LEGAL
Terms and Conditions
TERMS and CONDITIONS AGREEMENT EMPLOYED BY ELEMENT STUDIOS, herein referred to as “ES” or “the Consultant” In consideration of the foregoing and of the mutual promises set forth herein, and intending to be legally bound, the parties hereto agree as follows:
1. Entire Understanding The Terms and Conditions thereto constitute an understanding and agreement between the Consultant and the Client regarding all current and future projects and agreements. It becomes effective upon submittal and once effective, this Agreement will remain effective between the Consultant and the Client for the entire duration of all current and future projects, unless specified in writing by ES. It is the spirit of this agreement that this will be a mutually beneficial arrangement for the Client and the Consultant. Both parties warrant that they have read and understood the terms and conditions set forth and understand the relevancy for all agreements and projects agreed to. This agreement is governed and construed in accordance with the laws of Australia. Please be aware that our Terms and Conditions may be subject to change.
2. Spamming Sending unsolicited or bulk and/or commercial messages over the Internet is harmful because of its negative impact on consumer attitudes but also because it can overload a web hosting network. ES will not participate in spamming and all email distributions must have ‘opt in’ authorizations.
3. Obscene/Abusive Speech, Materials or Defamatory Language ES will not advertise, transmit, store, post, display or otherwise make available child pornography or obscene speech or material. ES will notify law enforcement agencies if it becomes aware of the presence of child pornography being submitted through the internet. ES will not participate in hate speech, harassing, defamatory, abusive or threatening language.
4. Distribution of Internet Viruses ES will not distribute information regarding the creation of or be involved in sending of internet viruses, worms, trojan horses, pinging, flooding or mail bombing. Also, activities that disrupt the use of or interfere with the ability of others to effectively use websites, email address or other connected network, system, service or equipment.
5. Other Illegal Activities ES will not engage in activities that are determined to be illegal, including advertising, transmitting, or otherwise making available ponzi schemes, chain-mail, pyramid schemes, fraudulently charging credit cards and pirating software.
6. Intellectual Property ES will not engage in any activity that infringes or misappropriates the intellectual property rights of others, including copyrights, trademarks, service marks, trade secrets, software piracy, and patents held by individuals, corporations, or other entities. Also, engaging in activity that violates privacy, publicity, or other personal rights or harming of others.
7. Limited Liability The Client hereby agrees to indemnify and hold harmless the Consultant from any claim resulting from the Client’s publication of material or use of those materials.
8. Indemnification The Client agrees that it shall defend, indemnify, save and hold the Consultant harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees associated with the Consultant’s development of the Client’s designs or web site. This includes Liabilities asserted against the Consultant, its subcontractors, its agents, its clients, 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. The Client also agrees to defend, indemnify and hold harmless the Consultant against Liabilities arising out of any injury to person or property caused by any products or services sold or otherwise distributed through the Client’s Advertising. 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.
9. 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 the Consultant and its subcontractors and employees from any claim, suit, penalty, tax or tariff arising from the client’s use of Internet electronic commerce. The Client also understands that the Consultant cannot provide legal advice.
10. Ownership to Artworks Copyright to the finished assembled artworks of designs, prints, web pages and other digital media produced by the Consultant 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 programs specifically designed or purchased on behalf of the Client for completion of this project. All materials developed under this contract and/or intended for publication remain the property of Consultant until such time as final payment. In the event that materials are used by the Client before the tender of final payment, then this contract is breached an appropriated penalties will apply.
11. International Copyright & Trademarks The Client represents to the Consultant and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to the Consultant for inclusion in the Client’s design or web site 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 the Consultant and its subcontractors or employees from any claim or suit arising from the use of such elements furnished by the Client.
12. Assignment of Project The Consultant reserves the right to assign certain subcontractors, agents, officers or employees to this project to insure the right fit for the job as well as on-time completion. The Consultant warrants all work completed by subcontractors and employees for this project.
13. Additional Expenses The Client agrees to reimburse the Consultant 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 images at the Client’s request
- Purchase of specific software at the Client’s request
- Submittal to specific third parties at the Client’s request.
14. Design Credit The Client agrees that the Consultant may put a byline or development credit at the bottom of each print or digital design establishing design and development credit. The Client also agrees that all artwork, print or digital, created for the Client may be included in the Consultant’s portfolio.
15. Confidentiality The Consultant, its employees and subcontractors agree that, except as directed by the Client, it will not at any time during or after the term of the attached Agreement disclose any Confidential Information to any person whatsoever. Likewise, the Client agrees that it will not convey any confidential information obtained about the Consultant to another party. This includes anything marked ‘confidential’.
16. Authorization The Client hereby authorizes the Consultant to set up and/or access Domain Name Server and Web Hosting Service accounts and authorizes the Domain Name and Web Hosting Providers to allow the Consultant 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.
