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This Service Agreement - Web-Designing Agreement is a legally binding document that outlines the terms and conditions between the servicer and the customer for the provision of website design services. The agreement highlights the importance of clearly identifying both parties and their principal places of business. It also emphasizes the need to specify the agreed price, completion date, and scope of work to avoid any misunderstandings. The agreement further includes provisions for the length of warranty, time of payment, and damages in case of non-completion. It outlines the obligations of both parties, with the servicer agreeing to provide the services in a professional and diligent manner, while the customer agrees to promptly provide all necessary data and information. The agreement also addresses the independent contractor relationship between the parties and includes a schedule for the delivery of deliverables. It specifies the service fees, payment terms, and reimbursement of expenses. The agreement covers licenses, insurance, warranties, representations, and indemnities. It includes provisions for the ownership of materials, confidentiality, announcements/publicity, amendment, assignment, severability, further assurance, warranty of capacity and power, force majeure, and jurisdiction. The agreement can be terminated by either party under certain circumstances, and it includes provisions for the resolution of disputes. The document concludes with a section on notices and service and allows for execution in counterparts.
To use this Service Agreement - Web-Designing Agreement, follow these steps:
1. Provide information: Enter the Contractor's and Customer's information in the agreement, including their principal place of business. This ensures that both parties are clearly identified.
2. Specify price and completion date: Clearly specify the agreed price and completion date of the work to be carried out by the Contractor. This will ensure that both parties are aware of the expectations and deadlines.
3. Describe services: Clearly describe the type(s) of services to be provided by the Contractor. This ensures that both parties are aware of the scope of work and can avoid any misunderstandings.
4. Agree on length of warranty and time of payment: Both parties should agree on the length of warranty and time of payment after the completion of the work. This ensures that both parties are aware of the payment terms and the length of the warranty.
5. Specify damages: If the work is not completed by the completion date, specify the amount of damages per week that the Customer is entitled to. This ensures that both parties are aware of the consequences of non-completion.
6. Review the schedule: Agree on the schedule for the delivery of deliverables. This will help both parties track the progress of the project.
7. Discuss credit: If the Customer is required to credit the Servicer on certain deliverables, agree on the manner of crediting.
8. Understand completion of work: Both parties should understand that time is of the essence, and prompt and timely performance of all obligations is required.
9. Discuss service fees: Agree on the service fee and the payment schedule. The Servicer will invoice the Customer prior to the payment date.
10. Discuss expenses: If the Servicer incurs any expenses not included in the service fee, agree on how these expenses will be handled. The Servicer will submit an invoice itemizing each expense.
11. Address disputes: If there is a dispute with an invoice, the Customer should notify the Servicer in writing within 5 business days from the date of receipt. The parties should seek to resolve disputes expeditiously and in good faith.
12. Provide necessary supplies and equipment: The Customer is responsible for furnishing their own supplies and equipment unless otherwise agreed upon.
13. Provide content: The Customer should provide any necessary content or materials in which they have a proprietary or intellectual property interest.
14. Obtain licenses and insurance: The Servicer should obtain any necessary licenses and maintain appropriate insurance coverage.
15. Understand warranties, representations, and indemnities: Both parties should understand their respective warranties, representations, and indemnities.
16. Acknowledge disclaimer of warranties: The Customer should acknowledge that the Servicer does not guarantee any specific results from the website design services.
17. Review term and termination: Understand the duration of the agreement and the circumstances under which it can be terminated.
18. Address ownership of materials: The Servicer reserves intellectual property rights in the deliverables but grants the Customer a license to use them.
19. Maintain confidentiality: Both parties should keep the terms of the agreement and any confidential information disclosed during the arrangement confidential.
20. Seek approval for announcements/publicity: Any announcements or disclosures related to the agreement should be approved by both parties.
21. Understand amendment: Any variations to the agreement must be in writing and signed by the parties.
22. Address assignment: The Customer cannot assign the agreement or subcontract the performance without the Servicer's written consent.
23. Consider severability: If any provision of the agreement is deemed illegal or unenforceable, the parties should negotiate a valid substitute provision.
24. Ensure further assurance: Both parties should perform all acts and execute all documents necessary to implement and give effect to the agreement.
25. Understand force majeure: Neither party will be liable for any failure or delay in performing obligations due to causes outside their reasonable control.
26. Note no rights for third parties: The agreement does not confer any rights on third parties.
27. Review arbitration and proper law: The parties should attempt to resolve disputes amicably, and the agreement is subject to the proper law and jurisdiction specified.
28. Follow notice and service requirements: Any notices should be served in accordance with the specified methods and addresses.
29. Execute the agreement: The agreement should be signed by authorized representatives of both parties in counterparts.