Terms >TERMS OF SERVICE AGREEMENT FOR WEB SERVICES

Client Information:

Authorization. You (hereinafter referred to as "Client") is engaging Nicola Turner of eNicola.com. (Hereinafter referred to as "eNicola"), as an independent contractor for the specific purpose of designing, re-designing or editing a website (hereinafter referred to as "Web Design Project") to be published on the Client's account on an Internet Service Provider(ISP)/Web Presence Provider(WPP) computer, hereinafter refer to as "Hosting Service", or provided as a zip file or on CD at the Client's option. The Client hereby authorizes eNicola to access this account, and authorizes the Hosting Service to provide eNicola with "full access" to the Client's account, and any other programs needed for this Web Design Project that are included as part of the Client's service agreement/level. The Client also authorizes eNicola to submit the completed Web Design Project to major Web Search Engines.

Development.

eNicola performs freelance/contractor work remotely from a home office. eNicola is fully skilled to perform the project work and has the adequate skills to perform web design work.

Browser Compatibility - eNicola represents and warrants that the web site we design for you will work in:

• Microsoft® Internet Explorer versions 3 and up and Netscape Navigator/Communicator version 3 and up

While eNicola will make reasonable efforts to design a fully-functional web site, eNicola' warrantee does not cover AOL, text-based browsers or requested special effects that we have advise you against.

Copyrights and Trademarks. The Client unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to eNicola for inclusion in the Web 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 Nicola Turner and eNicola 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 the Client.

Web Site Maintenance. This agreement allows for minor web site maintenance to pages over a 1 month period, up to an average of one half hour per regular web page, including updating links and making minor changes to a sentence or paragraph. It does not include replacing nearly all the text from a page with new text, major page reconstruction, new pages, guestbooks, discussion webs, navigation structure changes, attempted updates by Client repairs or Web Design Projects delivered to Client via zip file. The period of 1 month begins on the date the Client's web design site is available to be published to Client's hosting service or 30 days from the date this agreement was accepted online, which ever comes first. If the Client's web design package includes database access using Active Server Pages (ASP), then very minor page code changes will be accepted under this web site maintenance plan, major page code and/or database structural changes will be charged at then hourly rates. If new requests are added or more designs are requested then this project may need a new quote and may take longer to complete or cost client more.

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 Web Design Project or any other services contemplated herein, and will hold harmless, protect, and defend Nicola Turner and eNicola 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.

Web Design Project Copyright. 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 actual computer programs, software applications used and source code are specifically not transferred to the Client, and remain the property of their respective owners. eNicola retains the right to display a sample of clients Web design elements as examples of eNicola's portfolio. All Web Design Projects will have a small text link to eNicola' Design Services Web Site at the bottom of the webpage.

Completion Date. eNicola and the Client must work together to complete the Web Design Project in a timely manner. We agree to work expeditiously to complete the Web Design Project no later than 90 days after Client has submitted all necessary materials. If the Client does not supply eNicola with complete text and graphics content for this Web Design Project within 45 days of the effective date this agreement, the entire deposit amount of the agreement shall be retained by eNicola as liquidated damages and the contract shall become null and void, at eNicola' option, unless the Web Design Project is cancelled in writing by the Client prior to 45 days of the effective date of the agreement.

Project Delivery. The final web site design project will be published to the Client's hosting service upon receipt of final payment or delivered via CD by mail or email in a ZIP file upon the receipt of full payment. The Client understands that eNicola does not provide any hosting services in connection with this Web Design Project unless offered within the quote.

Payments. Payments must be made promptly based on the terms of the Web Site Design Project Quote which is provided to client via email link. eNicola reserves the right to remove any Web Design Project from viewing on the Internet until final payment is made. In case 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 only when quote has been accepted by client and client pays initial deposit. The Client agrees that for purposes of venue, this agreement was entered into in Lynchburg City, Virginia, and any dispute will be litigated or arbitrated in Lynchburg City, Virginia, and the Client hereby consents to the personal jurisdiction of the Virginia State Courts. Furthermore, the Client waives any right to or claim of sovereign immunity.

Payment Schedule. eNicola requires a deposit up front and then the balance is due just prior to project completion or posting live to the web. Upfront deposit is determined per project, client deposit amount will be shown when quoting for the project. eNicola accepts all major credit cards, visa/mc debit cards online or regular checks & money orders via mail. By making a deposit you are accepting eNicola's quote and the agreement terms on this page. All amounts must be in U.S. Dollars. On some occasions a payment plan on the balance due may be accepted by eNicola but must be requested by client prior to project acceptance and start and must be confirmed and arranged by eNicola prior to start of project.

Refunds: If you make a deposit payment and then cancel the project before eNicola begins working on your project then eNicola will refund your deposit via paypal.com payment within 60 days. Deposits are non refundable once the project has started or is in progress.

Web Hosting - Client can choose to host website with eNicola or with another Hosting service.

Search Engines: eNicola does not guarantee where the clients' website ranks in search engines and directories.

Assignment of Web Design Project. eNicola reserves the right, and you hereby agree, to assign subcontractors to this Web Design Project to insure that the terms of this agreement are met as well as on-time completion.

Accessibility and Validation - eNicola develops website and web pages so the content and functions built into the web site are available to the majority of visitors. eNicola does not guarantee the sites to be error free or to pass any 3rd party validation or disability compliance check tools. If Client needs the website coding to pass W3C or Disability complains and validations the client must request to eNicola that disability compliance or validation coding be including in the quotation as an add-on service.

Teaching. While eNicola does advise client in the web design project, it is not eNicola's responsibility to teach client of web design and development techniques, practices or coding.

Legal Notice. Not withstanding anything to the contrary contained in this contract, neither eNicola nor any of its employees or agents, warrant 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 Nicola Turner and/or eNicola be liable to the Client or any third party for any damages, including, but not limited to, service interruptions caused by Acts of God, 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 eNicola has been advised of the possibility of such damages.

Indemnification. The Client shall indemnify eNicola and Nicola Turner against and hold eNicola and Nicola Turner harmless from any and all claims, actions, suits, proceedings, costs, expenses, damages, and liabilities including attorney's fees, claimed by any person, organization, association or otherwise arising out of, or relating to, the web pages and the websites creation or hosting, use, possession, operation and/or condition. The provisions of this paragraph shall survive the termination of this agreement and terms of service.

This Agreement. This agreement constitutes the sole agreement between eNicola and the Client regarding this Web Design Project. Any additional work not specified in the quote or any other amendment or modification to this contract must be authorized by a written request signed by both Client and eNicola.

This Agreement constitutes the entire understanding of the parties.