17. Cancellation Cancellation of the project at the request of the Client must be made by certified letter. In the event that work is postponed or cancelled at the request of the Client by registered letter, the Consultant shall have the right to retain the original deposit. In the event this amount is not sufficient to cover the Consultants for time and expense already invested in the project additional payment will be due. This will be billed to the Client within 7 days of notification via registered letter to stop work. Final payment will be expected under the same terms as listed in section 42 of this Agreement under ‘Payment Terms’.
18. Graphic/ Image Creation It is anticipated that the Consultant will create, capture or receive from the Client all the graphic/ imagery elements necessary to complete the Client’s project. This includes the company logo, images, animated graphics and video. This also includes photography and video or scanning and printing services as listed below. If the Client has provided any or all of the above graphics/ imagery then the Client is aware that suitable copyright permissions have been obtained for use within the print and/or digital project and as per the Consultant’s Terms and Conditions.
19. Photography/ Video Capture For Client’s residing in the Metro Detroit Area the Consultant will at the request of the Client visit the Client’s place of business and capture images and/ or video in digital format for inclusion in the Clients project. Prices for the site visit will be negotiated according to the scope. Photographic retouching and video editing of the imagery is offered in this agreement. If image capture is necessary and the Client’s place of business resides outside these areas, the Client may wish to capture the photographs and video imagery independently or use a local photographer and/ or video specialist to capture the images.
20. Scanning This agreement contemplates scanning images for the Client. If you anticipate needing extensive scanning service, please discuss this need with your Consultant.
21. Printing/ Product Supply This agreement covers printing and product supply for the Client. Ongoing maintenance such as supply of print advertising and collateral, including CD Rom and DVD products will be managed by the Consultant according to this Agreement.
22. Text Final text will be supplied by the Client. All content text shall be provided by the Client point of contact in Microsoft Word (.doc), Notepad (.rtf), or Microsoft Excel (.xls) format. Submission can be made as an email attachment, floppy disc or CDROM. 400-500 words per page approximately make up a standard webpage. Web pages of more than this become scrolling pages which may be subject to additional fees for increased formatting time. Creative Writing and Technical Writing is also a specialty and can is offered to the Client for all print and digital projects.
23. Client Amends The Consultant understands that the Clients may request significant design changes to artworks and web pages that have already been created to the Client’s specification. To that end, please note that our agreement does not include provision for “significant artwork and web page modification” or creation of additional designs or pages in excess of our agreed project scope. If significant modification is requested after an artwork or web page has been built to the Client’s specification, we must count it as an additional design or web page. Some examples of significant modification at the request of the Client include:
- Developing a new structure to accommodate substantial redesign at the Client’s request.
- Recreating or significantly modifying the artwork or graphic layout at the Client’s request.
- Replacing more than 20% of the text to any given artwork or page at the Client’s request.
- Frequently changing the imagery or text of the artwork or web site during the design process at the Client’s request.
- Creating a new design template, navigational structure or changing the link graphics at the Client’s request.
- Significantly reconfiguring the Client’s database, shopping cart or enabled e-commerce specification at the Client’s request. Client’s who anticipate frequently changing the look of the artwork or web site during the design process and Clients who desire to be intricately involved in design of each artwork or web page are encourage to negotiate an agreement which exceeds the initial scope of the project. Moderate changes, however may be covered during design and development of media projects.
24. Support The Consultant prides itself in providing excellent customer service. That is the spirit of our agreement and the spirit of the Consultant’s business. The Consultant will provide e-mail and telephone assistance to the Client’s designated representative regarding management of the Client’s media assets. Additional telephone long distance costs may apply in addition to package rates quoted. Additional meetings and consultations will be billed at an hourly rate in 15 minute intervals.
25. Maintenance Agreements If the Client wishes to use the Consultants services to maintain the Hosting Service, Domain Registration, Website and other Media, including any related 3rd party accounts, then Maintenance will be offered according to this Agreement. As each Client will have differing needs, Maintenance will be discussed and decided on a Client by Client basis. This also directly relates to any other print or digital media that requires ongoing maintenance, management and/or supply of product. The Client may provide the Consultants with request for maintenance and/or supply services. The work for maintenance and supply services will not proceed until written approval is received. Likewise, the Consultant may provide a request to the Client for purposes of website upgrades, registration renewal or any other recommendation deemed necessary, for the Client to approve. The Consultant will promptly notify Client of any defects, malfunctions or related documentation with regards to Domain Name, Hosting Service and 3rd party accounts. Upon acceptance from the Client, the Consultant will start maintenance work within reasonable time after receiving the written approval of which 50% deposit is required (as per section 42 of this Agreement under ‘Payment Terms’).
