arbitration and court costs, reasonable attorney's fees, and legal interest on any award of judgment in favor of SHAWN HINES WEBDESIGN.

28. PAYMENT OF FEES

In order for SHAWN HINES WEBDESIGN to stay in business, payments must be made promptly. Invoices are due upon receipt. Delinquent bills will be assessed a $15 charge if payment is not made within ten days of the due date. If an amount remains delinquent thirty days after its due date, an additional five percent (%5) penalty will be added for each month of delinquency. SHAWN HINES WEBDESIGN 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 CONTRACT becomes effective only when signed by SHAWN HINES WEBDESIGN. Regardless of the place of signing of this CONTRACT, the CLIENT agrees that for purposes of venue, this CONTRACT was entered into in Providence County, Rhode Island, and any dispute will be litigated or arbitrated in Providence County, Rhode Island. Please pay on time

29. ENTIRE UNDERSTANDING

This CONTRACT constitutes the sole agreement between SHAWN HINES WEBDESIGN and the CLIENT regarding its Web Design Service. It becomes effective only when signed by both parties.

This CONTRACT shall be governed and construed in accordance with the laws of the State of Connecticut. The parties agree that if any part, term, or provision of this Agreement shall be found illegal or in conflict with any valid controlling law, the validity of the remaining provisions shall not be affected thereby.

The undersigned agrees to the terms of this CONTRACT on behalf of his or her organization or business.

END AGREEMENT

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