Terms of Service Contract

Terms of Service Contract 1

Summary: 2

So in short: 2

What do both parties agree to? 2

Revisions stage 2

Premium Themes and Plugins 3

Graphics and photographs 3

Laws Affecting e-commerce 3

Third Party or Client Page Modification 3

Hosting Fees - if applicable 4

Managed WordPress Website 4

Intellectual property rights 4

Service/agreement cancellation 5

Displaying our work 5

Payment schedule 5

Nondisclosure 5

Cancellation 6

Arbitration 6

Legal stuff 6

Entire Understanding 6

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Summary:

bpnWebTech will always do our best to fulfill your needs and meet your expectations, but it’s important to

have things written down so that we both know what’s what, who should do what and when, and what will

happen if something goes wrong. In this contract, you won’t find any complicated legal terms or long

passages of unreadable text. We’ve no desire to trick you into signing something that you might later regret.

We do want what is best for both parties, now and in the future.

So in short:

You (Client) are hiring bpnWebTech (“We or Us”) to provide some or all of the following services:

• Web design

• Web development

• Web hosting

• Website maintenance

• Email/phone consultation

• WordPress support/training

• Other business support as directed

What do both parties agree to?

You: You have the authority to enter into this contract on behalf of yourself, your company or your

organization. You’ll give us the assets and information we tell you we need to complete the project. You’ll

review our work, provide feedback and approval in a timely manner too. You also agree to stick to the

payment terms.

Us: We have the experience and ability to do everything we’ve agreed with you and we’ll do it all in a

professional and timely manner. We’ll endeavor to meet every deadline that’s set and on top of that, we’ll

maintain the confidentiality of everything you give us.

Revisions stage

bpnWebTech allows up to two (2) revisions of the website before a final draft (third revision) is submitted and

the site is launched. All changes thereafter are subject to additional charges.

bpnWebTech understands that the Client may request significant design changes to pages that have already

been built to the Client’s specification. To that end, please note that our agreement does not include a

provision for “significant page modification” or creation of additional pages in excess of those specified

above. If significant page modification is requested after a page has been built to the Client’s specification,

additional charges will apply.

Some examples of significant page modification at the request of the Client include:

• Developing a new layout or structure to accommodate a substantial redesign.

• Recreating or significantly modifying the company logo graphic.

• Replacing more than 50% of the text to any given page.

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• Creating a new navigation structure or changing the link graphics.

Clients who anticipate frequent changes to the look of their site during the design process and Clients who

desire to be intricately involved in the design of each page are encouraged to negotiate an agreement which

exceeds the scope of the revisions stage. If significant page modification is requested by the Client beyond

the scope of the revisions phase or the website performance pack agreement, the work will be billed at a

rate of $60 per hour. Minor modifications, however, will be covered during the development of the site.

Premium Themes and Plugins

bpnWebTech maintains a number of developer licenses for premium WordPress themes and plugins. This

creates the opportunity to have free access to all these themes and plugins for the time we are

working together. This includes theme and plugin updates as they are released.

Upon going our separate ways, you can continue to use the themes and plugins and your site will

continue to function, unchanged. However, without the bpnWebTech developer licenses, you

would not get access to future updates unless you purchase your own license from the theme/

plugin developer.

If you do not plan to have an ongoing maintenance agreement with bpnWebTech, you will need to purchase

your own themes and plugins as needed. bpnWebTech can give advice/direction to quality plugins.

Graphics and photographs

You should supply graphics files in an editable, vector digital format. You should supply photographs in a

high-resolution digital format. If you choose to buy stock photographs, we can suggest stock libraries.

Laws Affecting e-commerce

The Client agrees that it is responsible for complying with the laws, taxes, and tariffs related to e-commerce

and will hold harmless, protect and defend bpnWebTech from any claim, suit, penalty, tax or tariff arising from

the client’s use of Internet electronic commerce. The client also understands that bpnWebTech cannot

provide legal advice.

Third Party or Client Page Modification

Some Clients will desire to independently edit or update their websites after completion of the site as a way

to control costs and to avoid the expense of a Maintenance Agreement. This is an option and a tutorial can

be provided to assist you if you choose this option.

However, if this option is selected and the Client or an agent of the Client other than bpnWebTech attempts

to update the website and damages the design or impairs the ability for the pages to display or function

properly, time to repair the web pages will be assessed at an hourly rate of $60 per hour with a one hour

minimum, additional time billed in 15 minute increments. Also, any premium themes or plugins

that have been used in developing the website will no longer be under the Developer’s license.

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The site will remain fully functional but future updates of those themes and plugins would require

the Client to purchase their own license.

Hosting Fees - if applicable

We are happy to work on your site on your hosting provider, or you can use our hosting.

We can host your site for $10 a month or as part of one of our managed WordPress hosting

packages.

We provide free hosting for sites under construction.

There are no refunds for hosting charges.

You cannot cancel hosting over the phone. To cancel hosting, you must send an email

to brian@bpnWebTech.com and note this information:

1.) The subject needs to be “Cancel hosting”

2.) If you want us to send you a backup. This will be charged at our standard hourly rate.

