All services provided by Northwest Web Construction Company to the Customer/Client are subject to the following terms and conditions.
1. Customer/Client Acceptance: By using the services of Northwest Web Construction Company you agree to these terms and conditions.
2. Development & Maintenance Charges: Charges for services will be provided by Northwest Web Construction Company and are defined in the initial "Scope of Services agreement". All Web site design services require an advance payment of 50% for all web development costs and 100% down payment for Hosting and Domain registration costs per the "Scope of Services" total before any work is supplied to the Customer. The remainder of the invoice total will be due upon completion of the work or per payment schedule of "Scope of Services agreement". Northwest Web Construction Company reserves the right to change the rates for ongoing maintenance and development services with ten (10) days advance notification to the Customer/Client.
3. Customer/Client Review: Northwest Web Construction Company will provide the Customer with an opportunity to review the appearance and content of Web site materials once they are completed. Such materials will be deemed to be accepted and approved by Customer unless the Customer notifies Northwest Web Construction Company otherwise within ten (10) days of the date the materials are made available to the Customer.
4. Payments: Invoices will be provided by Northwest Web Construction Company upon completion of the work for Web site design services and maintenance services. Invoices are due upon receipt, but no later than 2 weeks following the invoice date. Accounts that remain unpaid thirty (30) days after the date of the invoice will be assessed a service charge in the amount of one and one-half percent (1.5%) per month of the total amount due.
Northwest Web Construction Company reserves the right to suspend any site when payments are 5 days past due on invoice due date for any ongoing maintenance or modifications. Continued delinquent payments will result in your account being set to payment must be received prior to any additional work being completed, as is subject to best estimate. Acceptable payments for services are by cash, check or money order, and should be remitted to Northwest Web Construction Company, P.O. Box 5822, Vancouver, WA 98668.
5. Default: Accounts unpaid five (5) days after the invoice due date will be considered in default. If the Customer in default maintains any information or files on Northwest Web Construction Company servers or any third party servers, Northwest Web Construction Company will, at its discretion, remove all such material. Any Customer/Client in default of paying invoices will be charged a restore fee of their Web site. This restore fee will be billed @ $75.00/HR for uploading of site's images, programming and textural content. Removal of such material does not relieve the Customer of the obligation to pay any outstanding charges assessed to the Customer's account. Checks returned for insufficient funds will be assessed a return charge of $35 and the Customer's account will immediately be considered to be in default until full payment is received. Customers with accounts in default agree to pay Northwest Web Construction Company reasonable expenses, including attorney fees and costs for collection by third-party agencies, incurred by Northwest Web Construction Company in enforcing these Terms and Conditions.
6. Termination: Termination of services by the Customer must be requested in a written notice and will be effective on receipt of such notice. Email or telephone requests for termination of services will not be honored until and unless confirmed in writing. The Customer will be invoiced for design work completed to the date of first notice of cancellation for payment in full within ten (10) days.
7. Standard Content Delivery: Unless otherwise specified in the Scope of Services Agreement, this Agreement assumes that all text will be provided by the Customer, already proofed and edited, in electronic format, delivered to our office either via email, parcel or physically, on a disk or flash drive, saved in .txt, .wpd, .doc or .docx format. All graphics and photographs must also be provided in high resolution and delivered to our office either via email, parcel or physically, saved in .jpg, .gif, .tif or preferably in .png-24 transparent format. Scanning of images are not included in normal development costs and will be billed at our regular hourly rate. Additional expenses may be incurred and will be invoiced accordingly for corrective work, conversion of media or outside facility charges. Any research or time spent to gain access to materials, including, but not limited to, templates, photographs, graphics, text content or links, are not included in normal development costs and will be billed at our regular hourly rate. Use of NWWCC's stock photos will be an additional cost of $40.00, minimum, per photo. Any additional costs incurred for supplies and/or outside services are the full responsibility of the customer and will be billed separately. Any additional services provided by NWWCC, which are not included in the initial agreement, will be billed at our regular hourly rates, plus direct expenses. Our current regular hourly rate for basic web site development and related services is $75, per hour. Rates for special programming services are available upon request. All rates are subject to change without notice. Although every reasonable attempt shall be made by Northwest Web Construction Company to return to the Customer any images or printed material provided for use in creation of the Customer's Web site, such return cannot be guaranteed.
8. Design Credit: A link to Northwest Web Construction Company will appear in small type or as a small logo at the bottom of the Web sites pages of the Customer's Web site.
9. Access Requirements: If the Customer's Web site is to be installed on a third-party server, Northwest Web Construction Company must be granted read/write access to the Customer's storage directories, and those directories must be accessible via FTP. Depending on the specific nature of the project, other resources might also need to be configured on the server to allow NWWCC access.
10. Right To Pull: By using the services of Northwest Web Construction Company, the Customer agrees to give Northwest Web Construction Company "on demand" access to the Customer's installed Web site, and further agrees that Northwest Web Construction Company shall have the right to remove that site from public posting for failure to adhere to the terms of this Agreement, including violation of any licensing agreements or failure to pay fees duly assessed. Northwest Web Construction Company has the right to refuse service to anyone, or continue service with a current client for any reason. The Right To Pull clause includes all hosting and email accounts.
11. Post-Placement Alterations: Northwest Web Construction Company cannot accept responsibility for any alterations caused by a third party occurring to the Customer's pages once installed. Such alterations include, but are not limited to additions, modifications, or deletions.
12. Indemnity: The Customer agrees to indemnify and hold harmless Northwest Web Construction Company from any and all claims resulting from the Customer's use of Northwest Web Construction Company services which cause damage to the Customer or a third party.
13. Disclaimer: Northwest Web Construction Company makes no warranties of any kind, whether express or implied, for the services it provides. Northwest Web Construction Company also disclaims any warranty of merchantability or fitness for a particular purpose. Northwest Web Construction Company will not be responsible for any direct, indirect or consequential damages which may result from the use of its services including loss of data resulting from delays, non-delivery or interruption in service. The Customer acknowledges and agrees that Northwest Web Construction Company cannot guarantee the absence of service interruptions caused by Acts of God or other circumstances beyond its control including, but not limited to, telecommunications problems.
14. Dispute Resolution: (A) Notice required. A party shall provide seven (7) days prior written notice, stating all claims (or defenses) in reasonable detail, to provide a reasonable opportunity to cure. (B) Initiating mediation/arbitration. If the parties cannot resolve the asserted claim or defense within fourteen (14) business days, either party may initiate mediation/arbitration simply by giving reasonable notice. If the parties cannot reach an agreement on who should serve as mediator/arbitrator, either party may petition a court of competent jurisdiction to appoint a person who is willing and able to serve as combined Mediator/Arbitrator. (C) Mediation phase. The parties shall first make a good faith attempt to resolve all the disputes through mediation within sixty (60) days of the first meeting. The Mediator/Arbitrator may declare an impasse, and proceed to arbitration. (D) Arbitration phase. If the Mediator/Arbitrator believes no additional hearing would be useful, the Mediator/Arbitrator is authorized to decide the dispute without further hearing. (E) Determination within 120 days. As a condition of employment, the Mediator/Arbitrator shall agree to make a determination of the dispute within 120 days of appointment, which shall be a final and binding award, and judgment may be entered thereon, pursuant to ORS 36.300 etseq. (F) Temporary injunctive relief no bar to mediation/arbitration. A party may seek temporary injunctive relief, if necessary, to preserve, protect or enforce the terms of this agreement. The parties shall thereafter resolve all issues by Mediation or Arbitration, including whether to continue any temporary injunction or grant permanent relief. Mediation/Arbitration will take place in Vancouver, Washington.