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CONTRACT
Version: 2.0-2.12
I. Times of Payment General
Payment is due to NYC websites 123 at each due date upon the client’s
acceptance of the deliverables. All invoices are payable within 5 business
days. A 15% of the remaining total monthly late fee will be charged on each
overdue balance(s) or milestone(s) 5 business days after the due date.
Following 30 days of non-payment NYC websites123 will take legal action to
recover lost payment(s) under the client’s total expense (section II). The
grant of any license or right of copyrights (if any) is conditioned upon
receipt of full payment. Any advances or partial payments shall be indicated
on the form(s).
II. Default in Payment
Payment will be due once final acceptance of the deliverables on behalf of
the client is received. It is the sole responsibility of the client
-individual or corporation- to make appropriate payment in a timely matter
for the services provided by nyc websites 123. In the event of non payment
30 days past the due date for any services, milestones and fees delivered to
the client legal procedures will be filed and the client will be responsible
for the total expenses incurred on the behalf of both nyc websites 123 and
the client trying to recover unpaid balances which would include lawyer
fees, court fees, lost salary of the nyc websites 123 representative(s)
during the payment recovery procedure, court appearances, travel expenses,
late fees or charges. Furthermore, it will be the client’s total
responsibility to pay all legal expenses incurred by the studio in trying to
recover the unpaid monies. NYC websites 123 reserves the right after 14 days
of non payment past the due date, to cease the service provided temporarily
or to remove all of the media provided until appropriate service payment has
been received and processed. Customer will be responsible for any fees that
may result from re-launching, reposting or resuming service after the
services have been temporarily suspended due to non-payment or breach of
this or any part of the contract or documents available online
www.nycmedia123.com. During the temporary service removal all service will
be ceased and or removed, any service, artwork, applications or files
directly related to the deliverables created by nyc websites 123 will have
to be ceased immediately after notice to client (after 14 days of non
payment), who thereafter has to provide passwords, usernames and or login
information so nyc websites 123 can remove the deliverables appropriately.
As work is being removed or as it is ceased some related files,
applications, media or disruptions of the client’s business may take place
directly or indirectly which can suffer temporary, total and maybe even
irreversible damages, the client understands this and will not make nyc
websites 123, any of its employees, associates or affiliates responsible or
liable in any matter. NYC websites 123 assumes no responsibility for any of
the damages caused by the client’s negligence to make payment or make
payment on time resulting in service and work being temporarily removed.
Client understand that even after Client takes appropriate action to have
service or work returned or reposted nyc websites 123 does not guarantee to
be able to properly install, return and or replace the work and client might
need to pay additional fees in addition to the reposting fee to have work
replaced, repaired or fixed, If nyc websites 123 cannot repair, replace or
fix the problems client will not hold nyc websites 123 responsible under any
circumstance. The re-enable fees are non-refundable and will need to be paid
prior to uploading or returning the deliverables in addition to the
previously owed charge. Any errors or changes needed in the deliverables
after acceptance are not grounds for non-payment or payment withholding by
the client under any circumstances, no further changes will be made and late
fees will incur after 5 business days of nonpayment and after 30 days can
result in legal action to be taken by NYC websites 123.
III. Changes General
The client shall be responsible for making additional payment for changes in
the original assignment requested by the client. Additional payment shall
also be made for changes in original assignment description that where not
overseen by neither the client nor nyc websites 123.
IV. Testing and Acceptance Procedures
NYC websites 123 will make every effort to test all deliverables thoroughly
and make all necessary corrections prior to handling over the deliverables
to the client. Upon receipt of the deliverables, the client shall either
accept the deliverables or provide the studio with written notice of any
corrections to be made and a suggested date for completion, which shall be
mutually acceptable by both the client and the studio. If the client is
content with the deliverables the appropriate form shall be signed to
confirm the acceptance of such. The client understand that he/she has 7 days
upon acceptance of the final project to note any major discrepancies
(section V) in order for the studio to correct or edit the deliverables at
no extra cost. nyc websites 123 shall designate any member of its staff and
the client shall designate __________________________________ as the only
designated individual(s) who will send, accept, receive and make all
communications between the studio and the client. Neither party shall have
any obligation to consider for approval or respond to materials submitted,
other than through the designated persons listed above. Each party has the
right to change its designated individual(s) upon a 3 day notice to the
other party. The client agrees to check the deliverables thoroughly and
assumes total responsibility for spelling and grammatical errors.
