GWebware Terms

• • Google Chrome (Desktop and Mobile)
  • Microsoft Edge
  • Mozilla Firefox
  • Apple Safari (Desktop and Mobile)

While GWebware will make reasonable efforts to develop/modify/update/install a fully-functional website and/or web application, GWebware does not guarantee that work performed under this agreement will result in a product that will function in browsers not stated above, along with any third party applications that make use of this site.

Unless agreed up in writing by both parties, GWebware will make no effort to make this site compatible with any www standard related to web visitors with disabilities.

2. Subcontractors. GWebware reserves the right to assign subcontractors as needed to ensure that the terms of this agreement are met as well as on-time completion. GWebware shall inform the Client when a subcontractor is used to fulfill any portion of this agreement.

3. Copyrights and Trademarks. The Client unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to GWebware by the Client for insertion into a product 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 GWebware 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.

4. Cancellation. Cancellation of this agreement at the request of either party must be made in writing. In the event that work is postponed or canceled at the request of the Client, GWebware shall have the right to retain any upfront original deposit, along with all payments already received. In the event this amount is not sufficient to cover GWebware for time and expense already invested, additional payment will be due. If additional payment is due, this will be billed to the Client within 10 days of notification to stop work.

5. Use of Product(s). The Client assumes all responsibility for the use and functionality of any product(s) developed/modified/updated/installed by GWebware as part of this agreement.

6. Venture Support. GWebware may be retained for a monthly fee to continue providing ongoing support services. The Client understands that it is their responsibility to inform GWebware of which services they would like rendered each month. If the Client does not request services from GWebware, GWebware will not perform any work, but the monthly support fee is still due. GWebware will, however, attempt to notify our customers when critical system updates are available, and GWebware may contact the Client periodically to encourage the Client to make the most of this support.

Venture Support includes up to two hours of services per month. Venture Support services include:

• • Updating links
  • Replacing images
  • Making changes to website copy
  • Updating WordPress Templates (if available)
  • Modifying WordPress Templates
  • Updating WordPress versions (if available and compatible with installed plugins)
  • Updating WordPress plugins (if available)
  • Installing new WordPress plugins
  • Updating 3rd party eCommerce tools
  • Addressing website issues (code errors, bugs, etc)
  • Website Content Development (copy writing)
  • Search Engine Optimization recommendations
  • Advertising recommendations
  • Target market/demographics recommendations
  • Website content advice (intended to reduce bounce rate and/or retain website visitors)
  • Analysis of online visibility
  • Branding strategy recommendations
  • Customer engagement recommendations
  • Online promotion of real world event recommendations
  • Google AdWords/Facebook Ads Audience targeting recommendations
  • Google AdWords Keyword targeting
  • Google AdWords/Facebook Ads Time of day/week recommendations
  • Google AdWords/Facebook Ads Advertisement imagery (if applicable)
  • Google AdWords/Facebook Ads Advertisement content

Additional work beyond the included two hours per month is available via On Demand Services. Unused hours may not be carried over from one month two another. Major scripting code and/or database structural changes fall outside the scope of website support and will be quoted at a rate of $75 per hour.

Venture Support shall commence upon the effective date of this agreement. The Client agrees to subscribe to a minimum of six (6) months of Venture Support. Payments shall be invoiced monthly on the first day of every month, with each payment due 30 days after invoicing.

After the initial six month period has elapsed, this Venture Support shall automatically renew for another 1 month period, and will continue to automatically renew for 1 month periods unless otherwise either party requests, in writing within 7 days of the renewal date, that the agreement be discontinued. The Client understands that after the initial six month period has elapsed, it is within their rights to discontinue Venture Support at any time.

7. Enterprise Support. GWebware may retained for a monthly fee to continue providing ongoing support services. The Client understands that it is their responsibility to inform GWebware of which services they would like rendered each month. If the Client does not request services from GWebware, GWebware will not perform any work, but the monthly support fee is still due. GWebware will, however, attempt to notify our customers when critical system updates are available, and GWebware may contact the Client periodically to encourage the Client to make the most of this support.

Enterprise Support includes up to five hours of services per month. Enterprise Support services include:

• • Updating links
  • Replacing images
  • Making changes to website copy
  • Updating WordPress Templates (if available)
  • Modifying WordPress Templates
  • Updating WordPress versions (if available and compatible with installed plugins)
  • Updating WordPress plugins (if available)
  • Installing new WordPress plugins
  • Updating 3rd party eCommerce tools
  • Addressing website issues (code errors, bugs, etc)
  • Website Content Development (copy writing)
  • Search Engine Optimization recommendations
  • Advertising recommendations
  • Target market/demographics recommendations
  • Website content advice (intended to reduce bounce rate and/or retain website visitors)
  • Analysis of online visibility
  • Branding strategy recommendations
  • Customer engagement recommendations
  • Online promotion of real world event recommendations
  • Google AdWords/Facebook Ads Audience targeting recommendations
  • Google AdWords Keyword targeting
  • Google AdWords/Facebook Ads Time of day/week recommendations
  • Google AdWords/Facebook Ads Advertisement imagery (if applicable)
  • Google AdWords/Facebook Ads Advertisement content

  Additional work beyond the included five hours per month is available via On Demand Services. Unused hours may not be carried over from one month two another. Major scripting code and/or database structural changes fall outside the scope of website support and will be quoted at a rate of $75 per hour.

