Standard Design + Development Terms and Conditions
1. STANDARD TERMS AND CONDITIONS
These are the standard terms and conditions for Website Design and Development and apply to all contracts and all work undertaken by Ketchum Killum & Wynn Creative for its clients.
2. OUR FEES AND DEPOSITS
100% of the total fee is payable under our proposal is due immediately upon you instructing us to proceed with the website design and development work, plus any associated fees if paying with credit card or PayPal. All work is not refundable if the development work has been started and you terminate the contract for any reason. Any and all customization work, app integrations, shipping configuration or migration projects are Non-Refundable.
3. SUPPLY OF MATERIALS
You must supply all materials and information required by us to complete the work in accordance with any agreed specification. Such materials may include, but are not limited to business credit card information, photographs, written copy, logos and other printed material. Where there is any delay in supplying these materials to us which leads to a delay in the completion of work, we have the right to extend any previously agreed deadlines by a reasonable amount. Where you fail to supply materials, and that prevents the progress of the work, we have the right to invoice you for any part or parts of the work already completed.
We are pleased to offer you the opportunity to make revisions to the design. However, we have the right to limit the number of design proposals to 2 and will charge for additional designs if you make a change to the original design specification. Our website development phase is flexible and allows certain variations to the original specification. However any major deviation from the specification will be charged at the rate of $200.00 USD per hour.
5. PROJECT DELAYS AND CLIENT LIABILITY
Any time frames or estimates that we give are contingent upon your full co-operation and complete and final content in photography for the work pages. During development there is a certain amount of feedback required in order to progress to subsequent phases. It is required that a single point of contact be appointed from your side and be made available on a daily basis in order to expedite the feedback process. Please make note that if, for any reason, we don’t receive any communication from you lasting more than 10 calendar days, we will assume you have abandoned this project, we can elect to treat this contract as at an end and no money will be refunded.
6. APPROVAL OF WORK
On completion of the work you will be notified and have the opportunity to review it. You must notify us in writing of any unsatisfactory points within 7 days of such notification. Any of the work which has not been reported in writing to us as unsatisfactory within the 7-day review period will be deemed to have been approved. Once approved, or deemed approved, work cannot subsequently be rejected and the contract will be deemed to have been completed. Only 2 rounds of edits will be allowed per project. All other edits needed will be invoiced at $90 USD an hour.
7. REJECTED WORK
If you reject any of our work within the 7-day review period, or not approve subsequent work performed by us to remedy any points recorded as being unsatisfactory, and we, acting reasonably, consider that you have been unreasonable in any rejection of the work, we can elect to treat this contract as at an end. 8. PAYMENTS
Upon completion of the 2-day review period, we will invoice you for any remaining balances on the project, if any exist. Payment milestone must be adhered to. If you have any balance that has gone unpaid for more that 30 days, we will send it to collections, regardless if we’re still working on your project. A late fee of 10% per month will be applied to all outstanding balances.
9. WARRANTY BY YOU AS TO OWNERSHIP OF INTELLECTUAL PROPERTY RIGHTS
You must obtain all necessary permissions and authorities in respect of the use of all copy, graphic images, registered company logos, names and trade marks, or any other material that you supply to us to include in your website or web applications. You must indemnify us and hold us harmless from any claims or legal actions related to the content of your website.
At the end of the development project and both parties sign off on completion, we grant to you the license for the theme used to create the website and its related software and contents for the life of the website. If you need additional support, you, the website owner will be obligated to pay for any and all support from the theme developer.
11. SEARCH ENGINES and SITE SPEED
We do not guarantee any specific position in search engine results for your website. We perform basic search engine optimization along with JSON Schema SEO according to current best practice. Any position you had in search engines (Google, Bing, etc) will change due to the changes made creating a new website. You agree that we will not be held responsible for any lost revenue as a result of any work performed. You also agree that we will not be held responsible for any loss of site speed or load time results. Many factors are involved in managing website speed and load times. You must indemnify us and hold us harmless from any claims or legal actions related to the content load times of your website.