V. Cancellation of Services
No refunds under any circumstance, Any payment made for the deliverables
will not be refunded if services are cancelled or withdrawn on the
customer’s behalf for whatever reason before the final project completion.
The client understands that nyc websites 123 can terminate a project or
completion of the deliverables under any circumstance and may or may not
refund the client accordingly but assumes no responsibility for loss of
time, loss of income or any pertinent loss to the client and parties
therefore affected from the cancellation hence will not hold the studio
liable in any way or in any matter if the studio would decide to terminate
the completion of the deliverables under any circumstance.
VI. Enhancements
Under this studio policy and contract if the client wishes to modify the
website, nyc websites 123 shall be given first option to provide a bid to
perform such enhancements.
VII. Confidential information
nyc websites 123 acknowledges and agrees that the source materials and
technical marketing plans or other sensitive business information, as
specified by the client, including all materials containing said
information, that are supplied by the client to nyc websites 123 shall not
be disclosed unless needed to fulfill requirements to complete the project(s)
and or allowed by the client. Information shall not be considered
confidential if it is already publicly known hence all information that is
entrusted to the studio and is not publicly already known shall remain
secure and confidential.
VIII. Copyright and Ownership
Client agrees that nyc websites 123 reserves and retains all rights to
copyright in the subject material. nyc websites 123 retains ownership of all
original artwork in any media, including digital files, whether preliminary
or final. The client waives the right to challenge the validity of nyc
websites 123’s ownership of the art and deliverables under this agreement
even after a change in laws. Client must copy-protect all final artwork that
is the subject of this agreement against duplication or alteration. nyc
websites 123 reserves the right to mark any media produced for the client in
anyway, whether it is logo, web address, corporate name and watermark
without limitations.
IX. Limitation of Liability
Client agrees to not hold nyc websites 123 and its employees, agents or any
staff directly or indirectly responsible liable for any incidental or
consequential damages that arise from nyc websites 123’s failure to perform
any aspect of the project in a timely manner, regardless of whether such
failure was caused by intentional or negligent acts or omission of nyc
websites 123 or a third party, nyc websites 123 also disclaims all implied
warranties, including the warranty of merchantability and fitness for a
particular use. nyc websites 123 will not be responsible for collateral
damage incurring from any action taken by nyc websites 123 towards the
client in any event specially in the event of non payment by the client in
which nyc websites 123 will remove the content created and media related to
the content created which can include and not limited to the pages in which
the content is located, prints related to content created or files related
to the content created or in which the media is located. NYC websites 123
will not be liable for damages or losses that the client, any of its
affiliates or related to the client suffer or incur by any means and
regardless of any situation directly or indirectly caused or taken by nyc
websites 123. Work and projects paid for but that the client did not start,
respond or were not continued will be deleted after 45 days and after 60
days will be discarded and no refund will be obtained under any
circumstance.
X. Unauthorized Use and Program licenses
Client will indemnify nyc websites 123 against all claims and expenses
arising from any uses for which the client does not have the right to or
authority to use or that is illegal or unauthorized by law or by nyc
websites 123 policy and contracts. The client will be responsible for
payment for any special licensing or royalty fees resulting for the use of
graphic programs that require such payments. Any unauthorized tempering with
legal nyc websites 123 documents are ground for service termination without
refunds and legal action will be taken.
XI. Client Responsibilities and Legal Document Changes
I understand that nyc websites 123 can at any time modify this and any other
documents which I have agreed on and signed even without prior notice. This
document is available online and other important documents which I will read
and agree upon before signing this document. As an nyc websites 123 client I
have the responsibility to check any changes or modifications made to this
and any other legal documents which are available online at
www.nycmedia123.com. I will guarantee to make payments on time and in case
that I cannot fulfill my responsibilities as a client and/or I breach this
contract and any other documents which are available online, I waive all my
rights to nyc websites 123 and understand that I will not be recompensed in
anyway or through any matter. In case of non compliance with any document
signed, I understand that it means a breach of contract, Client will be
responsible for any fees or charges resulting or related to negligence in
the matter.
I have read this contract and agree to abide to the NYC websites 123 Terms
and Conditions set forth. |
