TERMS & CONDITIONS
I.General Website Terms & Conditions
The client / customer entering into agreement with Live ‘n Fly, Inc. to be referred to in this agreement as Client.
Live ‘n Fly, Inc. will use proprietary methods in their business model, marketing efforts, etc. Client agrees not to share or relay to any public, private, or non-Live ‘n Fly, Inc. approved sources any details of Live ‘n Fly, Inc., Live ‘n Fly, Inc.’s practices, business model, employees, or personal data. Client, including all employees at Client’s office, may not share any forms, contracts, documents, contacts, or anything else provided by Live ‘n Fly, Inc. to Client, unless authorized in writing by Live ‘n Fly, Inc. for a minimum of 12 months after termination of any contract, hosting, or business relationship between Live ‘n Fly, Inc. and Client.
Photos and other miscellaneous graphic images should be supplied by Client. In the event client does not provide photos, Live ‘n Fly, Inc. will provide stock imagery to use on the client’s website. With respect to all photos and documents provided by client, Client takes all responsibility in proving Client’s right to use such images and documents. Live ‘n Fly, Inc. shall not be held responsible in instances where copyright infringing elements are used on the website or in marketing materials except in the event it has provided and knows or should have known the potential infringing liability of such elements.
- Copyrights and Trademarks
The Client represents to Live ‘n Fly, Inc. and unconditionally guarantees that any elements of text, graphics, photos, designs, video, trademarks, or other artwork furnished to Live ‘n Fly, Inc. 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 Live ‘n Fly, Inc. and its subcontractors from any claim or suit arising from the use of such elements furnished by the Client.
- Assignment of Project
The Live ‘n Fly, Inc. 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 Live ‘n Fly, Inc. warrants all work completed by subcontractors for this project.
Client agrees that it shall defend, indemnify, save and hold Live ‘n Fly, Inc. harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees associated with Live ‘n Fly, Inc.’s development of the Client’s SEO. This includes Liabilities asserted against the Live ‘n Fly, Inc., its subcontractors, it’s agents, its 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 Live ‘n Fly, Inc. 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.
- Rights Upon Termination of Agreement
Live ‘n Fly, Inc. shall transfer, assign and make available to Client all property and materials in Live ‘n Fly, Inc.’s possession or subject to Live ‘n Fly, Inc.’s control that are the property of Client, subject to payment in full of amounts due pursuant to this Agreement. In the event the Client terminates this contract by registered letter or email within initial contracted term rights and property will be transferred after final contracted month’s payment is received. If, at the sole discretion of Live ‘n Fly, Inc., any reimbursement of monies, services, or other such refund is determined applicable, work which has been completed beyond the amount covered by the initial months payments, the Client shall be liable to pay for all work completed at the hourly rate. No portion of any payment will be refunded unless written application is made within initial contract period and at which time will be the sole discretion of Live ‘n Fly, Inc. to determine one is warranted. Refund request/termination of agreement must be submitted by registered letter or email to Live ‘n Fly, Inc.
In the event of any default of any material obligation by or owed by a party pursuant to this Agreement, then the other party may provide certified written notice (email is not a valid form) of such default and if such default is not cured within twenty five (25) days of the written notice, then the non-defaulting party may terminate this Agreement.
Any notice required by this Agreement or given in connection with it, shall be in writing and shall be given to the appropriate party by personal delivery or by certified mail, postage prepaid, etc.
Any disputes arising from this contract will be litigated or arbitrated within the city of which this contract was signed and entered into. This agreement shall be governed and construed in accordance with the laws of which this contract was signed and entered into. 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
- Payment of Services
In the event client chooses to engage with Live ‘n Fly, Inc., Client agrees to contract with Live ‘n Fly, Inc. as per Section C and D of this agreement. Client must then notify Live ‘n Fly, Inc. via email or certified mail with any intent to cancel services. If Client cancels, client must notify Live ‘n Fly, Inc. 45 days in advance of canceling month.
- Deposit Policy
Live ‘n Fly, Inc. shall receive payment on the first of each month as outlined in Section D for the agreement length as stated in Section C of the contract. All payments will be billed with the consent of client.