12. CONSEQUENTIAL LOSS
We shall not be liable for any loss or damage which you may suffer which is in any way attributable to any delay in performance or completion of our contract, however that delay arises.
To the full extent permitted by law, all terms, conditions, warranties, undertakings, inducements or representations whether express, implied, statutory or otherwise (other than the express provisions of these terms and conditions) relating in any way to the services we provide to you are excluded. Without limiting the above, to the extent permitted by law, any liability of Ketchum Killum & Wynn Creative under any term, condition, warranty or representation that by law cannot be excluded is, where permitted by law, limited at our option to the replacement, re-repair or re-supply of the services or the payment of the cost of the services that we were contracted to perform.
We reserve the right to subcontract any services that we have agreed to perform for you as we see fit.
15. REVIEW & ANALYSIS
If we provide a review & analysis of your website, the total cost of the written review is non-refundable. We will find deficiencies with your current website and that, in turn, might upset you as a site owner. We are not responsible for any deficiencies we find and bring to your attention. As a bonus, If you use Ketchum, Killum & Wynn for any of the recommended website updates / edits found in your report, the entire cost of the review & analysis will be used a credit for the overall project cost.
16. ADDITIONAL EXPENSES
You agree to reimburse us for any requested expenses which do not form part of our proposal including but not limited to the purchase of templates, third party software, stock photographs, fonts, domain name registration, web hosting, transaction fees, or comparable expenses.
You are responsible for maintaining your own backups with respect to your website and we will not be liable for restoring any client data or client websites except to the extent that such data loss arises out of a negligent act or omission by us.
18. DOMAIN NAMES, WEB HOSTING, EMAIL ACCOUNTS
We will supply to you account credentials for domain name registration and/or web hosting that we purchased on your behalf when you reimburse us for any expenses that we have incurred. If we need to adjust / edit or change any domain A records, TXT files, MX records, CNAMES, we will not be held responsible for any loss of revenue, emails or business resulting in the changes above.
19. GOVERNING LAW
The agreement constituted by these terms and conditions and any proposal will be construed according to and is governed by the laws of Canada. You and Ketchum Killum & Wynn Creative submit to the non-exclusive jurisdiction of the courts in and of Canada in relation to any dispute arising under these terms and conditions or in relation to any services we perform for you.
20. CROSS BROWSER COMPATIBILITY
By using current versions of well supported ecommerce content management systems such as “Shopify”, we endeavour to ensure that the web sites we create are compatible with the most recent version of Chrome only. Third party extensions, where used, may not have the same level of support for all browsers.
Please note that with any page translation or language changing app the products cannot be translated on the checkout page and in your notifications and will always show up in your base language for those sections. Custom shipping/payment texts cannot be translated on the checkout page either. It is the business owners responsibility to check the accuracy of all translations within your website.
You are responsible for complying with all relevant laws relating to e-commerce, and to the full extent permitted by law will hold harmless, protect, and defend and indemnify Ketchum Killum & Wynn Creative and its subcontractors from any claim, penalty, tax, tariff loss or damage arising from your or your clients’ use of Internet electronic commerce.
We offer post launch support outlined in the deliverables list. Support is based on realistic expectations. If you need help or support with any aspect of the website please email us your support request and we will due our best to respond and address your support query within 24 to 48 hours. Support does not include “On-Call” support - meaning calling or texting repeatedly throughout the work day, weekends, or holidays is not included in our support agreement. If you or your team changed / edited / broken / messed up your website and you want us to immediately FIX the issue, there will be a $200 USD per hour charge paid in advance before work is started.
24. CONFIDENTIALLY / NON-DISCLOSURE AGREEMENT
We (and any subcontractors we engage) agree that we will not at any time disclose any of your confidential information to any third party. In short; neither of us will share any confidential information about each-other, by any means, with anyone else.