Service Agreement

1. Definitions

  1. "Design" is the utilization of a graphic designer of for the development of visual direction or visual design. This includes color theory, use of lines, use of texture, and other means necessary for maximum visual impact.
  2. "Database Administration” includes information level and physical level database design, UML, Entity Relationship Diagrams (ERD), SQL tuning, data definition language & data manipulation language.
  3. "Hosting" involves activities such as analyzing web stats, domain name registration, domain name transfers, or researching hosting companies.
  4. "Maintenance Service Fee" shall mean a rate paid by the client for website maintenance and maintenance related support. This fee is paid monthly.
  5. "Meeting" face-to-face or phone time that is organized and structured and typically includes an agenda.
  6. “Programming” is the use of a programmer using server-side scripting languages to add advanced features and functionality to a web project.
  7. "Project Management" is the defining, planning, scheduling, and controlling of the tasks that must be completed to reach your goal and the allocation of the resources to perform those tasks. Project Management involves balancing the tradeoffs between time, cost & scope to create the best possible end product.
  8. "Quality Assurance (QA)" is ensuring that expected outcomes match actual outcomes. Testing may include ad-hoc testing, creating test cases and browser compatibility.
  9. "Rush Fee" can be utilized if work needs to be executed faster than the response time stated in the level of maintenance contract. This fee is the stated fee regardless of the type of work performed.
  10. "Research" occasionally clients request integration with existing technologies or third party applications, but aren’t sure about the ramifications to their current web site. This billable type is used to investigate solutions, install demo programs, and analyze software to make the best possible solution.
  11. "Site Strategy" or "Website Planning" involves analyzing business goals for a site and coming up with an effective plan to achieve those goals. Site Strategy is the thinking and planning that all other aspects of the site follow.
  12. "Software" shall mean any artwork, programs, procedures, rules, and any associated documentation pertaining to the operation of a website. For example a website, Content Management System, 3rd party applications like Forums, Blogs etc.
  13. "System Administration" involves activities performed by a system administrator (or "admin", "sysadmin", "site admin") such as configuring servers, installing Operating Systems or modules, implementing redundancy schemes, monitoring security configuration, monitoring disk space and other resource use, performing backups, and setting up new hardware and software.
  14. "Website Maintenance" shall mean basic website changes and additions and does not including Server Side Scripting or Database modifications.

2. Term

The term of this agreement is a (1) one-month term. The renewal term will automatically start once the term has lapsed unless termination has been received.

3. Level of Service

3.1 Website Hosting

  1. We guarantee that our network will be available 99.9% of the time in any given month, excluding scheduled maintenance. This means that you should not experience network downtime of more than 43 minutes in any month counted from the first day of every month.
  2. Network uptime includes functioning of all network infrastructures, including routers, switches, firewall, and cabling.
  3. If network uptime is less than 99.9% (in other words downtime exceeds 43 minutes in a given month), we will credit you 5% of the base monthly fee for every 30 minutes of downtime (up to 100% of your monthly fee for the affected hosting package or Server).

3.2 Website Updates

  1. The service provider will respond to all maintenance requests from the client within 2 business days, via email or phone, with a confirmation that the request was received, and an estimated completion date for each action item in the request.
  2. Most work will be completed within this time frame, this is mostly precautionary.
  3. Any retainer time not used within a given month will expire. There is no rollover of time and no refunds or credits will be issued for expired time. Time not used is non-transferrable.

4. Exclusions

Copywriting and/or copy-editing are not considered as part of the design process and are billed in addition to the agreed-upon design fees. The client is encouraged to write copy for any and all website pages and other online promotional pieces. In the event that the client decides to write copy for the client website, all text will be provided to the service provider in “Microsoft Word”, PDF or plain text format and spell checked, for incorporation into the coding of the client website.

5. Payment & Fees

  1. All invoices are due upon presentation and must be paid via EFT or pre-arranged debit order.
  2. Recurring plans will be invoiced monthly and are due upon presentation.
  3. Any additional non-prepaid maintenance time charged will be billed monthly.
  4. Receipts will be sent to client upon bank approval and clearing.
  5. No discount is offered for early payment.
  6. In case collection proves necessary, the client agrees to pay all fees incurred by the service provider in that process.
  7. The service provider may discontinue or suspend service to the client until payment is made.
  8. The service provider reserves the right to increase any fees as set out in this Agreement by giving (30) thirty days’ prior written notice to take effect at the end of the notice period. In such an event, the client may terminate this Agreement before the end of the said notice period by a written notice to the service provider.

6. Termination

  1. This agreement can be terminated by giving (30) thirty days notice in writing to the service provider.
  2. Any outstanding fees must be paid in full before termination can take effect.

7. Amendments

The Level of your Website Maintenance Agreement can be modified by giving (30) thirty days’ notice in writing.

8. Copyright

  1. The client unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to the service provider for inclusion in the website 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 the service provider from any claim or suit arising from the use of such elements furnished by the client.
  2. All graphics, photos and text provided by the service provider are property of the service provider and may not be used in any media outside the single website without permission or transfer of rights specified in writing between the service provider and client.
  3. The service provider guarantees that they have received the proper rights and/or licenses for any text, graphics, photos, designs, trademarks or other artwork to be used on the web site. Use of 3rd party graphical element(s) may require a statement at the bottom of the web page acknowledging the source of the graphical element. It is agreed by both client and service provider that such statement shall remain on the website so long as the graphical element remains. Under no circumstances shall these elements be used in any other media or marketing outside the web site, unless the client receives direct authorization from the 3rd party. It is the responsibility of the client to make sure that required source acknowledgements are placed with appropriate elements.
  4. Copyright to the finished assembled work of individual website pages produced and designed by the service provider is owned by the service provider. This ownership is to include rights to the design, any photos or graphics supplied by the service provider, source code, and computer programs specifically designed for this web site. Upon full and final payment of this contract, the client is assigned copyright to use on a single website the design, graphics, and text contained in the finished assembled web site.
  5. The client agrees to the placement of a small link to at the bottom of their home page advising visitors that the site is created and/or maintained by the service provider. The link shall go to the service provider’s website home page or another page of the service provider choosing advising visitors about the service providers’ website design, development and maintenance services. The link shall stay in place while the client uses changes made by the service provider.

9. Indemnification

The client agrees that it shall defend, indemnify, save and hold the provider harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees, ("Liabilities") asserted against the service provider, 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, employee or assigns. The client agrees to defend, indemnify and hold harmless the service provider against Liabilities arising out of any injury to person or property caused by any products or services sold or otherwise distributed in connection with the service provider’s service, any material supplied by the client infringing on the proprietary rights of a third party, copyright infringement, and any defective product which the client has sold in the website design.

10. Liability

The service provider does not warrant that the client website will meet the client requirements or that the operation of the website will be uninterrupted or error-free. The entire risk as to the quality and performance of the website is with the client. In no event will the service provider be liable to the client 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 this website, even if the service provider has been advised of the possibility of such damages. In any event liability shall be limited to amount paid for service.

11. Contact Information

Website Maintenance service is available Monday through Friday 08:00 - 17:00 (GMT+2).

Telephone:
+27 (0) 86 1377 704

Fax:
+27 (0) 86 6314 837

Email:
info@artificial.studio