V.i.V.’s Design Terms & Conditions
The following terms and conditions apply to all website and interactive media development/design services provided by Victorious in Vines Design LLC (ViVs Design) to the Client.
Clients do not need to sign an acceptance of these terms and conditions for them to apply. If a Client accepts a quote, the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full.
Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.
Scope Statement – All scope statements are valid for 30 days from the date they are sent to the client. If scope statements are not signed within 30 days, a new scope statement has to be done and can be subject to price increases if prices have changed during that time.
Once a scope statement has been signed, the client has 15 days to complete the retainer process and pay any invoices pertaining to start-up costs. Failure to do so within 30 days will cancel out the project.
Charges for services to be provided by V.i.V.’s Design are defined in the project quotation that the Client receives via e-mail. Quotes are valid for a period of 30 days. V.i.V.’s Design reserves the right to alter or decline to provide a quote after the expiry of the 30 days.
Unless agreed otherwise within the scope statement, the following applies to all clients – all services require an advance payment of a minimum of thirty-three (33) percent of the project quote total before the work is supplied to the Client for review. A second charge of thirty-three (33) percent is required after the development stage. The remaining thirty-three (34) percent of the project quotation total is due upon completion before uploading to the server or releasing materials.
Payment for services is due by credit card or e-check or using trade dollars within 10 days of receipt, which A client can pay securely online. Details will be made available on invoices.
3. Client Review
V.i.V.’s Design will provide the Client with an opportunity to review the project and provide documented approvals/rejections throughout the project. After the project, such materials will be deemed to be accepted and approved unless the Client notifies V.i.V.’s Design; otherwise, within ten (10) days of the date, the materials are made available to the Client.
4. Turnaround Time and Content Control
V.i.V.’s Design tries its best to complete all projects promptly. Upon your initial project scope, we provide you with a general verbal turnaround time. Once our project scope is written and access to our client portal, you will see assigned dates and due dates. These dates are contingent upon how fast we can get the needed information. We understand that you are busy and have a lot of other things to worry about. However, more often than not, we run into situations where a client doesn’t complete a phase, task, or process, resulting in major delays.
Please keep in mind that you may not like or agree with our work process. And we understand that; however, keep in mind our process is in place not to frustrate you but because we are professionals in our field, and this is the most efficient way for us to handle and complete your project.
For example, we’ve had people say they will not pay us online and only write a check.
Our response is as such; A client may want to take their services elsewhere. Why? Because you wouldn’t tell Walmart or any other Major company how you will provide them with payment now, would you? No, then please don’t do it to us. In comparison, we may not be a major company. We are established and have our own practices that we follow.
We also would not expect you to change your processes or ask you to change how you run your business to accommodate how “we think” it should work. Much of our work depends on efficient communication. Phone calls, detailed emails, and constant back and forth take us away from working on your project and ultimately delays its completion.
Please be respectful of our time as we are of yours. It is simply unrealistic for us to meet whenever we’d like to discuss changes, stop making phone calls, or type out lengthy emails.
We also ask that you carefully read the information we send via email and your client portal. Nine times out of ten, we have already answered or sent you information on the question you are asking. We are a digital company, and therefore we do not operate a lot in person or through traditional methods. At the same time, we realize that a few prefer face-to-face and other traditional communication and conducting business. We cannot accommodate the minority. Remember you are coming to us for help with your digital presence. Therefore, it really is counterintuitive for you to keep doing comfortable and familiar things to yourself.
Therefore, you must use our Client Portal for project communications. Failure to do so will result in your project taking longer.
Please delegate a single individual as a primary contact to aid V.i.V.’s Design with progressing the commission satisfactorily and expediently.
V.i.V.’s Design will require the Client to provide website content, text, images, movies, and sound files during the project. We follow the deliverables schedule outlined in the project scope and listed within the client portal. We will not move forward to the next deliverable task until the prior one has been completed by V.i.V.’s Design or the Client.
