Terms and Conditions
1. SERVICES TO BE RENDERED
OSM WEBSITES agrees to perform all graphic design / photo editing, html coding, php / database / java programming, hosting services detailed in the above proposal.
All services are to be performed by OSM WEBSITES &/or its contractors in accordance with the most commonly accepted standards and practices of the Web Services Industry. That is to say, we will use web site design technologies that are most universally acceptable in order to satisfy the broadest web market possible.
2. COST
The customer and OSM WEBSITES agree that the services described in this contract shall be completed for amount shown in the Estimate Summary + HST. The customer also agrees to pay the hosting fee amount shown in the Estimate Summary + HST per year.
3. ADDITIONAL SERVICES
The terms and conditions set forth in this document constitute the sole agreement between OSM WEBSITES and the customer regarding this Web site. Any additional work not specified in the proposal must be authorized. Should the customer desire additional work beyond the services specified above, the customer agrees to pay OSM WEBSITES an additional $60 per hour.
4. PERFORMANCE
OSM WEBSITES agrees to provide the completed web site per the proposed schedule to the best of our ability. Customer delays such as awaiting design feedback, page content, photos and approval may cause these dates to be missed. OSM WEBSITES will make every attempt to achieve the proposed dates set forth in this proposal.
5. PAYMENT
Customer agrees to pay to OSM WEBSITES the down payment upon execution of this agreement with all remaining charges agreed upon shall become due upon completion of development.
6. SUBCONTRACTING
OSM WEBSITES reserves the right to use subcontractors to fulfill its obligations if needed.
7. DESIGN CREDIT
A small link to OSM WEBSITES will appear at the bottom of each page on the site.
8. STANDARD MEDIA DELIVERY
The customer agrees to provide all required text information (either complete in hard copy / electronic format or verbally / hard copy in point form for copywriting), all photographs and other works (excluding stock photos purchased by OSM WEBSITES) are to be provided in high quality print suitable for scanning or on disk in a .gif, .jpeg, .tiff, .eps, .psd. cdr, or .ai format.
9. CONFIDENTIALITY
OSM WEBSITES recognizes and acknowledges that this Agreement creates a confidential relationship between OSM WEBSITES and customer and that information concerning customer's business affairs, customers, vendors, finances, properties, methods of operation, computer programs, and documentation, and other such information, whether written, oral, or otherwise, is confidential in nature. All such information concerning customer is hereinafter collectively referred to as "Confidential Information."
10. WARRANTIES AND LIABILITY
OSM WEBSITES does not guarantee the volume of site traffic or resulting business associated with this Web site. In no event will OSM WEBSITES or its sub-contractors be liable to the customer or any third party for any damages, including any lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate these Web pages or Web site, even if OSM WEBSITES has been advised of the possibility of such damages.
11. TRADEMARKS & COPYRIGHTS
The customer represents to OSM WEBSITES and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to OSM WEBSITES for inclusion in Web pages are owned by the customer, or that the customer has permission from the rightful owner to use each of these elements, and will hold harmless, protect, and defend OSM WEBSITES from any claim or suit arising from the use of such elements furnished by the customer. Copyright to the assembled work of Web pages produced by OSM WEBSITES are owned by OSM WEBSITES Upon final payment of this contract, all rights owned by OSM WEBSITES for work created during this project including design, graphics, and text in this Web site transfer to the customer. Systems owned by OSM WEBSITES used during the project remain the property of OSM WEBSITES
12. NONEXCLUSIVE LICENSE
OSM WEBSITES. hereby grants you a perpetual, non-exclusive license to the use of their SiteApex Content Management System. Licensed for use in a single business entity while hosting with OSM WEBSITES. You may not: (1) modify, translate, or create derivative works based on the SiteApex, or permit other individuals to so; (2)rent, lease, transfer or otherwise transfer rights to the SiteApex; (3)use a single instance of the SiteApex for multiple business entities. HTML files are portable, should the site need to be transferred the HTML files can be used in another hosting environment.
13. CANCELLATION OR TERMINATION
- In the event that the customer finds work in progress to be unsatisfactory or not in accordance with expected needs or outcome, the customer may choose to terminate the project. Any milestone payments made prior to termination shall be retained by OSM WEBSITES to cover work performed.
- The customer agrees to supply OSM WEBSITES with complete text and graphic content for this web design project within 60 days of the date this agreement was signed. If the content is not provided in this timeline, the project agreement is considered canceled. Deposits are not refundable.
14. POST LAUNCH SUPPORT
- OSM WEBSITES will cover any problems that might arise from the use of installed scripts or basic functionality of the website navigation or other elements, for a period of 3 months. Updates and revisions are not covered by support.
- After the initial support time is expended, maintenance and support will be available as required, at the regular hourly rates.
15. GOVERNING LAW
This agreement shall be governed by the laws of Ontario. In the event that a dispute arises between the customer and OSM WEBSITES, any arbitration or court proceeding shall take place in Ontario, pursuant to the Arbitration Act, or, in an Ontario Court of competent jurisdiction.
The undersigned hereby agree to the terms, conditions and stipulations of this agreement on behalf of the customer.
This Agreement constitutes the entire understanding of the parties. Any changes or modifications thereto must be in writing and signed by both parties.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date indicated below:
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Name: _________________________________________ Title: __________________________________________ Signature: ______________________________________ Organization: ___________________________________ Date: __________________________________________ |
 Dave Lawrence
President, OSM Websites
81 Dundas St. E. Belleville, Ontario
K8N 3A1
DATE: _________________________
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