Web / Video Development Terms & Conditions
Thank you for choosing Paw Media to handle your development project. The following agreement specifies the terms and conditions of your project. If you have any questions about any item in your Quote / Proposal, please contact us and we will try to help you better understand any provisions in the agreement.
- Authorization. You are employing Paw Media, an LLC, located at PO Box 389, Johnsonburg, NJ07846, for the specific project(s) outlined in the submitted Quote / Proposal. By approving the Quote / Proposal, you and Paw Media agree as to the legitimacy of this contract.
- Project Elements. Please review the submitted / approved Quote / Proposal for the Project Details and Fees.
- Maintenance and Hourly Rate. Changes requested by the client beyond the limits described in the Quote / Proposal will be billed at the standard hourly rate, with a one hour minimum per update. If you believe that you will need more frequent updates, please contact us for discounted one-time or yearly maintenance packages. This rate shall also govern additional work authorized beyond the maximums specified above for services such as general internet orientation education, consulting, webpage design, editing, modifying product pages and databases in an online store, photo editing, graphics services, and helping clients learn how to use their own webpage editor. Programming / Scripting charges are billed at the standard hourly rate, with a one hour minimum per update.
- Changes to Submitted Content. Please try to send us your finalized content. Time required to make substantive changes to client-submitted content after the start of the production phase will be considered additional time and invoiced at the standard hourly rate.
- Hosting. By using Paw Media’s hosting services, the client agrees to the web hosting terms listed further down this page. This section does not apply if the client will not be using Paw Media’s hosting services.
- Completion Date. Paw Media and the client must work together to complete the project specified above in a timely manner. We agree to work expeditiously to complete the project. The client is responsible for supplying Paw Media with complete text and the necessary items and graphics that are not developed by Paw Media for the video in a timely matter.
- Assignment of Project. Paw Media reserves the right to assign subcontractors to this project to ensure on-time completion.
- Limitation of Liability. In no event shall Paw Media be liable to the client or any third party for any damages, including any lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate any videos, web pages or website, if Paw Media has not previously been advised of the possibility of such damages in writing. If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.
- Copyrights and Trademarks. The client represents to Paw Media and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Paw Media for inclusion in the project 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, and defend Paw Media and its subcontractors from any claim or suit arising from the use of such elements furnished by the client.
- Laws Affecting Electronic Commerce. From time to time governments enact laws and levy taxes and tariffs affecting Internet electronic commerce. The client agrees that they are solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend Paw Media and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the client’s exercise of Internet electronic commerce.
- Client and Third Party Site Modifications. Paw Media is not responsible for any changes made to the video by any other party, or an authorized agent. If the client or an agent other than Paw Media attempts updating the client’s video, any required time to repair will be assessed at the standard hourly rate.
- Copyright & Ownership of Video. Copyright, ownership, and all rights of web pages, graphics, print templates, and text contained in the finished assembled website produced by Paw Media belongs solely and exclusively to the client upon final payment of this contract. Rights to photos, graphics, source code, work-up files, and computer programs are specifically transferred to the client, and remain the property of their respective owners. Any licensed software not developed by Paw Media (such as CGI, Pearl, PHP scripts) may be owned by another software company that has granted Paw Media the right to initiate it into the client’s website, and does not grant the client ownership of the script. Paw Media and its subcontractors retain the right to display graphics and other Web design elements as examples of their work in their respective portfolios, unless otherwise specified by the client. The client retains ownership of the domain name(s) bought through Paw Media after the invoice is paid in full. Paw Media reserves the right to withhold property such as domain names and copyright ownership if the client is in debt to Paw Media.
- Payment of Fees. In order for Paw Media to keep its rates low, payments must be made promptly. Bills will be deemed delinquent and assessed a USD$100 charge if payment is not received within 60 days after the due date. If an amount remains delinquent 90 days after its due date, an additional 10% penalty will be added for each month of delinquency. Paw Media reserves the right to remove access until final payment is made. If case collection proves necessary, the client agrees to pay all fees incurred by that process.
- Sole Agreement. The agreement contained in the Quote / Proposal constitutes the sole agreement between Paw Media and the client regarding the project. Any additional work not specified in this contract must be authorized by a written change order.
