The Christian Williams Design Company is an limited liability company (LLC) registered in San Antonio, Texas, USA. The Christian Williams Design Company (hereafter CWDC) will only commence work once an order has been placed by either phone, email or in writing. An ‘order’ is deemed to be a verbal or written contract between CWDC and the Client including telephone and email agreement. Invoices will be generated and issued electronically and sent by email to the Client. Our preferred method of payment is Bank Transfer. The details of our account will be included on all invoices. CWDC accepts no legal liability for loss or damage caused by any work carried out by CWDC. All quotations are valid for a period of 30 days only. These Terms and Conditions supersede all previous agreements or understandings. Acceptance and or payment of a quotation, estimate or invoice constitutes agreement and full acceptance of these Terms and Conditions. The most up-to-date version of these Terms and Conditions will always be available on my website. At The
Christian Williams Design Company I reserve the right to terminate a project if; Client behaves poorly and effects the workflow of a project. Client shows a lack of focus in getting a project finished through no communication after 30 days. Deposits are non-refundable unless I fall ill or am unable to complete the project due to unforeseen circumstances. If the aforementioned transpires then the returnable portion of the overall budget will be determined based on the level of completed milestones. If no major milestones have been completed and the work has not progressed far enough for another designer to continue towards implementation then the complete amount will be refunded.
Design work will be provided to the client for approval and ‘sign-off’. As will details of required pages and functionality. The creation of the website code and functionality will only begin after client sign-off for these elements. Any significant changes to the design or website structure and functionality will be subject to an additional charge, to be agreed with the client at this point. No further work will be conducted until the client has agreed the extra cost and scope of work.
CWDC is not responsible for writing client copy or providing images. I can provide source suitable images, but this will be at additional cost, to be agreed with the client before any such work will be undertaken.
CWDC reserves the right to refuse to handle in any way, material which may be deemed obscene or pornographic, contains abusive or offensive language, anything that may be construed as threatening or defamatory or any material to which the Client has no rights. The client must guarantee that any elements of text, graphics, photos, designs, trademarks, or other artwork that they provide us for inclusion in the web site are either owned by the client or that they have permission to use them.
CWDC will make every effort to ensure that the website and any scripts or programs are error-free, but CWDC cannot accept liability for any losses incurred due to failure or malfunction of the website or any part of it.
Any code written by CWDC remains the copyright of CWDC (unless prior agreement is made and may only be reproduced or reused commercially with the permission of CWDC.
CWDC accepts no responsibility for copyright infringements caused by materials used and submitted to us by the Client. CWDC reserves the right to refuse any material that it believes to contravene copyright laws unless proof is given that permission has been granted to use the material. It is the responsibility of the client to provide all agreed materials as agreed verbally or in writing. Any significant delays caused due to the failure of the client to provide agreed materials may be chargeable. It is not the responsibility of CWDC to create copy, images or other materials for the client unless explicitly agreed in the quotation or subsequent communication. Supplied materials should be in agreed format – if extra time required to crop/optimize images this will be chargeable (at agreed hourly rate for extra work) unless this is expressly outlined in the original quote. If CWDC has to source image, design, logo or icon materials for the creation of a client website, the cost of the materials is chargeable at the cost incurred, unless the cost of the materials is explicitly outlined in any quotation or invoice.
CWDC will not be liable for costs incurred; compensation or loss of earnings due to the failure to meet agreed deadlines, but every effort will be made to ensure all agreed deadlines are met and every effort will be made to inform the Client if a deadline will be missed.
CWDC will not be liable or become involved in any disputes between the Website owner and any other party and cannot be held responsible for any unlawful behaviour or other wrongdoing by the Website owner. If instructed by the client, CWDC can maintain the Website at a monthly or agreed price in a fully operational condition without errors after the launch. CWDC cannot always guarantee that this will be the case and as such cannot accept liability for any defects which may exist, economic losses (including revenues and profits), loss of goodwill, reputation or any other consequential or indirect losses the client may suffer due to the use of the website or their inability to access the website.
CWDC cannot be held responsible for issues relating to software bugs in supplied open source of paid-for software solutions. Whilst CWDC will endeavour to find solutions for such issues, this cannot be guaranteed and may be chargeable if significant time is required to provide the solution.
Similarly CWDC cannot be held responsible for issues relating to software upgrades, plugins, modules or any other additional software packages requested by the client. Issues relating to email, including lost emails, cannot be considered the responsibility of CWDC. Clients must create local copies of emails that they consider to be commercially important or sensitive. If clients exceed any agreed or set quotas and lose data, it is their responsibility.