5. Failure to provide required website content:
V.i.V.’s Design is a small business; to remain efficient, we must ensure that the work we have programmed is carried out at the scheduled time. On occasions, we may have to reject offers for other work and inquiries to ensure that your work is completed at the time arranged.
If content, email responses, or any other communication cannot be made within 30days from initial contact, we will close out a project. Please do not ask for access to files or site content for sites that were never completed. We DO NOT keep website content or designs for uncompleted sites. See underpayment for more information.
Therefore, we ask that you provide all the required information in advance. On any occasion, ViVs Design cannot progress with your website because we have not been given the required information in the agreed time frame, and we are delayed. As a result, we reserve the right to impose a surcharge of up to 25% or cancel the project. If your project involves Search Engine Optimization, we need the text content for your site in advance so that the SEO can be planned and completed efficiently.
If you agree to provide us with the required information and subsequently fail to do within one week of project commencement, we reserve the right to close the project, and the balance remaining becomes payable immediately. Simply put, all the above condition says is do not give us the go-ahead to start until you are ready to do so.
NOTE: Text content needs to be delivered through the use of our client portal hosted by SmartSheet. We also use Google Docs for client word doc exchanges and file uploads.
Please do not email or send us documents with attachments since these are too hard to keep track of, and many times emails are not delivered due to file sizes being too large. We can ensure that attachments and all page requirements are included at once by using our online form.
V.i.V.’s Design does not provide website updates or content management services unless specified by a service contract. However, we provide Content Management System Solutions (CMS) such as WordPress, other 3rd party solutions, free and/or licensed plugins that can extend a website’s functionality or provide Clients with the ability to update/format media as needed.
We are not responsible for any errors, updates, or changes from WordPress.org, 3rd party software, or the plugins used. We do not provide any free ongoing maintenance, backups, or updates to media.
Invoices will be provided by V.i.V.’s Design upon completion but before publishing the live website. Invoices and notices are sent via email and must be paid online. All invoices and notices to pay need to be taken care of within 10 days of receipt. Accounts that remain unpaid thirty (30) days after the date of the invoice will be assessed a service charge in the amount of the higher of one and one-half percent (1.5%) or $30 per month of the total amount due.
All payments for deliverables need to be received before ViVs Design will perform any more work. This applies to partial payments as well. It is the client’s responsibility to handle all payments, whether through invoice or transferring funds via trade. If a trade transfer is initiated on our end, we will up-charge 10%. We expect that clients will pay what they owe and not force us to become bill collectors.
Refunds – We do not offer refunds. Much like a house, once we begin work or do work, there is no way to remove the work we’ve already done. For example, when a house is being built, you can’t tell the contractor that you want your money back because you don’t like how the foundation looks or how the house was framed. The money has already been put into the materials and labor costs to do the work. All that a contractor can do if he is at fault is fix the mistake at no additional costs or make it up to the customer somehow.
While we strive to do whatever we can to satisfy our client’s needs and wishes within reason. Should it ever occur that a client is not happy with the services they are receiving, they can cancel and terminate their contract provided they give us written notice. In addition, if services are not to the client’s satisfaction, we ask that the grievance be brought to our attention to address it professionally and promptly.
Often in our industry, clients “think” they should have received or are owed something when in actuality, it was a misunderstanding on their part. However, in our culture of instant reviews and ratings before it is ever brought to a company’s attention to fix. Reviews are posted, “social media blasts” are sent, and ratings take a hit. At the same time, we full-heartedly will take responsibility for any mistakes and try to right any wrongs. We can only do that if we are told that there was a problem, to begin with. Would you please give us the courtesy and chance to fix anything first before you resort to bashing?
Compensation for work done – if a job is closed due to non-payment or other issues. We will not transfer or provide design files for a project that we are working on. This includes themes we’ve designed or themes installed. If a client wishes to purchase our files, they will need to see section 14 Design credit. Also, using our files and allowing someone else to work on them is copyright infringement. See section 12 copyright.
