Web Site/Graphic Design Project Agreement & Terms


1. Authorization

You the Client (hereinafter referred to as "Client") is engaging Web Designs Online LLC or Web Designs Online  as an independent contractor for the specific purpose of designing a World Wide Web site, or graphically designed elemt herein after referred to as "Design Project", to be provided to the client as a pdf or otherwise reqeusted file type if a graphic designed elemet or if a web design project, to be published an Internet Service Provider (ISP)/Web Presence Provider (WPP) computer, herein after refer to as "Hosting Service".


Hosting Service: The Client hereby authorizes Web Designs Online and its designers, with "full access" to the hosting account, and any other programs needed for this Web Design Project that are included as part of the Client's service agreement/level.


2. Development.

This Design Project will be developed using Macromedia® Dreamweaver and other design software products that are solely upon the discretion of Web Designs Online LLC.


Website Compatibility - Designing a web site to fully work in multiple  standard browsers (and browser versions not including mobile browsers) can require considerable, extra effort. It could also involve creating multiple versions of code/pages.

While Web Designs Online will make reasonable efforts to design a fully-functional web site, Web Designs Online's warranty does not cover AOL, text-based browsers  or requested special effects or changes that we have advised you against.

For People with Disabilities – Web Designs Online's standard is to meet at least half the currently recommended guidelines for web site development. Without sacrificing quality and design, we try to ensure that the content and functions we build into our web sites are available to all visitors.


3. Assignment of Web Design Project.

Web Designs Online reserves the right, (and you hereby agree), to assign subcontractors, or specific vendors/ or software retailers to this  Design Project to insure that the terms of this agreement are met as well as on-time completion.


4. Copyrights and Trademarks.

The Client unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Web Designs Online or asked to be furnished by Web Designs Online for inclusion in the Design Project 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, indemnify and defend Web Designs Online LLC and its subcontractors from any liability (including attorney's fees and court costs), including any claim or suit, threatened or actual, arising from the use of such elements furnished by Web Designs Online or provided by the Client.


5. Web Site Maintenance (Webmaster Services).

Website maintenance (Webmaster Services) or performance enhancements to pages of your website are billed at $350 per month (with a 12-month commitment) which gives the client up to two hours of basic site maintenance. Any maintence that goes beyond two hours will be billed at the standard rate.

Basic site maintenance would include basic updates to verbiage (changing short sentences, simple wording modification or uploading images or pre-written verbiage to an existing gallery, blog, event or news sections. Site maintenance and webmaster services do not include back dating or uploading previously created content,  restructuring of pages, building additional pages, creating added features or anything outside the scope of what is considered basic maintenance.


6. Completion Date.

Web Designs Online and the Client must work together to complete the  Design Project in a timely manner. We agree to work expeditiously to complete the Design Project no later than 30 days after Client has submitted or relayed all necessary materials and information. If the Client does not supply Web Designs Online with complete, text graphics, links or content for this Design Project within 30 days of the effective date of their initial deposit or pre-payment for additional work, the entire deposit amount of the agreement or any payments made shall be retained by Web Designs Online as liquidated damages and the contract and all services, features, promotions or otherwise,  shall become null and void, at Web Designs Online's option, unless the Design Project is canceled in writing by the Client prior to 30 days of the effective date of the agreement.


Web Designs Online LLC reserves the right to not do any future design projects. This means whether a project has been completed or the agreement has become null and void and you wish to have more work done, we may refuse the right to work on any future projects at any time.


7. Project Delivery.

Web Design- The design project will be published to the hosting service upon receipt of final payment or access to the site ( if CMS base) upon final payment. The Client agrees to pay for the hosting service, which allows Web Designs Online full access to the service via FTP (File Transfer Protocol). The Client will be solely responsible for any and all hosting service charges.



If the hosting service has FrontPage®98 extensions installed and the extensions are not configured correctly to support publishing/FrontPage®98 functionality, Web Designs Online will not be responsible for problems arising from improperly installed FrontPage®98 Extensions.

There is no charge to publish the site if the hosting service does not have FrontPage®98 extensions installed and Web Designs Online must use an FTP.


Graphic DesignThe design project will be provided to the client upon receipt of final payment or access to the downloadable files will be available upon final  payment. 


8. Electronic Commerce Laws.

The Client agrees that the Client is solely responsible for complying with any laws, taxes, and tariffs applicable in any way to the  Design Project or any other services contemplated herein, and will hold harmless, protect, and defend Web Designs Online LLC and its subcontractors from any claim, suit, penalty, tax, fine, penalty, or tariff arising from the Client's exercise of Internet electronic commerce and/or any failure to comply with any such laws, taxes, and tariffs.


9. Design Project Copyright.

Copyright to the finished web design site produced by Web Designs Online will be owned by Web Designs Online LLC. The Client will be assigned rights to use the Web Design Project as a web site, once final payment under this agreement and any additional charges incurred have been paid. Rights to photos, graphics, source code, work-up files, and computer programs specifically are not transferred to the Client, and remain the property of their respective owners. Web Designs Online and its subcontractors retain the right to display graphics and other Web Design elements as examples of their work in their respective portfolios. All Web Design Projects will contain a link to Web Designs Online's  Design Services Web Site.