26. Third Party or Client Maintenance If the Client chooses to maintain the Hosting Service and Web Site Maintenance themselves, or use the services of a third party to maintain such hosting service and web site, the Consultant will not be held liable. Note however, that if this option is selected and the Client or agent of the Client other than the Consultant attempts to provide maintenance support and damages or impairs the ability of the Hosting Service or Web Site to function properly, time to repair the damages will be assessed at an hourly rate. There is a one hour minimum. In this regard, Clients are encouraged to allow the Consultant to manage all Maintenance.
27. Domain Name Registration The Consultant will secure a domain name (www.yourname.com) for the Client at the Client’s request. All costs incurred in doing so will be billed to the Client. If the Client already has a domain name, the Consultant will coordinate redirecting the address to the new host. All costs incurred in doing so will be billed to the Client. Should the Client desire a specific domain name which is already owned by another party, then transfer negotiations for the said domain name must be undertaken by the Consultant, additional costs may apply. The Client will be contacted in advance before any negotiations of this nature are undertaken or costs are incurred.
28. Domain Name Disputes The Consultant accepts no responsibility in respect of the use of a domain name by the Client and any dispute between the Client and any other individual or organization regarding a domain name must be resolved between the parties concerned and the Consultant will take no part in any such dispute. The Consultant reserves the right to, on becoming aware of such a dispute, at the Consultant’s sole discretion and without giving any reason, to either suspend or cancel appropriate representations held by the Consultant to the relevant naming authority.
29. Web Hosting Service The Consultant will either provide Web Hosting services, secure an account with another Host Provider on behalf of the Client, or the Client may secure the account independently. If however, the Client is not an advanced user of the Internet, the Client is encouraged to use the services of the Consultant to secure and maintain this account.
30. Web Design Package This agreement contemplates the creation of static and/or dynamic web pages including layout, navigation and initial search engine optimization and submission. In some cases the content a Client requires to be contained in a standard web page is greater than that which can be viewed on a standard single page. In this case the standard web page must become a scrolling webpage. This agreement may allow for minimal scrolling, if the content displayed is more than 20% of a standard webpage then an additional cost for the configuration of the scrolling webpage may be incurred. This agreement contemplates making any links that the Client desires, including images and video, “pop up” in a new window at the specific dimensions and configuration specified, at an additional cost. All web site packages and/or specialties for the web development will be discussed and covered during the initial Design Brief. This will give the Client an estimate of the costs involved for the work to be carried out. A Quote, according to the Scope obtained, will then be provided. Additional work, at the Client’s request, may arise during the project’s development. This work is welcome but will be classed as beyond the initial Scope and Quote, so therefore may incur additional charges. Also, if during the project’s development, the Consultant acknowledges any unforeseen issues or extra work that may be required then the Consultant will offer the Client advice in relation to the possibility of this extra work. These unforeseen issues or extra work may also incur additional costs.
31. Cross Browser Compatibility Our agreement contemplates the creation of a web site viewable by the major Internet web browsers, for example, Microsoft Internet Explorer, Mozilla Firefox and Netscape Navigator. Compatibility will be defined and tested on these browsers, however if the Client has a specific request for critical elements, this must be firstly discussed with the Consultant. The Client is aware that some advanced techniques on the Internet may require a more recent browser version and brand or plug-in. The Client is also aware that as new browser versions of Microsoft Internet Explorer, Mozilla Firefox and Netscape Navigator are developed, the new browser versions may not be backward compatible. Time spent to redesign a site for compatibility due to the introduction of a new browser version will be separately negotiated and in addition to the base price of our agreement, if required.
32. Page Redirection / Plug-in Technology Java Script programming necessary to complete the Client’s site is included in the base price of this contract. Java Script programming also includes page redirection based on the presence or absence of a viewer’s browser, plug-in, screen resolution and platform. Note however, that if additional pages are necessary to accommodate specific browsers, plug-in technology, screen resolutions, or platforms additional costs may apply. The Consultant will work predominately within a Windows environment.
33. Scripting This agreement contemplates if required, basic scripting forms embedded on the Client’s website with the data captured in each form deliverable on specified platforms. If a specific script beyond this capability is requested by the Client, it must be purchased by the Consultant at the Client’s request, the charge for the script, if any, will be billed back to the Client.
34. Flash Animation Flash is always an option to the Client. If chosen, the specific understanding of our agreement must be covered during the Design Brief. Although Flash work is charged by the hour, the Consultant warrants protecting the client by specifying a maximum charge in advance which must be discussed.
35. Real Audio/Video or QuickTime Our base agreement does not contemplate using Real Audio, Real Video or QuickTime on the Client’s site. If chosen, however, the costs for such must be discussed.
36. e-Commerce This contract contemplates the possibility of an e-commerce enabled site. If a shopping cart is required for the Client’s site default software may be used dependent on the host provider. The costs for the shopping cart and function must be discussed.
