MillerTech Web Design

1. Authorization.
The above-named client is engaging MillerTech Design, known as developer, located in Traverse City, MI 49686, as an independent contractor for the specific purpose of developing and/or improving a web site. The client hereby authorizes developer to access the above FTP account, and authorizes the web hosting service to provide developer with "write permission" for the client’s web page directory, cgi-bin directory, and any other directories or programs which need to be accessed for this project. The client also authorizes developer to publicize their completed web site to web search engines, as well as other web directories and indexes. MillerTech Design has the right to include a small link at the bottom of each page that reads “Design by MillerTech”. This link is optional and if the client wants this small link taken off that is available upon request. If client pays with a personal check, developer will wait for the check to clear before any services are provided.

2. Standard Web Site Package:
Domain Registration: The developer will secure a domain name for the client at the client’s request. All charges incurred in doing so will be the responsibility of the client at the time of purchase by PayPal, credit card, money order or personal check. Developer will not share credit card information of client with anyone.
Text: Text received from client must be received by via email or CD. MillerTech Design will not be responsible for creating content (text) for site unless agreed upon by client and developer. All text must be appropriate, must not contain any discriminatory or foul language.
Photos: Client must supply photos and other miscellaneous graphic images, unless created by developer for additional charge. I will accept JPG and GIF images only, and will accept them on CD or via email attachment. If you have already had a graphic designer design a specific logo, it is up to the client to contact the graphic designer and have them supply developer with the appropriate JPG or GIF form graphic, otherwise developer can create a logo or graphic at client’s request for an additional charge. Client must have permission to use images from an external source. Scanning. If photos are provided to developer to scan, there will be no charge and may be mailed to MillerTech. MillerTech will not be responsible for any damage incurred while in transit to developer. If images needed back we will send them back to client for no charge.
Installation. Finished site will be uploaded to client’s hosting company, if they need a hosting company MillerTech can provide one for you through Traverse Global Communications for additional charge.

3. Content The client will supply the content of the web pages, unless needed otherwise. MillerTech can create content for each page if given general information on the client's web page. MillerTech will confirm content with client before publishing.

4. Available Services: This agreement includes all the aforementioned services plus: Graphic Creation. This custom package contemplates that the “developer” will create, capture or receive from the client all the graphic elements necessary to complete the client’s web site. This includes creation/redesign of Corporate Identity (logo), and photograph. It is the client’s responsibility to make sure that any and all photographs, clip art, or logo material is for commercial use and royalty free. Developer is not legally responsible for any photographs, clip art, or logo material that is not for commercial use or royalty free, which is contained in client’s web site. Graphic logos made by developer will be charged as appropriately to difficulty in design. PayPal. Please inform us if you are looking to pay with PayPal. Please email us at millertechdesign@gmail.com and we will then send the client an invoice. We strongly suggest using this method for payment, as it is both quicker and easier for both client and developer.

5. Additional Expenses: Client agrees to pay the developer for any critical client requested expenses necessary for the completion of the project. Examples would be: Purchase of specific photography/logo at the client's request. Purchase of specific software at the client's request. Domain name and web hosting services.

6. Client Amends / Changes: Developer prides itself in providing excellent customer service. That is the spirit of our agreement and the spirit of the developer's business. To that end, we encourage input from the client during the design process. Clients who anticipate frequently changing the look of their site during the design process and clients who desire to be intricately involved design of each page are encouraged to negotiate an agreement, which exceeds the page maximum. If significant page modification is requested by the client after the page maximum has been reached a Change Request with estimated costs will be submitted for client approval prior to changes being done.

7. Third Party or Client Page Modification: Some clients will desire to independently edit or update their web pages after completion of the site. Note however, developer is not responsible for any damage created by the client or agent of the client. Any repairs required will be additionally charge with client's approval.

8. Search Engine Registration: The developer will optimize the client's web site with appropriate titles, keywords, descriptions and text and thereafter submit the client's web site to search engines and directories. Developer is not responsible for any contact with search engines such as Google, Yahoo etc.

