Terms and Conditions
The below-named Client is engaging Sam’s Websites, known as Developer, a sole proprietor, as an independent contractor for the specific purpose of developing a website.
Concerning a website development, The Client also authorises Sam’s Websites to publicise the completed web site to Web search engines, as well as other Web directories and indexes.
2. Scope of Works :
Domain Registration: Sam’s Websites will secure a domain name for the Client at the Client’s request. All standard charges incurred in doing so will be included in the package price in this agreement. These are interknit (or third party) fees, and are not a source of income for the Developer.
If the Client already has a domain name, Sam’s Websites will coordinate the redirecting of the existing address to the new domain host. Should the Client desire a specific domain name, which is already owned by another party, negotiations for said domain are the responsibility of the Client.
Text: Written content for the website will be supplied by the Client in a .doc format via USB, Dropbox or as an email or email attachment through an email address registered to the Client, or in another method and format agreed to in writing between the parties.
Links: This agreement contemplates relative links and an e-mail link on each website to any e-mail address specified by the Client.
This agreement also contemplates making any link the Client desires to “pop up” in a new window if requested at the specific dimensions and configuration specified by Sam’s Websites. Legitimate usage of these links remains the responsibility of the Client.
Photos: Photos and other miscellaneous graphics (images) must be supplied by the Client in digital form, through email, Dropbox, USB or in another method and format agreed to in writing between the parties.
Installation: Finished site will be published to Sam’s Websites hosting company.
Site publicity: The website will be subject to a one-time blast submission to Google, if applicable i.e. Website must have appropriate plan that includes Search Engine Optimisation.
(E-mail) response link: An email response link will be added on the Contact page to any e- mail address the Client designates.
Cross Browser Compatibility: This agreement contemplates the creation of a web site in Html5 format, viewable by major internet browsers, including mobile devices such as Android and (Apple) IOS devices. Compatibility is defined herein as all critical elements of each page being viewable in all browsers. The Client is aware that some advanced techniques on the Internet may require a more recent browser version and brand or plug- in. The Client is also aware that as new browser versions are developed, the new browser versions may not be compatible. In the absence of a Maintenance Agreement with Sam’s Websites, time spent to redesign a website for compatibility due to the introduction of a new browser version will be separately negotiated and may incur additional fees.
3. Additional works:
The content of the web pages will be supplied by the Client and executed as specified by the Client through email/written consultancy. This web site includes an agreed amount of web pages. In case the Client desires additional standard web pages beyond the original number of pages specified above, the Client agrees to pay Sam’s Websites an additional amount for each additional web page. Where custom graphic work is requested, it will be billed at an hourly rate.
Personal e-mail/ or phone consultation of up to one (1) hour in total is included in this contract to discuss material aspects of the specified works such as general Internet orientation education, search engine optimisation and web design consultation. Additional fees may be charged after this time. No fees may be charged by Sam’s Websites for personal communications unless discussed prior to carrying out the said communications
5. Available Services:
This agreement includes all the aforementioned services plus:
Graphic Creation / Banner Advertisements: This package contemplates that Sam’s Websites will capture or receive from the Client all the graphic elements necessary to complete the Client’s web site. This includes the creation / redesign of Corporate Identity (logo) by the client at no extra charge.
E-commerce: If a shopping cart is required for the Client’s site, the charges for the shopping cart will be added accordingly..
Secure Certificate: Sam’s Websites will organise appropriate (SSL) Certification at no added cost.
Credit Card Processing: If applicable, Sam’s Websites will assist the Client in obtaining this service. Any charges related to this service are the responsibility of the Client as an addition to this agreement.
6. Additional Expenses:
The Client agrees to reimburse Sam’s Websites for any critical Client requested expenses necessary for the completion of the project. Examples include:
Purchase of specific fonts at the Client's request,
Purchase of specific photography at the Client's request.
Purchase of specific software at the Client's request.
Purchase of graphics at the Client's request.
7. Client Amends / Changes:
Sam’s Websites pride themselves in providing excellent customer service. That is the spirit of our agreement and the spirit of Sam’s Websites business. To that end, we encourage and welcome input and from the Client during the design process.
Sam’s Websites understand, however, that Clients may request significant design changes to pages that have already been built to the Client's specification. To that end, please note that our agreement does not include a provision for significant page modification or creation of additional pages in excess of our agreed page maximum. If significant page modification is requested after a page has been built to the Client's specification, we must count it as an additional page.
Some examples of significant page modification at the request of the Client include but are not limited to:
Developing a new table or layer structure to accommodate a substantial redesign at the Client's request.