37. Secure Certificate This agreement contemplates the possibility of an e-commerce enabled site. If the Client selects an e-commerce enabled site, the Client is aware that it is mandatory to take the option of a Secure Certificate in addition to the shopping cart facility. The Client understands that this is a requirement in order to process the shopping cart facility. To obtain a secure certificate and costs for such will depend on the Hosting Service and may be an addition to the base price of this agreement.
38. Merchant Account If the Client’s website requires the ability to accept credit cards, the Client will need a Merchant Account. The Client understands that any costs necessary to secure the Merchant Account are not covered by this agreement and will be an addition to the base price discussed for this agreement.
39. CD Burning The Consultant will burn one copy of the Client’s artwork or web site assets onto a CD at the Client’s request upon completion of the design. Additional copies of the CD will be available at extra cost.
40. Search Engine Optimization (SEO) & Search Engine Submission (SES) During the development of a new website, the Consultant will provide basic initial search engine optimization for the Clients web site with appropriate titles, keywords, descriptions, text and links. Upon completion of the web site development the Consultant will submit the Client’s web site once to each of the free major Search Engines and Directories. The Client is aware that advanced SEO and SES is ongoing and periodical checking and maintenance is advised. The Consultant encourages most Clients to obtain Advanced Search Engine Optimization and Submission for the Online Marketing of their website.
41. Third Party Contact The Consultant hereby authorizes the Client at its discretion the release of Name, Phone and Email details of the Consultant to any third party contact that is involved in this project for purposes only to discuss design or other obstacles that may be hindering the progression of the project work by that third party.
42. Payment Terms Communication between the Consultant and the Client is crucial during this phase to ensure that the ultimate service level is maintained. Upon acceptance of this Agreement, the Client has within 4 weeks from the date of this contract, to provide the Consultant with a 50% deposit. This is required in order for ES to proceed with the work specified by the Client and in accordance with this Agreement. Upon completion of the work specified, the Consultant will invoice all remaining costs for the project. All invoices must be paid within 7 days. If the 7 day minimum is not met an additional charge of 10% is due. Simple interest of 10% will accrue and rollover for each week that payment is overdue. If payment is not made within 28 days of the initial invoice date, further simple interest will accrue and rollover on the balance owed at a rate of 20% from the date the 10% penalty was levied. To add, Dept Collection and/or Law Enforcement Agencies will also be notified and instructed to take all necessary actions to recover the outstanding dept. All additional fees in relation to Dept Recovery and Legal Proceedings as well as any complaints such as suffering and loss to AM will be imposed on the Client. The Consultant also reserves the right to use any such force required to remove and recover all works created by ES, if the payment is not received within 28 days of our original invoice for works completed. Most frequently, problems making payment timely are the result of poor communication channels in a company’s Account Department. Please pay all invoices within the time and date specified as no excuses for overdue payments will be tolerated.
43. Client Obligation Upon acceptance of this Agreement the Client is to supply all instruction and content to be utilized in the project unless the client has arranged that certain or all content is to be provided by the consultant. This is required in order to go ahead with the work outlined and in accordance with this Agreement. If the Client does not supply or arrange with the Consultant all content for the project contracted and/or provide the Consultant with a 50% deposit within four weeks of the date this Agreement was made, an additional continuation fee of 10% of the total agreed cost will be imposed. If the client has not provided or arranged with the Consultant all content for the project contracted and/or provided the Consultant with a 50% deposit within eight weeks from the date of this contract, the Consultant may terminate the Agreement and all costs incurred by the Consultant in the preparation and execution of this Agreement including legal and debt recovery costs will be imposed on the Client. To add, any deposits held by the Consultant in relation to this Agreement will remain the property of the Consultant. If a payment or any other delay is anticipated please contact the Consultant to discuss potential problems in advance. If problems are anticipated we may be able to accommodate an alternate arrangement. Thank you for taking the time to read our Terms and Conditions. All work provided by Aeon Multimedia is Governed by these Terms and Conditions. By submitting your request to proceed you agree to our Terms and Conditions.
Privacy Policy
There isn't much on ElementxStudios.net you could do to jeopardize your privacy. There are a few minor issues you may be concerned with though. When submitting some forms on ElementxStudios.net, you are asked to enter your email address. We only use this address to facilitate a response. In no way whatsoever will we share, sell, or give your email address to any third party, nor will we make this information public, without your expressed consent.
Additionally, as a visitor to our site, your movements within our site are logged. The only time we view this information is if we have a technical error requiring diagnostic investigation, or, abuse of our site is taking place. Every site on the Internet is capable of storing this information, and most commercial sites do. This is not invasion of your privacy, but rather a log of user X's movement from page A to page B to page C using IP address X. As innocuous as this information truly is, we once again promise that in no way whatsoever will we share, sell, or provide this information to any third party, nor will we make this information public, without your expressed consent.