Authorized representative of the Client certifies that he or she is at least 18 years of age and legally capable of entering a contract on behalf of the Client.
- Termination of Services
Upon termination of services between Live ‘n Fly, Inc. & Client, Live ‘n Fly, Inc. agrees to provide basic details for locations of links & citations, usernames & passwords, and other client specific data at Live ‘n Fly, Inc.’s discretion. Live ‘n Fly, Inc. will not compromise its personal accounts, relationships, and practice methods by providing info that may do so. Live ‘n Fly, Inc. will always have final say as to which data (excluding the website) is provided to Client such discretion shall be reasonably exercised. Additionally, Client agrees to NOT withhold payment as leverage to acquire any data from Live ‘n Fly, Inc. Live ‘n Fly, Inc. agrees that providing Client or Client’s representative with the means to update prices, products, terms etc. on the finished web site is considered an essential part of the agreement and such means shall not be withheld.
- Terms and Conditions
Live ‘n Fly, Inc. reserves the right to modify these terms as need at any time. Client will be bound to the terms on this page as they were on the date signed.
- Website Terms and Conditions
The Client hereby authorizes Live ‘n Fly, Inc. to access the required domain registrant settings, and agrees to provide Live ‘n Fly, Inc. with user names and passwords needed to configure all services including website hosting, DNS pointing, and email configuration. The Client authorizes Live ‘n Fly, Inc. (at its discretion, which shall be reasonably exercised) to publicize their completed web site to Web search engines, as well as other web directories, statistical data, generic client data, and indexes. Additionally, The Client agrees to provide campaign relevant data, including but not limited to, photos, logos, copy, and requested direction in regards to strategy and design in a reasonable and timely manner. The Client agrees not to hold Live ‘n Fly, Inc. responsible for any delay of any portion of their agreed upon marketing plan and/or website in the event that the Client does not provide Live ‘n Fly, Inc. with requested data (copy, photos, multimedia, client specific data, etc.) in a timely manner.
- Domain Registration
Live ‘n Fly, Inc. will secure 1 domain name for the Client at the Client’s request. If the Client already has a domain name, Live ‘n Fly, Inc. will coordinate or help coordinate redirecting the address to the new host. Should the Client desire a specific domain name, which is already owned by another party, negotiations for said domain name must be undertaken by the Client. Client will retain ownership of domain name.
- Website Hosting
Being that not all hosting servers are secure, stable, compatible, or accessible as the ones used by Live ‘n Fly, Inc., by default, the finished site will be uploaded to Live ‘n Fly, Inc.’s hosting server and will be maintained there. Live ‘n Fly, Inc.’s servers do not guarantee uptime, and as such, there may be downtime for security and resource updates and such. Client will by default be responsible for hosting the site on Live ‘n Fly servers and the costs as outlined in the estimate and Section D. Live ‘n Fly, Inc. reserves the right to suspend and/or pull down the site for lack of payment after 45 days of delinquency of payment and Client will be held responsible for outstanding balances due. If the Client wishes to host this site on another server, this must be laid out and established prior to any website build, and may be subject to additional fee’s associated. If Client wishes to transfer their website to another hosting server at a later time, Client will be held responsible for this process. Live ‘n Fly, Inc. will provide necessary files for Client to host on another hosting server. All outstanding balances must be paid in full before a site can be transferred off of Live ‘n Fly, Inc.’s servers.
- Ownership to Web Pages and Graphics
The Client will retain ownership of the website after all moneys owed to Live ‘n Fly, Inc. are paid in full. Copyright to the finished assembled work of web pages and graphics produced by Live ‘n Fly, Inc. shall be vested with the Client upon final payment of any and all outstanding fees and services. 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 this project. Rights to photos, graphics, and computer programs are specifically not transferred to the Client, and remain the property of their respective owners. Live ‘n Fly, Inc. and its subcontractors retain the right to display all designs as examples of their work in their respective portfolios.
