Scope of Work
Please refer to scope of work included in the Proposal.
Scope of Work Excludes: The following services are excluded from the scope of work: Photography, Videography, Logo Design, Artwork Design, and Copywriting.
Client agrees that all logos, wordmarks, artwork, photography, design, and writing to be provided by client or clients agent.
Domain names may be purchased for client at additional expense.
Monthly Service
Monthly services are billed at the rate defined in the Proposal.
Additional hourly work is billed at a rate of $185 per hour, to be billed in 15 minute minimum increments. Before additional hourly work is commended, Client approval is required in writing via email.
All edits, revisions, and change requests will be submitted by the Client or Clients’ designated agent to clients@getcloudworks.com
Monthly services may be canceled by either party at any time. Company may email client to notify cancellation. Client may cancel service by sending an email to clients@getcloudworks.com.
Price & Payment
The Client agrees to compensate the Company in the amount listed above in the Proposal.
Client must pay according to the payment schedule listed in the proposal in order for Company to begin website build. Monthly ongoing maintenance and support will not be due until website is complete.
Website will be considered complete upon client’s approval. After commencing the building of website, in the event that client fails to communicate or become unresponsive to email communication, website will be considered complete upon 30 days after last communication sent by Company.
Payment for monthly services is will be charged automatically to client’s credit card on file, client will receive a receipt upon completed payment.
Pricing may be adjusted with a 60 day notification from Company sent to Client via email.
Client may cancel monthly billing by sending an email to clients@getcloudworks.com.
The Parties agree that in the event that the invoices are not paid within thirty days of receiving them, the Company will be entitled to charge a late fee of 2.5% per month.
Governing Law
The proposal agreement shall be governed by and construed in accordance with the laws of Oregon.
Alternative Dispute Resolution
Any dispute or difference whatsoever arising out of or in connection with this Agreement shall be submitted to arbitration in accordance with, and subject to the laws of Oregon.
Amendments
The Parties agree that any amendments made to this Agreement must be in writing, where they must be signed by both Parties to this Agreement. Accordingly, any amendments made by the Parties will be applied to this Agreement
Assignment The Parties hereby agree not to assign any of the responsibilities in this Agreement to a third party, unless consented to by both Parties in writing.
Entire Agreement
The Proposal contains the entire agreement and understanding among the Parties to it with respect to its subject matter, and supersedes all prior agreements, understandings, inducements and conditions, express or implied, oral or written, of any nature whatsoever with respect to its subject matter. The express terms of the Agreement control and supersede any course of performance and/or usage of the trade inconsistent with any of its terms.
Representation and Warranties
The Parties agree and disclose that they are fully authorized to enter this Agreement. Both Parties’ performances and obligations are not to violate the rights of any third party or else violate other, if any, agreements made between them and/or any other organization, person, business or law/governmental regulation.
Client agrees to hold Company harmless from all claims. Client maintains sole responsibility for obligations to meet all laws and regulations, including ADA (Americans with Disabilities Act), Federal, State, and Local Fair Housing laws, and all other applicable laws and regulations.
Disclaimer of Warranties
The Company warrants to complete the Services listed in this Agreement as per the Client’s requirements and specifications. However, the Company does not represent or warrant that such services provided in this Agreement will create additional sales, exposure, brand recognition, profits or other benefits, including search engine rankings. In addition to the above, the Company holds no responsibility towards the Client in the event that the delivered work does not lead to the Client’s desired results.
Limitation of Liability
Under no circumstances will either party be liable for any indirect, special, consequential, or punitive damages (including lost profits) arising out of or relating to this Agreement or the transactions it contemplates (whether for breach of contract, tort, negligence, or other form of action) in the event that such is not related to the direct result of one of the Parties’ negligence or breach.
Severability
In the event that any provision of this Agreement is found to be void and unenforceable by a court of competent jurisdiction, then the remaining provisions will remain in force in accordance with the Parties’ intention.