- Initial Payment. Payment of the base fee will be made as follows: The total cost of the project will be made from the client in 2 payments in the amount of 50% for each payment. All payments should be made to Paw Media, PO Box 389, Johnsonburg, NJ07846.
- Refund Policy. The client may halt work and request for a refund for unused hours within 10 days of the date of this contract by mailing a certified letter to Paw Media, PO Box 389, Johnsonburg, NJ07846. If at any time of the request for refund, work has been completed beyond the amount covered by the initial payment, the client shall be liable to pay for all work completed at the standard hourly rate, which could result in higher fees then the quote prices given.
- Miscellaneous. This contract shall be governed by the substantive laws of the State of NJ without regard to conflict of law principles. The contract constitutes the entire understanding and agreement between the parties hereto and their affiliates with respect to its subject matter and supersedes all prior or contemporaneous agreements, representatives, warranties and understandings of such parties (whether oral or written). No promise, inducement, representation or agreement, other than as expressly set forth herein, has been made to or by the parties hereto. This letter may be amended only by written agreement, signed by the parties to be bound by the amendment. Evidence shall be inadmissible to show agreement by and between such parties to any term or condition contrary to or in addition to the terms and conditions contained in this letter. This letter shall be construed according to its fair meaning and not strictly for or against either party.
Web Hosting Terms & Conditions
Subject to the terms and conditions of this Agreement, Paw Media will provide Web Hosting services for Client subject to the following terms:
Service Start Date
The first payment plus setup charges, if any, shall be due in advance of any service provided. Service shall begin upon Paw Media’s receipt of payment for such first Term of service or upon a mutually agreed upon alternate date.
Reservations of Service
Paw Media reserves the right to deny service to any Client, or would be Client, for any reason, with or without prejudice.
Renewal by Client
This Agreement will automatically renew until canceled in writing by Client. Renewal prices are subject to change. Renewal of services by Client indicates agreement to any revisions of Terms and price changes. Renewal fees for the following month of service will be automatically invoiced to Client’s account.
2. Terms of Payment
Terms of payment are C.O.D. unless credit approval has been granted by Paw Media. If credit approval has been granted, credit terms are net 10 days upon receipt of invoice. We reserve the right to revoke any credit extended if payment is in arrears for more than 30 days.
3. Proprietary Information
Proprietary information exchanged here under shall be treated as such by Client. This information shall include, but not be limited to, the provisions of this Agreement, product and services information and pricing. Client further agrees to not decompose, disassemble, decode or reverse engineer any Paw Media program, code or technology delivered to Client or any portion thereof.
Paw Media makes no warranties or representations of any kind, whether expressed or implied for the service it is providing. Paw Media also disclaims any warranty of merchantability or fitness for any particular purpose and will not be responsible for any damages that may be suffered by Client, including, but not limited to, loss of data resulting from delays, non-deliveries or service interruptions by any cause or errors or omissions of Client, weather conditions, natural disasters or other acts of God, action of any governmental or military authority, failure caused by telecommunication or other Internet provider, or other forces or occurrences beyond Paw Media’s control. The exclusive remedy against Paw Media, for any damages whatsoever to Client arising out of or related to this Agreement shall not exceed the fees paid by Client directly to Paw Media with respect to the then current term of this Agreement. Use of any information obtained by way of Paw Media is at Client’s own risk, and Paw Media specifically denies any responsibility for the accuracy or quality of information obtained through its services. Connection speed represents the speed of an end-to-end connection. Paw Media does not represent guarantees of speed or availability of end-to-end connections. Paw Media expressly limits its damages to Client for any non-accessibility time or other down time to the pro-rata monthly charge during the system unavailability. Paw Media specifically denies any responsibilities for any damages arising as a consequence of such unavailability.
5. Limit of Liability
Paw Media shall not be liable for any content posted, opinions expressed, or actions taken by any of the Users of Paw Media’s services. Any conduct that violates the laws, regulations, or the accepted norms of the Internet community or the community standards in which the User lives, whether expressly mentioned in this Agreement or not, is strictly prohibited. Paw Media reserves the exclusive right to prohibit any activities that it deems will adversely affect its commercial reputation or goodwill, endanger its network, impact its Customers, or expose it to liability or tort.