Copyright of the finished graphic design project produced by Web Designs Online will be owned by the client upon final payment of the design services provided. Web Designs Online and its subcontractors retain the right to display graphics and other Web Design elements as examples of their work in their respective portfolios. 


10. Payments.

"the Client" agrees to pay:

A 50% Deposit to begin design project and the subsequent remaining balances due.  In the case of a change of mind by "the client" this deposit is non-refundable. web designs online endeavors to provide graphic and web design services that meet and exceed a client's needs and expectations, but in the event of a "change of mind" by "the client", any deposits or pre-payments  for projects that have been made will be forfeited and acts as a cancellation fee, plus a prorate payment (at the discretion of Web Designs Online)  based upon the time spent. the deposit is to ensure web designs online allocates time in the schedule to create work for "the client".


Any account not paid in full within 10 days that the project has been completed will be liable for interest at the rate of 10% per week and such interest will be added to the account and form part of the principal debt. If site maintenance or updates have been made to an existing site that is live, and payment is not made within 10 days, the site can be removed from public view by Web Designs Online. 

Any account outstanding for more than sixty (60) days, client(s) are liable to meet in full the seller's debt recovery, legal costs and/or commissions and internal accounting charges (recovery fees), travel, travel expenses, and such recovery fees will be added to the buyers account and form part of the principal debt.

Web sites will not be made available to the public for viewing until final invoices are paid in full. payment by ACH will entail waiting for clearance.

Payments must be made promptly based on the terms of this  Design Project agreement. Web Designs Online reserves the right to remove any Web Design Project from viewing on the Internet or not provide final graphic elements until subsequent payments are made. In the case of collection proves necessary, the Client agrees to pay all fees (including all attorney's fees and court costs) incurred by that process. This agreement becomes effective when beginning arrangements are made for the design project. Regardless of the place of agreement origin of this agreement, the Client agrees that for purposes of venue, this agreement was entered into the state of Washington.

 If Web Designs Online is acting as a manager or supervisor capacity, compensation must be made promptly in addition to any applicable hosting fees or other payment schedules.  If compensation for being a manager or supervisor is late, you will be responsible for a late fee of $25.00 a day until compensation has been supplied. If compensation has not been received within 15 days, the designer will reserve the right to reassess the business relationship with the client. If the client is late on several occasions and a plan of action to resolve these late issues is considered ineffective then the Designer reserves the right to terminate the agreement and contract and remove any Web Design Project from viewing on the Internet.

Furthermore, the Client waives any right to or claim of sovereign immunity. Adding of Meta Tags (Description and Keywords) and the submission of the Web Design Project to Web search engines and updating occur only after the full final payment is made or after enhancements, additional projects for the same design project are completed and paid in full. All payments will be made in U.S. Dollars.


11.Project Duration and Client Response Time

"The Client" agrees to provide timely responses to Web Designs Online after receiving status notifications, work for review or requests for information.

The client shall have 30 days to respond to each draft/request for information submitted. If the client has failed to respond after 30 days, Web Designs Online will deem the project complete. At such time, Web Designs Online shall have no further obligation to the client, and the client shall pay Web Designs Online all fees and expenses associated with the work performed. Any additional services requested after that time will be considered a new project and subject to additional fees or payment amounts up to and including Web Designs Online's standard hourly rate of $175.00..

Web Designs Online will use all reasonable efforts to meet quoted completion dates. However, time is not the essence of the Contract and we will not be liable in cases of late reporting, however caused, nor shall lateness be deemed to be a breach of Contract or an act of negligence.


12.Force Majeure

Web Designs Online shall not be liable for any failure or delay in supply or delivery of products/services and or management services where such failure or delay is wholly or partly due to any cause or circumstances whatsoever outside the reasonable control of Web Designs Online including but not limited to war, strikes, lockouts, industrial disputes or unrest, government restrictions or transport delays, fire, power outages, failure attributable to hosting suppliers, breakdown of plant, theft, vandalism, riots, civil commotions, accidents of any kind that could reflect upon health or wellbeing or act of terrorism.


13. Legal Notice.

Notwithstanding anything to the contrary contained in this contract, neither Web Designs Online nor any of its employees or agents, warrants that the functions contained in the Web Design Project will be uninterrupted or error-free. The entire risk as to the quality and performance of the Web Design Project is with the Client.

In no event will Web Designs Online LLC be liable to the Client or any third party for any damages, including, but not limited to, service interruptions caused by Acts of the universe, the Hosting Service or any other circumstances beyond our reasonable control, any lost profits, lost savings or other incidental, consequential, punitive, or special damages arising out of the operation of or inability to operate this Web Design Project, failure of any service provider, of any telecommunications carrier, of the Internet backbone, of any Internet servers, your or your site visitor's computer or Internet software, even if Web Designs Online has been advised of the possibility of such damages.


14. This Agreement.

By making your initial deposit you are hereby entering the project design agreement between Web Designs Online LLC and the Client regarding this Web and or Graphic Design Project. All prices specified in the invoice sent will be honored for 60 days after the deposit of the design project has been made. Continued services after that time will require a new agreement and subject to additional fees or payment amounts.


Last updated 1/1/2012