This custom package contemplates the possibility of an e-commerce enabled site. If a shopping cart is required for the Client’s site, the charges for the shopping cart will be given in an estimate upon request. If the Client selects an e-commerce enabled site, the Client is encouraged to obtain a secure certificate for online transactions. The Client understands that if they do not obtain their own secure certificate, design capabilities on the shopping cart itself may be limited. The Client may need a Merchant Account to enable the ability to accept credit cards online. Any charges necessary to secure the Merchant Account are chargeable to the Client. If the Client has a high volume / high sales web site, real-time credit card processing will be desired. In this instance, Live ‘n Fly, Inc. will assist the Client in obtaining this service. Any charges related to this service are the responsibility of the Client as an addition to this agreement. Laws From time to time, governments enact laws & levy taxes and tariffs affecting Internet electronic commerce. The Client agrees that the Client is solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend Live ‘n Fly, Inc. and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the Client’s exercise of Internet electronic commerce.
Live ‘n Fly, Inc. will provide at no additional charge e-mail and telephone assistance to the Client’s designated representatives regarding management of the Client’s web site upon the Clients request.
- Additional Expenses
Client agrees to reimburse the Live ‘n Fly, Inc. for any critical Client requested expenses necessary for the completion of the project. Examples would be: Purchase of specific fonts at the Client’s request, Purchase of specific photography at the Client’s request, Purchase of specific software at the Client’s request.
- Client Amends / Changes
Live ‘n Fly, Inc. understands that Clients may request significant design changes to the pages that have already 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 our initial design. If significant page modification is requested after a page has been built to the Client’s specification, we must count it as an additional page, and may charge the Client accordingly. All work and their subsequent charges will be discussed with Client beforehand, and Live ‘n Fly, Inc. will obtain approval of all charges before any are made.
- 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, Live ‘n Fly, Inc. is not responsible for any damage created by the Client or agent of the Client. Any repairs required will be assessed at an hourly rate.
The Client acknowledges that Live ‘n Fly, Inc. will host all Live ‘n Fly, Inc. designed and built websites and e-commerce, however, Live ‘n Fly, Inc. will not typically host video (but will find off server hosting) or any proprietary site integration such as Client inventory management integration or banking software. Additionally, Live ‘n Fly, Inc. has capability to host email or other data.
- Search Engine Optimization
Live ‘n Fly, Inc. will integrate the Clients web site with basic titles, keywords, descriptions and text. Advanced keyword research, implementation, and analytics are only included in a marketing contract unless otherwise specified. Live ‘n Fly, Inc. offers advanced search engine optimization and site promotion services. Live ‘n Fly, Inc. encourages all commercial Clients to obtain advanced Search Engine Optimization and Site Promotion services to garner the highest likelihood of organic traffic.
- Work Schedule and Completion Date
Live ‘n Fly, Inc. to submit a First Mockup Draft of web site within the first full month after Live ‘n Fly, Inc. receives signed agreement, along with down payment and initial direction from the Client. Clients are to provide Live ‘n Fly, Inc. 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 or by signing a printed copy of the design and emailing to Live ‘n Fly, Inc. 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 will be sent to the Client advising the Client that the work has been completed. After Client approval, the site will then be uploaded to Live ‘n Fly, Inc.’s hosting server.
- Maintenance Grace Period
This agreement includes minor web page maintenance to regular web pages (not store product pages) over a one-month period, including updating links and making minor changes to sentences or paragraphs.
- Warranties and Liability
Client agrees that any material submitted for publication will not knowingly contain anything leading to an abusive or unethical use of the Web Hosting Service, the Host Server or Live ‘n Fly, Inc. 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 Live ‘n Fly, Inc. from any claim resulting from the Client’s publication of material or use of those materials. It is also understood that Live ‘n Fly, Inc. will not publish information over the Internet that may be used by another party to harm another. Live ‘n Fly, Inc. will also not develop pornography for the Client. Live ‘n Fly, Inc. reserves the right to determine what is and is not pornography. Live ‘n Fly, Inc. does not warrant or make claim that 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. Live ‘n Fly, Inc. is not held responsible for occasional downtime of email or web site due to line interruptions and/or other instances beyond Live ‘n Fly, Inc.’s control.