6. Lawful Purpose
Customer may only use Paw Media’s servers for lawful purpose. Transmission of any material in violation of any Country, Federal, State or Local regulation is prohibited. To this effect, child pornography is strictly prohibited as well as housing any copyrighted information (to which the customer does not hold the copyright) on Paw Media’s server. Customer agrees to not have any content on their site that advocates, sells or in any way makes available tools or methods to send unsolicited e-mail or usenet postings (spam), or to use Paw Media’s web hosting servers for relaying unsolicited e-mail or usenet postings, or to use unsolicited e-mail or usenet postings to advertise for their site hosted at Paw Media. Any complaint we receive about a violation of this or the preceding two points will be taken very seriously and will result in immediate account cancellation without a refund.
7. Trademarks and Copyrighted Material
Client warrants that it has the right to use any applicable trademarks or copyrighted material used in connection with any service provided by Paw Media.
Paw Media shall not be liable for any taxes or other fees to be paid in accordance with or related to purchases made from Customer or Paw Media’s hosting environment. Customer agrees to take full responsibility for all taxes and fees of any nature associated with such products sold.
9. Hardware, Equipment, & Software
The customer is responsible for and must provide all telephone, computer, hardware and software equipment and services necessary to access the Paw Media hosting servers. Paw Media makes no representations, warranties or assurances that the Customer\’s equipment will be compatible with the Paw Media web hosting service.
10. Email Retention
In order to protect the integrity and availability of system resources, Paw Media reserves the right to routinely remove messages classified as SPAM after 90 days, messages located in trash folders after 90 days, and messages located in catch-all accounts after 30 days.
11. Coming Soon Page
All domains hosted through Paw Media will be initially setup with a “Coming Soon” web page that informs customers their domain name is hosted by Paw Media. The “Coming Soon” page can be deleted by the customer at any time after hosting account setup.
It is a violation for anyone who, including but not limited to, employs posts or programs that consume excessive CPU time, server memory, or storage space; permits the use of mail services, mail forwarding capabilities, POP accounts, or auto-responders other than for their own account; or resells access to CGI scripts or any other software installed on the Paw Media web servers. Paw Media reserves the right to, immediately and without notice to the User, terminate any service or process that uses a disproportionate amount of any system resources. Paw Media also reserves the right to terminate or limit service at its sole discretion. Examples of reasons for termination include, but are not limited to: 1) failure to comply with any provisions of the Agreement with or without written notice from Paw Media of said failure, 2) appointment of Receiver or upon the filing of any application by Client seeking relief from creditors, 3) falsifying any User information provided to Paw Media or to other Users of the service in connection with the use of a Paw Media service, 4) upon mutual agreement in writing of Paw Media and Client.
If legal proceedings are commenced to resolve a dispute arising out of, or relating to, this Agreement, the prevailing party shall be entitled to recover all costs, legal fees, and expert witness fees as well as any costs or legal fees in connection with any appeals.
Client shall indemnify and hold Paw Media harmless from and against any and all claims, judgments, awards, costs, expenses, damages and liabilities (including reasonable attorney fees) of whatsoever kind and nature that may be asserted, granted or imposed against Paw Media directly or indirectly arising from or in connection with Client’s marketing or support services of the product or services or the unauthorized representation of the product and services or any breach of this Agreement by Client.
15. Modification of Agreement
Paw Media reserves the right to add, modify, or delete any provision of this Agreement at any time and without notice. Paw Media reserves the exclusive right and will be the sole arbiter as to what constitutes a violation of any of these provisions.
Customer may not transfer this contract without the written consent of Paw Media.
If any provision of this Agreement is held to be unenforceable, the enforceability of the remaining provisions shall in no way be affected or impaired thereby. This Agreement shall be governed by and construed in accordance with the laws of the State of New Jersey. Exclusive jurisdiction and venue shall be in the Warren County, New Jersey Superior Court. A failure by any party to exercise or delay in exercising a right or power conferred upon it in this Agreement shall not operate as a waiver of any such right or power.