  Enterprise Support shall commence immediately upon the effective date of this agreement. The Client agrees to subscribe to a minimum of six (6) months of Venture Support. Payments shall be invoiced monthly, with each payment due 30 days after invoicing.

  After the initial six month period has elapsed, this Enterprise Support shall automatically renew for another 1 month period, and will continue to automatically renew for 1 month periods unless otherwise either party requests, in writing within 7 days of the renewal date, that the agreement be discontinued. The Client understands that after the initial six month period has elapsed, it is within their rights to discontinue Enterprise Support at any time.

  8. Electronic Commerce Laws. The Client is solely responsible for complying with any laws, taxes, and tariffs applicable in any way to any product(s) developed/modified/updated/installed by GWebware or any other services contemplated herein, and will hold harmless, protect, and defend GWebware 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. Copyright. Upon final payment, copyrights to finished products developed/modified/updated/installed by GWebware will be fully transferred to the Client. Until that point, all copyrights of work developed by GWebware are owned by GWebware. Rights to photos, graphics, source code, work-up files, and computer programs provided by 3rd parties are specifically not transferred to the Client, and remain the property of their respective owners. GWebware and its subcontractors retain the right to display graphics and other Web design elements as examples of their work in their respective portfolios. All products, if published for public viewing, will contain a copyright/legal statement and a link to a website of GWebware’s choosing.

  10. Payments. Unless otherwise is expressed in writing by GWebware, invoicing and payment shall be distributed as follows (for projects, excluding support):

  • • 50% of total project cost will be invoiced prior to GWebware beginning work, and payment is due within 30 days of invoicing
    • 25% of total project cost will be invoiced upon project being approximately 75% completed (as determined by GWebware), and payment is due within 30 days of invoicing
    • 25% of total project cost will be invoiced upon project completion, and payment is due within 30 days of invoicing

  Payments must be made promptly. GWebware reserves the right to remove any resulting product from viewing on the Internet if final payment is not made within 60 days of invoicing. If collection proves necessary, the Client agrees to pay all fees (including all attorney’s fees and court costs) incurred by that process. All payments will be made in U.S. Dollars. Payments not made within 15 days of the due date are considered past due and are subject to a 1.5% late fee per month past due.

  11. Legal Notice. Notwithstanding anything to the contrary contained in this contract, neither GWebware, nor any of its partners, employees or agents, warrant that the functions contained in product(s) will be uninterrupted or error-free. The entire risk as to the quality and performance of product(s) is with the Client. In no event will GWebware 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 the final product(s), failure of any service provider, of any telecommunications carrier, of the internet backbone, of any internet servers, the Client or the Client’s web site visitor’s computer or internet software, even if GWebware has been advised of the possibility of such damages. GWebware does not guarantee page download speed, website bandwidth levels, presence of firewalls, security of any type.

  Client agrees that it shall defend, indemnify, save and hold GWebware harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees associated with GWebware’s services. This includes Liabilities asserted against GWebware, it’s partners, subcontractors, agents, clients, servants, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by the Client, its agents, employee or assigns.

  Client also agrees to defend, indemnify and hold harmless GWebware against Liabilities arising out of any injury to person or property caused by any products or services sold or otherwise distributed through the Client’s product. This includes infringing on the proprietary rights of a third party, copyright infringement, and delivering any defective product or misinformation which is detrimental to another person, organization, or business.

  12. Confidential Information. GWebware and subcontractors agree that, except as directed by the Client, it will not at any time during or after the term of this Agreement disclose any Confidential Information to any person whatsoever. Likewise, the Client agrees that it will not convey any confidential information obtained about GWebware to another party.

  13. Choice of Venue. Regardless of the Client’s location, the Client agrees that for purposes of venue, this agreement was entered into in Arizona, and any dispute will be litigated or arbitrated in jurisdiction convenient to GWebware, and the Client hereby consents to the jurisdiction of Pima County and the State of Arizona. Furthermore, the Client waives any right to or claim of sovereign immunity.

  14. This Agreement. This agreement, any referenced attachments, and any amendments constitute the sole agreement between GWebware and the Client regarding this service. Any additional work not specified in this contract or any other amendment or modification to this contract must be authorized by a written request signed (either via email, electronically or in writing) by both the Client and GWebware.

  By agreeing to a written proposal from GWebware (either via email, electronically or in writing), the Client hereby agree to the terms, conditions and stipulations of this agreement on behalf of his or her organization or business. This Agreement constitutes the entire understanding of the parties. Any changes or modifications thereto must be in writing and signed (either via email, electronically or in writing) by both parties.