WEBSITE DESIGN AGREEMENT
UPDATED JANUARY 7, 2019

PLEASE READ THIS AGREEMENT CAREFULLY. BY ORDERING OUR WEBSITE DESIGN SERVICES, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT AND ALL TERMS AND CONDITIONS INCORPORATED BY REFERENCE IN THIS AGREEMENT, INCLUDING EVOLVING MEDIA & DESIGN’S PRIVACY POLICY & ACCEPTABLE USAGE POLICY. YOUR USE OF THE SERVICES ALSO CONSTITUTES ACCEPTANCE OF THIS AGREEMENT.

This agreement is between the client and the designer. The following includes the design, production and programming for a web site, kiosk, PowerPoint type presentation, computer based training application, and any design destined for electronic distribution over the Internet, by CD-ROM, DVD, or stored and/or executed from a hard drive or other types of storage medium.

1. Internet Access

  1. Access to the Internet will be provided by a separate Internet Service Provider (ISP) to be contracted by the Client and who will not be party to this agreement. Please note, recommendations and setup of third party ISP accounts can be prepared by Evolving Media & Design Inc. to ensure the smooth transition of service. The Client will be responsible for covering all expenses related to this service. This may include deposits, setup fees, additional equipment required, etc.
  2. Virtual web hosting can either be provided by the Client, making use of an existing account or purchased through Evolving Media & Design Inc.
  3. We offer web hosting packages with an unlimited transfer limit, FREE Basic SSL Security Certificates, POP3 or IMAP E-mail accounts, access to our Client Care Portal, and the ability to setup an on line store.(Ask for our hosting rates).

2. Progress Reports

  1. The Developer shall contact or meet with the Client on a mutually acceptable schedule to report all tasks completed, problems encountered, and recommended changes relating to the development and testing of the web site, kiosk, PowerPoint type presentation, computer based training application, etc. destined for electronic distribution over the Internet, by CD-ROM, DVD, or stored and/or executed from a hard drive or other types of storage medium. The Developer shall inform the Client promptly by E-mail, texting or by telephone upon discovery of any event or problem that may delay the development of the work significantly.

3. Developer’s Guarantee for Program Use

  1. The Developer guarantees to notify the Client of any licensing and/or permissions required for art-generating/driving programs to be used.

4. Changes

  1. The Client shall be responsible for making additional payments for changes in original assignment requested by the Client. However, no additional payment shall be made for changes required to conform to the original assignment description. The Client shall offer the Developer the first opportunity to make any changes.

5. Testing and Acceptance Procedures

  1. The Developer will make every good faith effort to test all deliverables thoroughly and make all necessary corrections as a result of such testing prior to handing over the deliverables to the Client. Upon receipt of the deliverables, the Client shall either accept the deliverable and make the milestone payment set forth herein or provide the Developer with written notice of any corrections to be made and a suggested date for completion which should he mutually acceptable to both the Developer and the Client.
  2. The Developer shall designate; (Refer to the name on the signed contract) and the Client shall designate; (Refer to the name on the signed contract) an authorised representative as the only designated persons who will send and accept all deliverables and receive and make all communications between the Developer 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 person upon 48 hours notice (either written, electronic, or verbal) to the other.

6. Web site Maintenance

  1. The Developer agrees to provide the Client with reasonable technical support and assistance to maintain the Web site on the Internet during the Warranty Period representing thirty (30) days from the date of final completion and sign-off at no cost to the Client. Such assistance shall not exceed 4 hours per calendar month. After the expiration of the Warranty Period the Developer agrees to provide the Client with reasonable technical support and assistance to maintain and update the Web site on the Internet for an hourly rate of $60.00 per hour.
  2. Such maintenance shall include correcting any errors or any failure of the Web site to conform to the specifications. Maintenance shall not include the development of enhancements to the originally contracted project.

7. Enhancements

  1. Under the maintenance agreement, if the Client wishes to modify the Web site, the Developer shall be given first option to provide a bid to perform such enhancements.