All websites designed by CWDC will show a link to the CWDC website near the bottom of each webpage, unless otherwise agreed. Removal of the link is only allowed with the express permission of CWDC. I also reserve the right to include details of our work for clients on the CWDC website, this can include screen shots of the clients’ website and links to the Client website.
If any discussed and/or created wireframes or images are subsequently used by the client, or a third party, without the express permission of CWDC and without payment, we reserve the right to instigate legal action for damages and copyright infringement.
The customer also agrees that CWDC holds no responsibility for any amendments made by any third party, before or after a design is published. Agreement for the website to ‘go-live’ will constitute acceptance of all work and the balance owing will become payable immediately.
The client must provide feedback on work and provide details of issues, omissions or bugs within 10 working days of feedback requests or they will be deemed to have accepted the work and any monies owing will become immediately payable. After initial feedback any subsequent comments must relate to changes made in response to the initial feedback and must be made within 5 working days of notification of changes made.
Whilst every measure will be made to ensure compatibility with a wide range of web browsing software we can offer no guarantees of correct function with all browser software and cannot accept responsibility for loss of goodwill, reputation or any other consequential or indirect losses the client may suffer due to a third parties inability to access the Website due to browser incompatibility. We do not support Internet Explorer 6 and if the client expressly requires compatibility with this browser it must be stipulated before acceptance of any quote and any extra cost incurred in supporting this browser must be agreed before the project begins. We will test for and guarantee compatibility of any website we create with the most recent version of Microsoft Edge, Mozilla Firefox, Safari, Chrome, Opera. Compatibility with mobile devices and iPad/tablet devices is not guaranteed, unless explicitly requested and included in the quotation. If it is required it must be stipulated before acceptance of any quote and any extra cost incurred in supporting specified mobile devices must be agreed before the project begins.
Where CWDC provides hosting and maintenance services we cannot be held responsible for difficulties experienced when accessing the Website or individual parts of the Website due to circumstances beyond our control. These may include (but are not limited to): problems with the clients internet service provider or other third party, failure (partial or whole) of server hardware or software, hacker attacks, disruption or failure of any service that prevents CWDC functioning in a normal manner, natural disaster, weather, war, invasion, riot and other civil disorder, rebellion and revolution. Where the client decides to host the website with a third party it is fully and completely their responsibility to maintain the website.
Website hosting, maintenance and backup services offered by CWDC are for the express purpose of enduring the continuation of and maintenance of existing website pages and minor text and image changes to these pages. This service does not include the creation of new website pages or the addition of new regions (whether text or image) to the existing pages. Hosting can be cancelled at the end of the period covered and specified, but refunds are not possible during the hosting period. Hosting charges are applicable from the day the website hosting area is created, at the clients request, and website development begins. Where a client, or a third-party employed by a client, makes changes to a client website, hosted by CWDC, resulting in issues with the website or any other associated services, CWDC will not be held responsible in any way for loss of business or solving any issues. If CWDC is asked to assist in solving issues the time will be chargeable at an agreed hourly rate.
Where the client requests a website to be installed on a third-party server it is the sole responsibility of the client to ensure the hosting is sufficient for the requirements of the website. CWDC must be granted FTP access with read/write ability. Where it is necessary for CWDC to create email accounts or setup databases then full admin access must be provided (usually CPanel). CWDC reserves the right to charge on a time basis for the transfer of a client website to third-party hosting, unless this service is expicitly included in an estimate or invoice.
Although hosting packages may be charged on a per year basis, if the bandwidth allowance for the selected package is exceeded, then additional hosting costs will be applicable. In this instance the client will have the option to upgrade the hosting package or reduce the timescale covered by the hosting package to cover the additional costs.
It is the responsibility of the client to inform CWDC if a hosting or maintenance contract/package is no longer required. Any used, but unbilled hosting time, will be owing for the period between the end of the last billed period and the notified end date for the hosting services.
CWDC cannot be held responsible for the loss of email data or website functionality during transfer of domain name (however long it takes) or changes to the nameservers or any other domain-related record and as such cannot accept liability for any economic losses (including revenues and profits), loss of goodwill, reputation or any other consequential or indirect losses the client may suffer due to the loss of website functionality, loss of email data or their inability to access the email data.
In the event that a client requires the ownership of their domain name to be changed to a third party, this will generally require a fee to cover administration and must be paid before the transfer is initiated.