Recreating or significantly modifying the company logo graphic at the Client's request.
Replacing more than 25% of the text to any given page at the Client's request.
Creating a new navigation structure or changing the link graphics.
Where relevant, significantly reconfiguring the Client's shopping cart with new product, shipping or discount calculation if an e-commerce enabled site has been selected by the Client.
Clients who anticipate frequently changing the look of their site during the design process and Clients who desire to be intricately involved in the design of each page are encouraged to negotiate an agreement which exceeds the page maximum. If significant page modification is requested by the Client after the page maximum has been reached an Update Request with estimated costs will be submitted for Client approval prior to changes being done.
Moderate changes, however, are covered during the development of the site and also covered by two weeks of free maintenance from the registration of the new site. Additional updates will be charged accordingly, depending on the measure of content to be added or changed.
Once a Contributor Invite has been sent to the client to modify content, Sam's Websites is no longer responsible for the content, layout, design or any other changes to the website.
8. Web Hosting:
The Client agrees to allow Sam’s Websites hosting company full access to the web site. The Client further understands that, very rarely, web hosting services undergo maintenance and that there may be short periods of downtime (0.01%) of a Clients website.
9. Search Engine Registration:
Sam’s Websites will optimise the Clients website with appropriate titles, keywords, descriptions and text and thereafter submit the Client's web site to Google Search. Sam’s Websites also offers advanced search engine optimisation and site promotion services. If advanced search engine optimisation and site promotion services (social media advertising) are desired an agreement for said services can be requested. Sam’s Websites encourages all commercial Clients to use Site Promotion (social media) advertising services.
10. Work Schedule and Completion Date:
Sam’s Websites will submit a First Mockup Draft of the web site no later than twenty (20) business days after Sam’s Websites acknowledges receipt of the signed agreement in writing, along with down payment and initial direction from the Client, unless otherwise stated in the Website Development Proposal..
The Client will provide Sam’s Websites with all the data and content needed to complete the website, including text, company logo, email address/es and photos. Any time taken by the Client to provide information, or any other action or omission taken by the Client that results in a delay to Sam’s Websites undertaking works under this contract, should not be included in any timeframe agreed to under this contract. Upon completion of this stage, the Client will be asked to confirm acceptance for the basic site design via e-mail or by signing a printed copy of the design and emailing to Sam’s Websites or by another method and format agreed to previously between the parties in writing. Once this acceptance is received from the Client, the work necessary to complete the project will continue.
Upon completion of the web site, an e-mail or letter and invoice will be sent to the Client advising the Client that the work has been completed. The Client will supply written approval through email of the completion of development works. After contract has been paid in full, the website site will then be uploaded to Sam’s Websites hosting company and Client Domain will be connected, unless another agreement has otherwise stated in a written agreement between parties.
11. Maintenance Grace Period:
This agreement includes minor web page maintenance to regular web pages (not store product pages) over a two-week period, including updating links and making minor changes to a sentence or paragraph. It does not include significant changes to text. The two-week maintenance period commences upon the date the invoice is paid in full.
Changes requested by the Client beyond those limits will be billed at an hourly rate specified by Sam’s Websites, unless included in the package update service. This rate shall also apply toward additional work authorised beyond the maximums specified above for such services as: general internet orientation education, marketing consulting, web page design, editing, modifying product pages and databases in an online store, page art, photography and graphics services.
12. Extended Maintenance Contracts:
On-going costs start at $55.00 per month via direct debit unless another form of payment has been agreed upon such as a lump sum yearly payment. This will be renewed with a new contract.
13. Copyrights and Trademarks:
The Client represents to Sam’s Websites and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Sam’s Websites 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 Sam’s Websites from any claim or suit arising from the use of such elements furnished by the Client.
14. Assignment of Project:
Sam’s Websites reserves the right to assign certain subcontractors to this project to ensure the right fit for the job as well as on-time completion. Sam’s Websites warrants all work completed by subcontractors for this project. When subcontracting is required, Sam’s Websites will only use industry recognised professionals.
15. Warranties and Liability:
The Client agrees that any material submitted for publication will not contain anything leading to an abusive or unethical use of the Web Hosting Service, the Host Server or Sam’s Websites. Abusive and unethical materials and uses include, but are not limited to, pornography, obscenity, nudity, violations of privacy, computer viruses, harassment, any illegal activity, spamming, advocacy of an illegal activity, and any infringement of privacy. The Client hereby agrees to indemnify and hold harmless Sam’s Websites from any claim resulting from the Client's publication of material or use of those materials.