8. Statement of Warranty

  1. Evolving Media & Design Inc. warrants the original web site, kiosk, PowerPoint Presentation, computer based training application, etc. as provided and/or uploaded to the server against initial problems due to broken URL links, HTML forms not working, images not displaying properly as originally designed and coded on and before the actual launch. Evolving Media & Design Inc. does not warrant how a browser will interpret and view the original web page, the user settings, etc. other than default settings set by the manufacturer.
  2. The electronic project as it is constructed is thoroughly tested using the most recent technology available at the time of programming. For Example: Firefox, Internet Explorer, Safari, OmniWeb, Opera, etc. are some examples of current Internet Browsers.
  3. Javascripts, Java Applets, and QuickTime, are examples of plug-in architectures that maybe required for the electronic project to function properly. These technologies maybe required for the Mac OS, iOS, Windows, Linux, Android or Blackberry QNX operating systems. Unless stated otherwise in the contract.
  4. For example. The client may only want the electronic files to function in Internet Explorer for Windows. If this is the requirement, the web pages will be coded for this specific web browser, and therefore will not work with other web browsers, such as Firefox, iCab, Opera, and OmniWeb, on other platforms.
  5. Evolving Media & Design Inc. takes every precaution to protect electronic files from a computer virus. Using the most recent version of the virus detection software and keeping the software applications virus definitions up to date. These antivirus detection software applications are used before transmission, preparation of a CD-ROM or DVD or transfer to a hard disk drive. However, you should carry out your own virus check on your own computer system, server or in the case of a virtual server, ask that the selected ISP provider conduct a virus check on a regular basis, before opening any downloaded file, or navigating the web site, as our virus verification in no way constitutes a representation or warranty that this electronic project is virus free. Evolving Media & Design Inc. accepts no liability for any loss or damage which may be caused by software viruses.
  6. Please Note: This warranty becomes void if the client or third party representative other than Evolving Media & Design Inc. makes any changes or alterations to the site or electronic files and causes a malfunction or a change in how the site or electronic files is viewed and/or operates by/for the end User. A subsequent fee, based on our regular hourly rates will be charged for repairing the electronic files and bringing them to its original point at sign off.

9. Statement of Copyright

  1. A statement will be added to the end of the Copyright statement informing the end user that the web site was designed by Evolving Media & Design Inc. No mention of the contrary will be permitted unless all rights are purchased outright by the client, at a value equal too or greater than 40% of the total value of the site.

10. Statement of Trademark Recognition

  1. Statement of Trademark Recognition will be required in the copyright statement area of the web site communicating the use of the following marks; Evolving Media & Design Inc.®, Adobe Acrobat (if any PDF documents are used), and any other applications used to develop the new web site.

11. Non-payment

  1. In the event of non-payment and/or refusal of payment by the Client for completed programming and design work carried out during the development of/or in the upgrade of an electronic distributed project, whether the intended distribution vehicle of the project is though the Internet, Intranet, CD-ROM, diskette, DVD or Kiosk. The Designer has the right to remove any of the completed work from the Clients server or virual server insofar as to leave, restore, or remove the added programming and images and restore the server or virtual server back to its orginal state before the project commenced.
  2. In the event of non-payment and/or refusal of payment by the client. The Designer retains all ownership rights of all work or materials created during the course of this project. Copyright and other intellectual property rights, and all drawings, concepts, the look and feel of the user interface, the functionality, and the interaction between the user and the interface, mock-ups, models, artwork, specifications, computer disks, electronic files, custom or advanced programming code, project documentation and all other tangible materials, including preliminary concepts, accepted or rejected elements, works in progress, and finished materials which have been created or furnished by the Designer during the course of this project shall remain the exclusive property of the Designer and therefore can not be copied and/or altered by the Client and a third party.

12. Arbitration

  1. Either party may request that any dispute arising out of this agreement may be submitted to binding arbitration before a mutually agreed upon arbitrator. The arbitrator’s decision or award shall be final.

13. Termination

  1. This agreement shall be terminated if either the Client or the Designer commits a breach and fails to remedy the breach within 24 hours of receiving written notification from the other party specifying the breach and remedy.
  2. On termination or postponement of this project, or any part of it, for any reason, the Client shall pay the Designer for the work completed to date, together with all expenses incurred. Any advance of fees will be credited against the amount due.
  3. In the event of termination, the Designer shall retain the copyright even if the fees agreed to in advance have included the assignment of the copyright.

14. Applicable Law

  1. This agreement and all terms and conditions shall be governed and construed in accordance with the laws of Canada and the laws of the province of the Designer’s principal place of business.

15. All Rights Reserved

The name Evolving Media and Evolving Media & Design, the logo and related marks are registered Trademarks of Evolving Media & Design Inc. Copyright 1996 to 2019 in Canada and the United States.

16. Acceptance of Terms

The signature of both parties on either the General Estimate and Confirmation form or the electronic order or estimate form or an open project or an e-mail confirmation shall evidence acceptance of this contract and both parties will adhere to the Standard terms of Agreement of Evolving Media & Design Inc.®