Where CWDC agrees to conduct a ‘Search Engine Optimization’ or ‘Web Presence’ campaign for clients, the minimum period for the campaign will be outlined in the the recurring invoice sent to clients and in any previous estimates. The total cost will be stated in each invoice, although each invoice will be for the monthly installment payment. No work will be conducted in the invoiced month until the invoice is paid in full. If the client wishes to cancel the ongoing ‘Search Engine Optimization’ or ‘Web Presence’ campaign before the end of the minimum period, the outstanding balance on the total campaign cost will be chargeable and CWDC will invoice for this balance in full. Where a client persistently fails to pay monthly invoices in full and on time CWDC reserves the right to invoice for the full cost of the campaign immediately and refuse to conduct future work until this invoice is paid, in full.
CWDC reserves the right to require a first payment or ‘deposit’ of between 50% and 75% of the agreed total costs before any work will be carried out. Once designed, a draft version of the Website(s) will be made live for testing and commenting by the Client. Once this basic design has been agreed to be suitable via email or in writing, any changes to the layout or general design may be chargeable.
When work on the Website(s) has been completed the final balance of payment is then due in accordance with our terms of payment, stated on the initial estimate and/or each invoice. Upon completion, if the Client decides they no longer want the Website, or wish to make changes to the website, they are still obliged to pay for all work that has been done. i.e. if the site has been completed, all monies are now due for payment with no exception.
All accounts are payable nett 14 days (unless other prior arrangement has been made) meaning that all monies due to BGDC must be paid within 14 days of completion of work and date of issue of the final invoice. Accounts still outstanding 30 days after invoice will be considered ‘in default’ and any client information or services may be suspended. Clients with accounts that are ‘in default’ agree to pay all reasonable costs and expenses, including legal fees in enforcing these Terms and Conditions.
Once a first payment or ‘deposit’ has been paid and work begins, the client is obliged to pay the balance of payment in full, even if the client decides to cancel the project for whatever reason. We will contact clients via email and telephone to remind them of such payments if they are not received when due. If a due payment becomes more than 30 days overdue, CWDC reserves the right to request payment in full for the project at that point. Further work will not be conducted until such payment has been received. If a client persistently fails to provide access to their hosting or domain, such that CWDC cannot complete scheduled and agreed work, the client will be deemed to have broken their agreement with CWDC and all monies owing will be immediately due.
All website code and graphics will remain the property of CWDC until all accounts are paid in full. If the client does not respond to email or phone messages requesting agreed content or sign-off, for a period of two weeks or more, CWDC reserves the right to issue a final warning to the client that if they do not then respond within three days of the final warning, the project will be paused at that point and the client will be invoiced in full for work completed up to that point.
In the event that the client fails to respond to communication for a period of 28 days or more, CWDC reserves the right to’ archive’ the project and immediately invoice for all completed work and materials. At this point the project will be placed on-hold until the scope of work and cost for completion of the project is agreed and any deposit required is paid.
Where CWDC agrees to invoice for a final payment when the created or modified website is ready to ‘go- live’ and the client has ‘signed-off’ all work, the act of making the website ‘live’ on the internet implies acceptance of the work conducted by CWDC and acts as ‘sign-off’. All outstanding monies owing will become immediately payable and will be invoiced for immediately.
For outstanding accounts The Christian Williams Design Company reserves the right to disable the Client’s website or system until such time as we receive all outstanding monies. Following consistent non payment of an invoice we, or our solicitors, will contact the Client in question, with a view to taking the matter further and if the need arises to seek payment through legal proceedings, and if necessary court summons.
All preparation materials, sketches, visuals, including the electronic files used to create the project remain the property of Christian Williams (Christian Williams Design Co.). The final artwork/digital files will become the property of the client mentioned in this proposal ONLY upon final payment of the project.
It cannot be stressed enough that if final payment is NOT received as agreed and set out in the initial proposal, all designs and concepts will remain the property of Christian Williams (Christian Williams Design Co.) until payment is received. If there are issues with the final payment, Christian Williams (Christian Williams Design Co.) then reserves the right to reuse or amend any of these ideas for other clients or to be used freely as concepts in my portfolio.
Should the client attempt to use/modify/alter/replicate or steal any of my ideas without making agreed final payment, Christian Williams (Christian Williams Design Co.) will take immediate legal counsel.
Christian Williams (Christian Williams Design Co.) reserves the right to show any artwork, ideas, sketches created for this project in a portfolio as examples of client work. This can be during the project and also on completion. If you have any specific secrecy requirements, please mention this before agreeing to the proposal.
Final payment ensures that ONLY the agreed design becomes the clients property. Any previous ideas/ concepts remain the property of Christian Williams (Christian Williams Design Co.), unless any prior agreement has been made.
Christian Williams (Christian Williams Design Co.) reserves the right to suspend any project if a client: interferes with excessive micromanaging, demonstrates a continued lack of trust and inability to move forward after showing more than a reasonable number of unique logo ideas/concepts and/or shows reluctance in paying the final payment.