9. Work Schedule and Completion Date: Developer will provide client with a template of the prospective website to review. With and optional 2 pages on that template. Upon acceptance of said template, developer will proceed with designing the remaining site. Client shall provide developer with all the data needed to complete web site, including text, company logo, and photos. Upon completion of this stage, the client will be asked to confirm acceptance for the basic site design via e-mail, telephone conference, or by signing a printed copy of the design. Once this acceptance is received from the client, the work necessary to complete the project will continue. Upon completion of the web site, an e-mail or letter and invoice will be sent to the client informing the client that the work has been completed. Client will supply written approval by printing, initialing and faxing back each page in web site. After contract has been paid in full, site will then be uploaded to client’s hosting company. Invoice is sent with everything the developer did with this website not including hosting and or domain registration. The Invoice will have the name of the name of the assignment and the cost. If there is any disagreement MillerTech can negotiate with the client so we can work this out. The developer will burn a copy of the client's web site onto a CD, at the client's request, upon completion of the site and upon receipt of final balance for $25.00 each.

10. Maintenance: Changes requested by the client upon completion of the website will be billed at the hourly rate in 15 minute increments. Maintenance can be charged according on difficultly of update and will be confirmed by client.

11. Copyrights and Trademarks: The client represents to developer and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to developer for inclusion in web pages 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 developer and its subcontractors, if any, from any claim or suit arising from the use of such elements furnished by the client. Watermark on any photo is available upon request.

12. Assignment of Project: The developer reserves the right to assign certain subcontractors to this project to insure the right fit for the job as well as on-time completion. The developer warrants all work completed by subcontractors for this project. When subcontracting is required, the developer will only use industry-recognized professionals and will contact client first for permission and subcontractors fee prior to hiring.

13. Age: Authorized representative of the client certifies that he or she is at least 12 years of age and fully capable of understanding the following contract before any design work will be done.

14. Warranties and Liability: Client agrees that any material submitted for publication will not contain anything leading to an abusive or unethical use of the Web Hosting Service, the Host Server or the developer. Abusive and unethical materials and uses include, but are not limited to, pornography, obscenity, nudity, violations of privacy, computer viruses, harassment, any illegal activity, spamming, advocacy of an illegal activity, and any infringement of privacy. Client hereby agrees to indemnify and hold harmless the developer from any claim resulting from the client's publication of material or use of those materials. It is also understood that the developer will not publish information over the Internet, which may be used by another party to harm another. The developer will also not develop pornography or wares web site for the client. The developer reserves the right to determine what is and is not pornography. Developer does not warrant the functions of the site will meet client’s expectations of site traffic or resulting business or that the operation of the web pages will be uninterrupted and/or error-free. Developer is not to be held responsible for occasional downtime of email or web site due to line interruptions and/or other instances beyond developer's control or as a result of client’s hosting service.

15. Indemnification: Client agrees that it shall defend, indemnify, save and hold the developer harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney's fees associated with the developer's development of the client's web site. This includes liabilities asserted against the developer, its 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 the developer against liabilities arising out of any injury to person or property caused by any products or services sold or otherwise distributed over the client's web site. 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.

16. Rights Upon Termination of Agreement: Developer shall transfer, assign and make available to client all property and materials in developer's possession or subject to developer's control that are the property of client, subject to payment in full of amounts due pursuant to this Agreement should client wish to discontinue services completely with MillerTech Design. Developer also agrees to provide reasonable cooperation in arranging for the transfer or approval of third party's interest in all contracts, agreements and other arrangements with advertising media, suppliers, talent and others not then utilized, and all rights and claims thereto and therein, following appropriate release from the obligations therein.

17. Ownership to Web Pages and Graphics: Copyright to the finished assembled work of web pages and graphics produced by the developer shall be vested with the client upon final payment for the project. This ownership is to include, design, photos, graphics, source code, work-up files, text, and any program(s) specifically designed or purchased on behalf of the client for completion of this project. Rights to photos, graphics, and computer programs are specifically not transferred to the client, and remain the property of their respective owners. Developer and its subcontractors retain the right to display all designs as examples of their work in their respective portfolios.

18. Litigation: Any disputes arising form this contract will be litigated or arbitrated in Grand Traverse County, Michigan. This agreement shall be governed and construed in accordance with the laws of the State of Michigan, USA. Undersigned 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 both parties. Any changes or modification thereto must be in writing and signed by both parties.

19. Sole Agreement: The agreement contained in this "Web Site Design Contract" constitutes the sole agreement between developer and the client regarding this web site. Any additional work not specified in this contract, must be authorized by a written change order and signed by both parties. This agreement constitutes the entire understanding of the developer and client. This agreement terminates and supersedes all prior understanding or agreements on the subject matter hereof. Any changes or modification thereto must be in writing and signed by both parties.