I will always do my best to fulfill your needs and meet your expectations, but it’s important to have things written down so that we both know what’s what, who is responsible for what and should do what and when, and lastly, what will happen if something goes wrong. I have no desire to trick you into agreeing to something that you might later regret. What I do want is what’s best for both parties.
So here we go –
By purchasing any services from Carolyn Yalin, you agree to the Terms of Service stated below.
The email you (“the Client”) received with your Proposal attached will serve as what Carolyn Yalin (“I”, “me”, “The Company”) notes as “your Proposal” throughout the entire process. The Proposal itself will be effective only for the period of time listed under the validity date found on the Proposal itself. If Carolyn Yalin receives an email from you after the validity date has expired, another proposal may be drafted and emailed to you for approval. Once signed, Carolyn Yalin’s Proposal Acceptance Agreement, will serve as a binding contract between you and Carolyn Yalin in conjunction with the Proposal itself, along side the Terms of Service Agreement. Pricing and terms of each Proposal are subject to change anytime after the validity date has expired.
Carolyn Yalin prefers email correspondence for all projects, but may introduce FreedCamp, a free project management tool, if deemed necessary. Carolyn Yalin does not accept any type of questions, or troubleshooting about current or past projects made via Social Media.
It is imperative that you, the Client, return all correspondence with detailed, constructive feedback within 5 business days to keep all projects moving forward smoothly. In the event, there is no response within 5 business days, Carolyn Yalin reserves the right to bill you for any additional fees incurred. Additionally, if there is no response within 15 business days, Carolyn Yalin reserves the right to terminate the Agreement and bill any unpaid balances, if any, at that point. Payments made towards the project(s) as described in the Proposal will be used as a kill fee in order to compensate Carolyn Yalin’s time and expenses in the event the Agreement has been terminated.
(b) Project Initiation
Once a project has begun and you have acknowledged either by digital signature, visiting Carolyn Yalin’s website and/or on Carolyn Yalin’s forms that you have read, understand, agreed to Carolyn Yalin’s Terms of Service Agreement; you, the Client, will be held to all standards set in the Agreement, as well as any and all legal fees necessitated to resolve any dispute that may arise at no fault of Carolyn Yalin.
The Client is responsible to back up a full copy of their original website, including but not limited to, templates and widgets or plugins.
(c) Browser testing
The landscape of Web browsers and devices changes regularly and my approach is to look forward, not back. With that in mind I will test all of my markup and CSS in current versions of major desktop browsers. We will also test that these templates perform well on an iPhone and iPad, although layouts and features specific to those devices are not included unless otherwise specified in your project documentation.
We will test your site in the latest versions of:
– Microsoft Internet Explorer (on a PC),
– Apple’s Safari (on a Mac),
– Mozilla Firefox (on both Mac and PC)
– Google Chrome (on both Mac and PC), and
– Safari on the latest version of iOS available for iPhone 6 and iPad
If you need us to consider older browsers, I will charge you at my hourly rate for any necessary additional design work, development and testing.
(d) Content Development & Entry
I am not responsible for writing any text copy nor am I responsible for inputting any text copy beyond the copy that is necessary, in my sole discretion, to create and develop the layout and design for the Project. By way of example, if I am creating a photo gallery for you that contains 100 images, I may enter 5 or 10 images to create, test and finalize the layout and development of your site while you will be responsible for inputting the remaining photos to complete the gallery. You will supply all necessary photographs in digital format at a resolution appropriate for the Project (I will help you figure out what this means for your project). Any time I spend searching for appropriate photographs or resizing photographs will be charged at $50 per hour (with advance notice and approval by you).
As stated previously, I will enter only the photographs necessary to code and test functionality, you are responsible for populating the rest of the media content of the site (including image galleries).
As discussed more fully below in Section (i), you shall possess full legal rights of ownership or usage (pursuant to a licensing agreement or a free usage agreement) to all of the text, photographs or other images that you provide for the Project.
(e) Changes and revisions
I know from plenty of experience that fixed-price contracts sometimes limit you to your first idea about how something might work. I don’t want to limit either your options, or your opportunities to change your mind.
The quoted price for your Project stated at the beginning of this agreement is based on the amount of time that I estimate I’ll need to accomplish everything that you have told me you want to achieve for the Project. If you do want me to add to that list, or change that list, like adding extra pages or changing templates or even adding new functionality, that won’t be a problem. You will be charged $50 per hour for the additional work.
