Terms and Conditions

Delivery of the Website:

Developers will use reasonable diligence in the development of the website and endeavor to deliver to the Customer an operational Web Site. Customer acknowledges, however, that this delivery deadline and the other payment milestones listed, are estimates, and are not required delivery dates. Developers will be retaining the source code for the entire project and be providing the customer with the output formats only. The output is to be used only within the scope of the project as outlined and does not included the following: Multiplying the site across other domains or servers, creating new web sites based on the code, selling the code, relinquishment of copyright by Developers in any way. Customer shall retain all of its intellectual property rights in any text, images or other components it owns and transmits to developers for use in the website.

Limited Warranty and Limitations on Damages:

Developers warrant the website will conform to the specifications. If the website does not conform to the specifications, the developer shall be responsible to correct the website without unreasonable delay, at developers sole expense and without charge to customer, to bring the website into conformance with the specifications. This warranty shall be the exclusive warranty available to customer. Customer waives any other warranty, express or implied. Customer acknowledges that developers do not warrant that the website will work on all platforms. Customer acknowledges that developers are not responsible for the results obtained by customer on the Web Site. Customer waives any claim for damages, direct or indirect, and agrees that its sole and exclusive remedy for damages (either in contract or tort) is the return of the consideration paid to Developers as set forth. The developer warrants that there are no conflicts of interest.

Ownership Rights:

Customer shall retain all of its intellectual property rights in any text, images or other components it owns and transmits to developers for use in the website. Customer shall hold the copyright for the agreed upon version of the website as delivered, and customer’s copyright notice may be displayed in the final version.

Developers shall hold all right, title, and interest in and to the source code, programming and original artwork created for the project. Specifically, but without limitation, developer shall hold rights, title, and interest in and to:

1) all text, graphics, animation, audio components, and digital components of the website (the “Content”) created by developers,

2) all interfaces, navigational devices, menus, menu structures or arrangements, icons, help and other operational instructions, and all other components of any source or object computer code that comprises the website created by developers,

3) all literal and non literal expressions of ideas that operate, cause, create, direct, manipulate, access, or otherwise affect the content created by developers,

4) all copyrights, patents, trade secrets, and other intellectual or industrial property rights in the website or any component or characteristic thereof created by developers. Customer shall not do anything that may infringe upon or in any way undermine developers’ right, title, and interest in the website, as described in this paragraph,


For all of developers’ services under this agreement, customer shall compensate developers, in cash, pursuant to the terms here. In the event customer fails to make any of the payments referenced by the deadline set forth, developers have the right, but are not obligated, to pursue any or all of the following remedies: (1) terminate the agreement, (2) remove content from servers owned by developers, (3) bring legal action.

No Right to Assign:

Customer has no right to assign, sell, modify or otherwise alter the website, except upon the express written advance approval of developers, which consent can be withheld for any reason.


Customer warrants that everything it gives developers to put on the website is legally owned or licensed to customer. Customer agrees to indemnify and hold developers harmless from any and all claims brought by any third-party relating to any aspect of the website, including, but without limitation, any and all demands, liabilities, losses, costs and claims including attorney’s fees arising out of injury caused by customer’s products/services, material supplied by customer, copyright infringement, and defective products sold via the website. Further, customer agrees to indemnify developers from responsibility for problems/disruptions caused by third-party services that customer may use such as merchant accounts, shopping carts, shipping, hosting services, real time credit card processing and other services that relate to the ownership and operation of the website or multimedia project.

Use of the Website for Promotional Purposes:

Customer grants developers the right to use the website for promotional purposes and/or to cross-link it with other websites developed by developers.

Indemnification of Developers:

Customer agrees that developers’ identification may be annotated within the code or on the website as the authors. Customer also agrees to put on developers’ copyright notices on the website and the relevant content therein.