It is also understood that Sam’s Websites will not publish information over the Internet which may be used by one party to harm another. Sam’s Websites will not develop a pornographic or torrent website for the Client. Sam’s Websites reserves the right to determine what is and is not pornography.
Sam’s Websites is not to be held responsible for occasional downtime of email or website due to line interruptions and/or other instances beyond Sam’s Websites control.
The Client agrees that it shall defend, indemnify, save and hold Sam’s Websites harmless from any and all demands, liabilities, losses, costs and claims, including reasonable legal fees associated with Sam’s Websites development of the Client's web site. This includes liabilities asserted against Sam’s Websites, its subcontractors, its agents, its 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 the Client, its agents, or employees.
The Client also agrees to defend, indemnify and hold harmless Sam’s Websites against Liabilities arising out of any injury to person or property caused by any products or services sold or otherwise distributed over the Client's web site. This includes infringing on the proprietary rights of a third party, copyright infringement, and delivering any defective product or misinformation which is detrimental to another person, organisation, or business.
17. Rights upon Termination of Agreement:
Sam’s Websites shall transfer, assign and make available to the Client all property and materials in Sam’s Websites possession or subject to Sam’s Websites control that are the property of Client, subject to payment in full of amounts due pursuant to this Agreement
Sam’s Websites agrees to provide reasonable cooperation in arranging for the transfer or approval of third party's interest in all contracts, agreements and other arrangements with advertising media, suppliers, talent and others not then utilised, and all rights and claims thereto and therein, following appropriate release from the obligations therein.
In the event the Client terminates this contract by registered letter (before First Mock Up Draft), 50% of down payment will be refunded. If, at the time of the request for refund, work has been completed beyond the amount covered by the initial payment, the Client shall be liable to pay for all work completed at the hourly rate. No portion of this initial payment will be refunded unless written application is made within 30 days of signing this contract. Refund request must be submitted by registered letter to Sam’s Websites nominated postal address.
18. Laws Affecting Electronic Commerce:
From time to time governments enact laws and levy taxes and tariffs affecting Internet electronic commerce. The Client agrees that they (Client) is solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend Sam’s Websites and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the Client’s exercise of Internet electronic commerce.
19. Ownership to Web Pages and Graphics:
Copyright to the finished assembled work of web pages and graphics produced by Sam’s Websites remain the property of Sam’s Websites. This ownership does not include photos, graphics, work-up files, text, and any other content received from the Client or other parties on behalf of the Client for completion of this project.
Rights to other photos, graphics, and computer programs are specifically not transferred to the Client, and remain the property of their respective owners. Sam’s Websites and its subcontractors retain the right to display all designs as examples of their work in their respective portfolios.
Any disputes arising from this contract will be litigated or arbitrated in Darwin, Northern Territory of Australia. This agreement shall be governed and construed in accordance with the laws of the Northern Territory, Australia.
All undersigned parties to this agreement hereby agree to the terms, conditions and stipulations of this agreement on behalf of his or her organisation or business. This Agreement constitutes the entire understanding of both parties. Any changes or modification thereto must be in writing and signed by both parties.
21. Payment of Fees:
A minimum deposit of fifty percent (50%) is required to commence work.
Fees to Sam’s Websites are due and payable on the following schedule: 50% upon signing of contract, and remaining 50% after site is completed and approved but prior to connection of domain / publishing to the internet. Any additional costs incurred during development will be invoiced at the completion of the web site.
Advertising the pages to Web Search Engines and Registration of Domain occur only after the final payment is made. All payments will be made in Australian Dollar (AUD) currency.
Sam’s Websites reserves the right to remove web pages from viewing on the Internet until final payment is made. This also refers to maintenance payments. If a payment delay is anticipated, please contact Sam’s Websites immediately for an alternative arrangement. In case collection proves necessary, the Client agrees to pay all fees incurred by that process. This agreement becomes effective only when signed by Sam’s Websites. Regardless of the place of signing of this agreement, the Client agrees that for purposes of venue, this contract was entered into in the Northern Territory of Australia, and any dispute will be litigated or arbitrated in the Northern Territory of Australia.
22. Sole Agreement:
The agreement contained in this "Website Development Contract" constitutes the sole agreement between Sam’s Websites and the Client regarding this website. Any additional work not specified in this contract must be authorised by a written change order (update request). All prices specified will be honored for 30 days after both parties sign this contract. Continued services after that time will require a new agreement.
This agreement constitutes the entire understanding of Sam’s Websites and Client. This agreement terminates and supersedes all prior understanding or agreements on the subject matter hereof. Any changes or modification thereto must be in writing and signed by both parties.