1-Page Website +SEO
PRepared by eBuilt Business
Statement of Works Agreement
Date: September 27, 2020
You the Client, are hiring eBuilt Business to design and develop your website, chatbot or marketing funnels according to your online needs and quote sent previously.
1.0 Services Rendered
We will create a ‘Visual representation’ according to our discussion during our Strategy Call. Whilst we will continue to gather further information in order to understand your build requirements better, the project will be built upon the agreed outline per our Initial conversation. Any further additions to the design during or after the build phase may Incur additional charges based upon the allotted Inclusions outlined above on the Initial Investment table.
We will be building the development project using a variety of applications and custom scripts, API, Database, web hooks, 3rd party integrations and JSON coding. Due to the nature of this complexity of design and build, you will not be provided access to the required applications and scripts and they will remain the Intellectual property of eBuilt Business.
All care will be taken by eBuilt Business to build according to the rules and regulations of Facebook and all other Governing Bodies. eBuilt Business assumes no responsibility for the legal obligations and all responsibility relating to design, content, and legal distribution of the content Included remains that of You the Client.
All content Included within the project will remain owned by You the Client.
Writing or inputting any text copy is not included in this contract unless otherwise stated in the original quote. If you’d like us to write new content or input text for you, we’re happy to provide a separate estimate for that.
We will assist you In re-writing/re-wording content for your project, however all responsibility of the copy remains that of You the Client.
For any images or graphics you wish to include in the build, you will need to supply graphic files to us in an editable, vector digital format. Photographs must be in a high resolution digital format. If you choose to buy stock photographs, we can suggest stock libraries and style of photography/images. If you’d like us to search for photographs for you, we can provide a separate estimate for that.
Cost of buying stock photographs or a photo shoot is not included in this contract unless otherwise stated in the original quote.
We will test the project prior to deployment and you are welcome to test it on your own mobile device or desktop computer. The website or chatbot may result in slow performance due to the age of the device, connection quality of internet signal, download speed and other external factors.
As this project is built using 3rd Party applications, and hosted on the appropriate Network or server chosen by eBuilt and agreed to by you the client, eBuilt Business Is In no way responsible for the ‘uptime’ or reliability and responsiveness of the website or chatbot.
All efforts will be made by eBuilt Business in development to ensure the best technology Is used In order to avoid poor results.
CHANGES AND REVISIONS
We know from experience that fixed-price contracts are rarely beneficial to you, as they often limit you to your earliest ideas. We don’t want to limit your ability to change your mind or make decisions later when you might be better informed. The price at the beginning of this contract is based on the length of time we estimate we’ll need to accomplish everything you’ve told us you want to achieve, but we’re happy to be flexible. If you want to change your mind or add anything new, that won’t be a problem as we’ll provide a separate estimate to cover the additional work.
We can’t guarantee that our work will be error-free (we’re human!) so we can’t be liable to you or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if you’ve advised us of them. We will do our best to correct errors In the shortest time possible after being made aware of them.
2.0 Mutual Cooperation
We agree to use our best efforts to fulfil and exceed your expectation on the deliverables listed above. You agree to aid us in doing so by making available to us needed information pertaining to your website, chatbot or marketing funnel and to cooperate with us in expediting the work.
3.0 Charges for Services Performed
3.1 Functionality or feature requests above and beyond those listed in the budget and/or the functionality specs may be considered out-of-scope and an amendment to the budget will be recommended. Projects that go dormant for longer than 45 days will incur fee to resume work at the discretion of eBuilt Business
4.0 Terms of Payment
4.1 Billing Schedule
We’re sure you understand how important it is as a small business that you pay the invoices that we send you promptly. We’re also sure you’ll want to maintain a positive working relationship and keep the project moving forward, so you agree to stick tight to the following payment schedule.
The total budget for this project will be outlined in the original quote and will also indicate any ongoing payment schedule.
eBuilt Business will charge You the Client for the initial fees at point of this contract agreement which will begin the project and initiate commencement of work outlined.
The monthly maintenance will be billed automatically and charged on a recurring basis as long as eBuilt Business Is providing access to the website, chatbot or marketing funnel built for You the Client.
4.2 Client Agreement to Pay
The parties each individually represent and warrant that each has full power and authority to enter into this Agreement and to perform all of their obligations hereunder without violating the legal or equitable rights of any third party.
You agree to pay our initial (1st) invoice upon receipt which will commence work for the project. Every invoice after that will be billed automatically. In the event payment fails, our system will continue to try 3 times over a period of 7 days. If payment is not made within 15 days, eBuilt Business will have the opportunity to charge a late payment fee of 10% per month on any overdue and unpaid balance not in dispute, to cover the manpower, interest, and other costs eBuilt Business pays for carrying overdue invoices from You the Client. In addition, eBuilt Business reserves the right to stop work and/or deactivate the Website, ChatBot or Marketing Funnels until payment is received in Full.