I require that you put all requests in writing so I can keep track of changes. In the event that the proposed changes represent an increase of 30% or more from the originally quoted price, I may, in my sole discretion, require a new payment schedule or additional payments to be made prior to the final payment which is payable at the completion of the Project
Any changes to the substance of the code within the files must be approved in writing, with the exception of code that I deem to be simple CSS changes done via a WordPress plugin.
Additionally, if the scope of the Project is altered significantly, I reserve the right, in my sole discretion, to amend the launch date to accommodate the changes to the Project.
You have 10 days from the completion of the Project to report any bugs or issues to Carolyn Yalin. I agree to resolve any bugs or issues related to the original coding of the site for no additional charge within 7 days; bugs or issues unrelated to the original coding (e.g. introduced by a site administrator or introduced as a new revision), or reported after 10 days, will be invoiced at my regular hourly rates.
Ongoing patches, backups, maintenance, security, and development work are NOT covered under this agreement. If you require such a service I recommend Road Warrior Creative.
(f) Ongoing Support, Security, and Plugins
While I will implement general best practices for site security, and will provide you with information about how you can do the same, ultimately you are responsible for the ongoing security of your website.
I am not responsible for hacked or otherwise damaged websites and I will not be liable to you or any third party for any damages arising out of, or in connection with a hacked or otherwise damaged website, including lost profits, lost savings or other incidental, consequential or special damages. Any cleanup or other work as a result of a hacked or otherwise damaged website will incur my regular hourly fees and rush fees.
Every effort will be made to ensure your website works with the plugins I have installed for you. I am not responsible for faulty, or incompatible third party plugins that you may choose to install. Nor can I guarantee future releases (updates) of plugins will continue to work and be compatible with your website.
(g) Hosting and Domain Registration
I am neither a web hosting company nor am I a domain registration company and so I do not offer or include technical support for web hosting, domain registration, email, or other services relating to web site hosting or registration (although I will do my best to point you to solutions and information should you need assistance). If you require such a service I recommend Road Warrior Creative.
(h) Technical support
I do not offer or include technical support for issues or problems with your computer or installed computer software such as desktop email programs.
While I will do my best to guide you in setting up email accounts for your domain and website, I do not guarantee uninterrupted email service should changes become necessary to your domain, setting, or email provider or services.
Excessive time spent working or consulting on email setup and troubleshooting will be billed at an hourly rate of $50. I will not complete work of this nature without your prior approval.
(i) Intellectual Property
You represent and warrant to me that any and all elements of text, graphics, photos, designs, trademarks, or other artwork that you provide me for inclusion in the web site are either owned by you, or that you have permission to use them. In the event that you are using an element of text, graphics, photos, designs, trademarks, or other artwork that is licensed to you from the owner, please provide me with a copy of the documentation granting such permission from the owner.
I love to show off my work and share what I have learned with other people, so I reserve the right to display and link to your completed project as part of our Company’s portfolio and to write about the Project on web sites, in magazine articles and in books about web design and/or development.
I may, at my discretion, include a small footer credit on the sites that I code containing a link to my site and one of the following sets of wording:
Customization By Carolyn Yalin or CY Creative or Carolyn Yalin Creative
Designed By Carolyn Yalin or CY Creative or Carolyn Yalin Creative
The style and design of the credit included will be chosen by mutual agreement between you, and Carolyn Yalin in order to complement the style and design of the Project.
In exchange for a fee of $500, you may omit the credit entirely.
I am sure you understand how important it is as a small business that you pay the invoices that I send you promptly. You agree to stick tightly to the following payment schedule.
First payment (deposit) due immediately.
Final payment due upon completion of development.
I consider development complete when all coding work on your theme or template is complete. This is often, but not always, when the site launches.
Coding may be complete before your site launches and/ or before your domain name is directed to your site in situations where you are not finished with content, want to wait to launch, or are adding to the scope of the project. Once the template or theme is complete to the agreed upon project scope, final payment is due. Payment may be due before the site is launched, as in the situations described above.
Any changes or additions to the project scope totaling under 30% of the originally quoted price for the Project will be added to the final project payment. Changes or additions totaling more than 30% of the amount originally quoted for the Project will be billed to you as an additional installment payment due before the final payment.
Payments are due immediately upon the provision of the invoice; delays in payment may cause delays in the project schedule as I do not begin work until any deposit or subsequent required payment is received. Payments that are not received within 14 days of the original due date will incur a late fee of 10% of the amount due for every 14 days they are late.
Because you are paying for my time and expertise, payments will not be refunded once work has begun, except in my sole discretion. Any funds that are returned will be for work that has not yet been created. I will not refund any amounts for time that I have spent on the Project.
I accept payments via PayPal and all payments must clear before work can begin or is released.