3.)The day we can stop hosting and delete your site.

Managed WordPress Website

Services vary in price and scope. They include a combination of the following services:

• bpnWebTech plugins

• 24/7 uptime monitoring

• Daily security and malware scans

• Daily backups

• Daily updates to WordPress core, themes, and plugins

• Customized WordPress dashboard

• Technical support by phone, email or screen-share video

• Personalized How-To videos upon request

• Monthly performance review

• Google Site Kit - Marketing Platform connection

Intellectual property rights

Just to be clear, “Intellectual property rights” means all patents, rights to inventions, copyright (including

rights in software) and related rights, trademarks, service marks, get up and trade names, internet domain

names, rights to goodwill or to sue for passing off, rights in designs, database rights, rights in confidential

information (including know-how) and any other intellectual property rights, in each case whether registered

or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such

rights and all similar or equivalent rights or forms of protection which subsist or shall subsist now or in the

future in any part of the world.

First, you guarantee that all elements of text, images or other artwork you provide are either owned by your

good selves or that you’ve permission to use them. When you provide text, images or other artwork to us,

you agree to protect us from any claim by a third party that we’re using their intellectual property.

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We guarantee that all elements of the work we deliver to you are either owned by us or we’ve obtained

permission to provide them to you. When we provide text, images or other artwork to you, we agree to

protect you from any claim by a third party that you’re using their intellectual property. Provided you’ve paid

for the work and that this contract hasn’t been terminated, we’ll assign all intellectual property rights to you

as follows:

You’ll own the website we design for you plus the visual elements that we create for it. We’ll give you source

files and finished files and you should keep them somewhere safe as we’re not required to keep a copy. You

own all intellectual property rights of text, images, site specification and data you provided unless someone

else owns them.

We’ll own any intellectual property rights we’ve developed prior to, or developed separately from this project

and not paid for by you.

Service/agreement cancellation

Either party can cancel this agreement at any time and for any reason.

In the event that you want to cancel your service, please email brian@bpnWebTech.com informing of your

intent to cancel. We will then download all of the files and documents for your site and deliver them to you.

Please note, it will take a web professional to load your site onto another server.

In the event that we wish to cancel this agreement, we will contact you via the main contact email we have

been provided.

Displaying our work

We love to show off our work, so we reserve the right to display all aspects of our creative work, including

sketches, work-in-progress designs and the completed project on our portfolio and in articles on websites, in

magazine articles and in books.

Payment schedule

In the event that your payment is late or declined more than two times in a 12 month period,

bpnWebTech reserves the right to charge a $25 late fee.

Nondisclosure

bpnWebTech agrees that, except as directed by the Client, it will not at any time during or after the term of

the Agreement disclose any confidential information to any person whatsoever. Likewise, the Client agrees

that it will not convey any confidential information obtained about bpnWebTech to another party.

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Cancellation

Cancellation of any project stage at the request of the Client must be made in writing. In the event that work

is postponed or canceled at the request of the Client in writing, bpnWebTech shall have the right to retain the

original 50% deposit.

brian@bpnWebTech.com

Brian Newhall | 327 North Front St. | Camden, NJ 08102

Arbitration

Any disputes in excess of $1,000 arising out of this Agreement shall be submitted to binding arbitration

before a mutually agreed upon Arbitrator suitor pursuant to the rules of the American Arbitration Association.

The Arbitrator’s award shall be final, and judgment may be entered in any court having jurisdiction thereof.

The Client shall pay all arbitration and court costs, reasonable attorney’s fees and legal interest on any award

or judgment in favor of bpnWebTech.

Legal stuff

We’ll carry out our work in accordance with good industry practice and at the standard expected from a

suitably qualified person with relevant experience.

That said, we can’t guarantee that our work will be error-free and so we can’t be liable to you or any thirdparty

for damages, including lost profits, lost savings or other incidental, consequential or special damages,

even if you’ve advised us of them.

Your liability to us will also be limited to the amount of fees payable under this contract and you won’t be

liable to us or any third-party for damages, including lost profits, lost savings or other incidental,

consequential or special damages, even if we’ve advised you of them.

This Agreement comprises the entire agreement between us and supersedes all prior oral and written

agreements.

Finally, if any provision of this contract shall be unlawful, void, or for any reason is unenforceable, then that

provision shall be deemed severable from this contract and shall not affect the validity and enforceability of

any remaining provisions.

Entire Understanding

This contract constitutes the sole agreement between bpnWebTech and the Client regarding this

project. It becomes effective when signed by both parties, or with the Client’s documented

acceptance of the Agreement via e-mail. It is the spirit of this agreement that this will be a mutually

beneficial arrangement for the Client and bpnWebTech. Both Parties warrant that they have read and

understood the terms set forth in this agreement. This agreement shall be governed and construed in

accordance with the laws of the state of New Jersey.

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This contract stays in place and need not be renewed. This contract cannot transfer to anyone else without

the other’s permission. If for some reason one part of this contract becomes invalid or unenforceable, the

remaining parts of it remain in place.

Thank you for choosing bpnWebTech

Brian Newhall

856-520-1286

brian@bpnWebTech.com

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