Web Development Service Agreement
This Service Agreement outlines the terms and conditions upon which Webcare Solutions will perform its work or provide services for you.
By accepting our quotation, you agree to these terms and conditions.
If we have provided you with a fixed price quotation, then we agree to provide you with all the work as described in that quote at that fixed price.
We will do our best to flag any subsequent modifications that you make to the original brief wherever possible and we will provide a quote to you for this work. However, if you have requested that the work be done, and we have done the work, then we may invoice you at our standard hourly rate for that work.
You must check your content thoroughly before you supply it to us.
Unless we have written the content for you, any content modifications (including typos, grammar, spelling, omissions, additions, extra formatting etc.) that are required will be charged at our standard data entry hourly rate.
We will perform all our work in accordance with our standard timelines, to the best of our ability. If we foresee any delays we will advise you as soon as we are aware of those delays.
We will commence your project as soon as we have received a design brief from you. If that brief is received more than 7 days after the initial invoice has been sent, then there may be a delay in commencement depending on our capacity at the time.
Once a design concept is approved by you, we will start building your website. Any delays in finalising the design will necessarily result in a commensurate addition to the project timeline.
For us to be able to complete the building of your site on time (and within our fixed priced quotation), we need you to:
- Give us accurate and complete feedback within two working days of design concepts or revisions being provided to you.
- Provide all text files, images, emails and instructions within one week of the design concept being agreed. These materials should be provided "in a batch" as a zipped folder of files, rather than one at a time.
- Provide us with a list of any changes you would like done to the site within one week of the initial site build being completed.
- Fully test the functionality of your site to make sure you are happy with how it is working, within one week of the initial site build being completed.
- Respond to any requests for additional information or feedback or comment within three working days.
If for some reason you will not be able to meet a timeline, please negotiate that with us in advance, as this will have a direct impact on our production schedules.
If you have not supplied content, feedback or information to us within the specified time frame, thus making it impossible for us to complete the job, we reserve the right to issue a final invoice and the project balance is then payable or to charge an additional fee that reflects the additional project management costs caused through the delay and any change in our base fee structure.
If a scheduled payment has not been received, we will stop work until that payment is received and that down-time will be added to the project delivery date.
We guarantee our web development services in two key areas:
1. Your Website Design
We guarantee that you will be satisfied with the design we produce for your site. We will keep designing in accordance with your feedback until you approve a design (as delivered to you in concept form).
Our design guarantee requires that you give accurate, clear, complete (ie flag all issues for modification at once) and timely (within 7 days) feedback on concepts and revisions presented to you. If these conditions are not met we may charge an additional fee to cover the extra costs that we incur at our standard hourly rate.
2. Our Work
If something we design or build does not work in the same environment in which it was installed, we will fix it at our cost for 60 days after the final invoice is raised.
However, if your website software or core files have been modified in any way (such as through an update, installation of a new module, application of a patch, change to the CSS) or the site has been installed in a new environment or the environment in which it was installed has been modified in any way, and this has caused or contributed to the problem, then it is not covered by our Guarantee. This does not include making modifications through the admin system within your site as this is the purpose for which it was intended.
Once you have approved a design concept, verbally or in writing, we can commence the development phase for your project. At that point, design changes become more difficult and so any subsequent design modifications will incur an additional cost at our standard hourly rate.
Any designs, scripts, applications or software written by Webcare Solutions remain the copyright of Webcare Solutions. We license you to use them for the purpose for which they were produced. They may only be reproduced or resold with the express written permission of Webcare Solutions.
Open source code is provided pursuant to the GNU licence.
Webcare Solutions cannot take responsibility for any copyright infringements caused by materials submitted by you. You must ensure that any content (including images, graphics, video, audio and text) that you supply to us for use on your website can be used for that purpose. We reserve the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material.
All work performed will remain the property of Webcare Solutions until final payment is made.
We have robust quality assurance processes in place and will always test a site or work before we release it to you. However, you must review your site (both content and functionality) thoroughly and advise us of any issues within the Development or Guarantee period. We will then fix any errors or bugs (in accordance with this Agreement) as soon as possible.
Open Source Software
We use open source software in many of our projects because of the high level of functionality it provides at an affordable price. We will advise you of the software we propose to use. You should then research, test and review that software to confirm that it is the most suitable option for your project. Alternatively, we can do this research for you at our standard hourly rate.
When we use open source software, we always build with the latest stable version at the point in time that Development commences. We will not update the software once we have started building. We can do this for you at an additional cost if you require it.
We cannot guarantee that any open source software that we use will be bug-free.
Webcare's guarantee relates to bugs or issues with our work, and not with the software. We install the software and customise it to suit your requirements, and we will fix any problems related to our own work.