(l)Installation and Launch
I will ask you for approval of the test site before installation and at that point there will be no more revisions made to the design during, or after installation.
Your site will be ‘under construction’ for several hours while Carolyn Yalin installs the new design. We can decide together what will be the best time for installation. On occasion, certain existing widgets or plugins will not work with your new design. You agree to not hold Carolyn Yalin liable for any loss or damage to your site or website content during the installation of your design, or any time after installation.
You also agree that once final(s) have been released, distributed, reviewed and signed off, by you that Carolyn Yalin no longer holds any responsibility for any/all errors and will not be held responsible for any errors once a project has been sent to print, been published, distributed, displayed, etc. in any way. You, the Client, also acknowledge that you will incur any/all costs to remedy the error in any manner at no fault of Carolyn Yalin.
Once you have signed off on a project, Carolyn Yalin considers the project to be in full working order and complete. In addition, if the Client does not respond or complete the sign-off agreement within 10 business days of the request or last communication with said Client, Carolyn Yalin will consider the project to be in full working order and complete, at no fault of Carolyn Yalin.
Any changes or revisions requested and made after project completion and sign-off will be billed at Carolyn Yalin’s current hourly rate.
All digital signatures made to online agreements signed by you, the Client, are considered legally binding.
LEGAL STUFF AND LIABILITY
The completed services are provided “as is” once the service has been paid in full and all assets have been delivered. In no event shall Carolyn Yalin be liable for any damages (including, without limitation, damages for loss of data or profit, or due to business interruption) arising out of the use or inability to use the materials and services provided by Carolyn Yalin, even if Carolyn Yalin, or an authorized representative has been notified orally, or in writing of the occurrence, or possibility of such damage.
Carolyn Yalin makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties including, but without limitation: implied warranties or conditions of merchantability.
I do not guarantee that the functions contained in any web page templates or in a completed web site will remain error-free forever. The Company will not be liable to you or any third party for any damages arising out of or in connection with the project, including lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate this web site and any other web pages, even if you have advised us of the possibilities of such damages.
If any provision of this agreement shall be declared by any court to be null, unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.
In the event that the text content, photographs and other data that you provided is not owned by you and you expressly or impliedly claimed that you either owned the text content, photographs or other data that you provided to us, you agree to pay all costs, expenses and fees that I may incur that are associated with any claims or disputes that may arise as a result of your lack of ownership and/or permission to use the text content, photographs and other data. You agree to fully indemnify us in the event that any type of dispute arises regarding ownership or permission to use the text content, photographs and other data you provided.
In the event that working together is not working for us, either party may terminate this agreement by providing 5 days’ written notice to the other (non-terminating) party. In the event that you terminate this contract, you will be responsible for payment of all outstanding balances for all worked performed prior to termination. Ownership of all the work created in contemplation of the Project’s completion will vest in the same manner as if the Project had been completed and as more fully described in Section (i) (Intellectual Property).
Carolyn Yalin respects the privacy of your personal & confidential information at all times.
The Client agree to provide Carolyn Yalin access usernames and passwords to any hosting, domain account, and site account for installing and updating the web products as needed. This information only be used for the purpose of completing your project.
Carolyn Yalin takes extreme caution to keep the information shared with Carolyn Yalin for billing & project set-up/installation purposes private & secure.
At no time will any information from past or present clients given to Carolyn Yalin for billing & project set-up/installation, by the Client, be shared or sold for any reason.
In the event, any of Carolyn Yalin’s accounts or personal property is hacked or stolen, you will be notified immediately. You agree to not hold Carolyn Yalin responsible for loss of information. In addition, any dispute filed against Carolyn Yalin by you, the Client, as a result of a privacy issue will be held to all standards set in the Agreement, as well as any and all legal fees necessitated to resolve any dispute that may arise at no fault of Carolyn Yalin.
Email subscription lists will not be shared or sold for any reason.
THE “SMALL” PRINT
Just like a parking ticket, you can’t transfer these terms to anyone else without written permission from me. Although the language is simple, the intentions are serious and these terms are in legal standing.
This document embodies the entire agreement and understanding between us with respect to the project.
This document may only be amended in writing that is signed by both of us.
If there is a time where Carolyn Yalin excuses a breach of any of the provisions of this agreement (like accepts a late payment without charging a late fee), such an excuse will not be deemed to be or construed as a continuing allowance of such a breach.
Terms of Service Agreement subject to change at any time without notice, at Carolyn Yalin’s discretion. If you have any questions about these terms please contact Carolyn Yalin: carolynyalin (at) gmail.com