4.3 Collection Costs
In the event that we incur legal fees, costs and disbursements in an effort to collect our invoices, in addition to interest on the unpaid balance, you agree to reimburse us for these expenses.
5.0 Cancellation of Plans
You have the right to modify, reject, cancel or stop any and all plans or work in process. However, you agree to reimburse us for all costs and expenses we incurred prior to your change in instructions, and which relate to non-cancelable commitments, and to defend, indemnify and hold us harmless for any liability relating to such action. We agree to use our best efforts to minimize such costs and expenses.
Any cancellation request must be made 7 days before the next billing cycle to allow time for work to be completed and finalised, and subscriptions & payments to be cancelled. Any request made within 7 days of next payment, or after payment has been received will be required to honour their monthly payment and your website, chatbot or marketing funnel will be cancelled before the following months payment Is due.
6.0 Responsibilities of eBuilt Business and You the Client
6.1 eBuilt Business’s Responsibility for Releases
We shall obtain releases, licenses, permits or other authorization to use testimonials, copyrighted materials, photographs, art work or any other property or rights belonging to third parties obtained by us for use in performing services for you (If applicable).
6.2 Client Responsibility for Releases
You guarantee that all elements of text, images, or other artwork you provide are either owned by your good selves, or that you have permission to use them.
Then when your final payment has cleared, copyright will be automatically assigned as follows:
6.3 Entire Agreement
You’ll own the visual elements that are supplied by you for this project. You own all elements of text, images and data you provided, unless someone else owns them.
We own all visual elements and graphics created for this project and the unique combination of these elements that constitutes a complete design and we will license that to you, exclusively and in perpetuity for this project only, unless we agree otherwise.
6.4 Client Responsibility for Accuracy
You shall be responsible for the accuracy, completeness and propriety of information concerning your products and services which you furnish to us verbally or in writing in connection with the performance of this Agreement.
eBuilt Business acknowledges its responsibility, both during and after the term of its appointment, to use all reasonable efforts to preserve the confidentiality of any proprietary or confidential information or data developed by eBuilt Business on behalf of You the Client or disclosed by You the Client to eBuilt Business.
8.0 Term and Termination
8.1 Period of Agreement and Notice of Termination
This Agreement shall become effective as of the date you make your initial payment and acknowledge acceptance of this agreement via signature, verbal agreement or any other means such as a checkbox indicating agreement on the payment page. This agreement will become effective from this point and shall continue until terminated by either party upon not less than 7 days’ notice in writing given by either party to the other.
8.2 Termination for Cause
Either party to this Agreement may terminate the Agreement if the other party defaults in the performance of any of its material duties and obligations and the default is not cured within thirty (30) days of the receipt of notice of said default, or if the default is not reasonably curable within said period of time, unless the defaulting party commences cure within said period of time and diligently proceeds to cure the default.
In addition, either party may immediately terminate this Agreement by giving written notice to the other party if the other party is insolvent or has a petition brought by or against it under the insolvency laws of any jurisdiction, if the other party makes an assignment for the benefit of creditors, if a trustee, or similar agent is appointed with respect to any property or business of the other party, or in the case of the Client, if the Client materially breaches its obligations to make payment pursuant to this Agreement.
8.3 Payment for Non-Cancelable Materials?
Any non-cancelable materials, services, etc., we have properly committed ourselves to purchase for your account, (either specifically or as part of a plan such as modules, photography and/or external services) shall be paid for by you, in accordance with the provisions of this Agreement. We agree to use our best efforts to minimize such liabilities immediately upon written notification from you. We will provide written proof, upon request of the You the Client, that any such materials and services, are non cancelable.
8.4 Materials Unpaid For
If upon termination there exist any materials furnished by us or any services performed by us for which you have not paid us in full, until such time as you have paid us in full you agree not to use any such materials, in whole or in part, or the product of such services.
8.5 Transfer of Materials
Upon termination of this agreement, provided that there is no outstanding indebtedness then owing by You the Client to eBuilt Business, eBuilt Business shall transfer, assign and make available to You the Client all content and materials in its possession or control belonging to You the Client. You the Client agrees to pay for all costs associated with the transfer of materials.
9.0 General Provisions
9.1 Governing Law
This Agreement shall be governed and construed in accordance with the laws of the Province/State of Tasmania.
9.2 Representations and Warranties
Except as otherwise set forth or referred to in this Agreement, this Agreement constitutes the sole and entire Agreement and understanding between the parties hereto as to the subject matter hereof, and supersedes all prior discussions, agreements and understandings of every kind and nature between them as to such subject matter.
If any provision of this Agreement is held to be illegal, invalid, or unenforceable under any present or future law, then that provision will be fully severable. In such instance, this Agreement will be construed and enforced as if the illegal, invalid, or unenforceable provision had never comprised a part of this Agreement, and the remaining provisions of this Agreement will remain in full force and effect.