Payment for Services
Upon accepting our proposal, an initial payment of 40% is required before work will commence.
20% payment at review stage.
20% payment prior to delivery/go-live of website.
We may prioritise work for early paying clients and may charge an additional fee for urgent work (particularly where work outside office hours is required to deliver the project within the proposed timeline).
Once we have completed payment milestones (such as initial release of the site or completion of our work), payment is due on our invoice. There are no exceptions to this (eg if you decide you no longer want the site or you do not have time to review it thoroughly or provide the necessary content etc). As you have commissioned the work, you are obliged to pay for the work that has been performed in accordance with the terms of this Agreement.
All payments are due within 7 days unless otherwise agreed by us in writing. You agree that if you fail to pay in accordance with this clause, we may:
• Charge a late payment fee of 5% on all amounts paid after the due date;
• Charge interest on debts at 20% per annum;
• Charge a dishonour handling fee in the amount of $95.00;
• Recover all collections costs and expenses incurred in collecting overdue accounts on an indemnity basis;
• Withhold all work performed by us or services provided by us; and
• Take legal action to recover the money owing on the goods or services provided.
In the event where this Agreement has been entered into by more than one party each party shall be jointly and severally liable for any amounts overdue.
If, in the course of any previous projects, you have not paid your account within 7 days, we may require a 100% payment in advance for any subsequent work.
WebCare Solutions will ensure that any website we build will function correctly on the server it is initially installed in and that it will function correctly when viewed with the web browsing software Microsoft Internet Explorer, Google Chrome, Firefox and Safari. Because of the huge variation between browsers, we cannot guarantee correct function with any other browsers. We also cannot guarantee that as new versions of those browsers are released, the site will continue to be compatible.
1. Using an Alternative Hosting Service
You may host your site on any server that is compatible with your website.
If you choose to host on a server other than ours, you are responsible for ensuring that your website is compatible with that hosting environment and for providing or seeking any information, additional software, resources, support or co-operation pertaining to that server to allow the website to be correctly developed.
If you decide to host on a server other than that provided by Webcare Solutions, you may be charged a fee for the time taken to transition the website to your preferred hosting provider and to reconfigure the website to suit this new environment. We cannot move your site to this server until final payment has been received.
2. Hosting with Webcare Solutions
Webcare Solutions offers a quality, affordable hosting service with 24/7 monitoring and 24 hour backups. We take all reasonable steps to maintain the integrity of the server from hackers whilst simultaneously balancing the need to provide a stable environment for existing websites.
However, Webcare Solutions cannot guarantee the availability or continuity of our hosting service and cannot accept liability for loss of revenue caused by the unavailability, malfunction or interruption of this service or the loss of data, files or emails.
You must ensure that you have backup strategies in place to cover any loss of files or data that may result from server failure, corruption, hacking or any other problem.
You will also ensure that your website, email and hosting passwords are secure (a minimum of 8 characters with a combination of numbers and letters) and that they are changed regularly (including immediately after we have released the site to you).
You will notify us immediately if there is any suspicious activity on your email account, hosting account or website.
Webcare Solutions reserves the right to suspend or terminate your hosting account, without prior notice, if it is suspected of malicious activity from hackers, spammers or anyone else.
Hosting services are charged 12 months in advance at the agreed rate.
Unless you have specifically contracted us to provide SEO services, we do not guarantee that your site will be listed in any search engines on its completion (or indeed afterwards) or that it will achieve good rankings for any of its keywords. SEO is a specialised service and requires dedicated efforts to achieve these goals.
Either party may terminate this Agreement by written notice to the other party.
The initial payment is not refundable once work has commenced. There are no exceptions to this. All work performed by WebCare Solutions up to the point of termination, and over and above the value of any initial payment, then becomes due and payable within 7 days.
The work that has been completed to the point of Termination will be delivered to you once payment is received in full.
Neither Webcare Solutions nor any of its employees or sub-contractors is liable under any circumstances (including but not limited to contract, tort, negligence, strict liability etc) for any loss or damage, whether direct, incidental or consequential, which is in any way attributable to any work or services that are the subject of this Agreement.
Severance and Waiver
If any part of this agreement is found to be void, unlawful, or unenforceable then that part will be deemed to be severed from the agreement and the severed part will not affect the validity and enforceability of any remaining provisions. Any waiver of Webcare Solutions’ right under this agreement must be in writing and signed by a Director.
The agreement shall be deemed to have been made in South Australia and shall be interpreted in accordance with the Laws of South Australia, Australia, and the parties submit to the exclusive jurisdiction of the South Australian Courts.