We do not keep design files or provide access to files, websites, or designs that were never completed or have expired. If, for some reason, hosting, domain name registration, plugins, or other reoccurring charges are not kept up to date. ViVs Design will not store or provide access after 15days of lapse. We can’t retrieve or even access external hosts, 3rd party plugin providers, or domain name registrars. We are bound to their terms and conditions, and many times if a lapse occurs, they will not simply reinstate without payment or conditions.
Hosting on ViVs Design servers and hosting lapses. We will only keep website files for 30days after the time hosting expires. If you are hosting on a 3rd party server, you will need to contact that host and figure out what needs to be done. If you want ViVs Design to handle communications with 3rd party entities, we have to be given permission and charge for our service.
7. Additional Expenses
The client agrees to reimburse V.i.V.’s Design for any additional expenses necessary to complete the work. Examples would be purchasing special fonts, required plugins to connect APIs, stock photography, etc.
8. Web Browsers
V.i.V.’s Design creates responsive media. We make every effort to ensure websites are designed to be viewed by the majority of visitors. Websites are designed to work with the most popular current browsers (e.g., Firefox, Internet Explorer, Google Chrome, etc.). The client agrees that V.i.V.’s Design cannot guarantee correct functionality with all browser software across different operating systems. We no longer offer support or test in Microsoft Internet Explorer.
V.i.V.’s Design cannot accept responsibility for web pages and/or interactive media that do not display acceptably in new versions of browsers released after the work has been designed and handed over to the Client. As such, V.i.V.’s Design reserves the right to quote for any work involved in changing the website design, interactive media, or website code to work with updated browser software.
We also cannot guarantee that your website will be compliant with all current web standards. We will do our best to follow web compliance standards as suited for the Client’s project.
Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on V.i.V.’s Design‘s Webspace, we will remove all such material from its web space. V.i.V.’s Design is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the client’s obligation to pay any outstanding charges assessed to the Client’s account. Checks returned for insufficient funds will be assessed a return charge of $35, and the Client’s account will immediately be in default until full payment is received. Clients with accounts in default agree to pay V.i.V.’s Design reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by ViVs Design in enforcing these Terms and Conditions.
The Client’s termination of services must be requested in a written notice and will be effective on receipt of such notice. E-mail or telephone requests for termination of services will not be honored until and unless confirmed in writing. ViVs Design will invoice the Client for design work completed to the first notice of cancellation for payment in full within thirty (30) days.
All V.i.V.’s Design services may be used for lawful purposes only. You agree to indemnify and hold V.i.V.’s Design harmless from any claims resulting from your use of our service that damages you or any other party.
The Client retains the copyright to data, files, and graphic logos provided by the Client and grants V.i.V.’s Design the rights to publish and use such material. The Client must obtain permission and rights to use any information or files that a third party copyrights. The Client is further responsible for granting V.i.V.’s Design permission and rights to use the same and agrees to indemnify and hold harmless V.i.V.’s Design from any claims resulting from the Client’s negligence or inability to obtain proper copyright permissions. A contract for website and/or interactive media design and/or placement shall be regarded as a guarantee by the Client to V.i.V.’s Design that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.
When your final payment has cleared, copyright is retained as follows:
The Client will own the final website files such as HTML, CSS, JPG, and any other files that make up the media online. You are responsible for backing up the files, as V.i.V.’s Design is not required to keep a copy. Clients do not have permission to resell or redistribute files created by V.i.V.’s Design, even if they are modified in any way.
V.i.V.’s Design owns the unique combination of all the design elements that constitute a complete project. ViVs Design will license that to the Client exclusively and in perpetuity for that project only. ViVs Design will not release source files to create any website/interactive projects, such as Photoshop, Captivate, or Illustrator files.
You may not remove the “designed or developed by V.i.V.’s Design” unless you have paid for exclusive rights to your website. See DESIGN CREDIT below.
13. Standard Media Delivery
Unless otherwise specified in the project quotation, this Agreement assumes that the Client will provide any text in electronic format (text files delivered via e-mail or FTP) and that all photographs and other graphics will be provided physically in high quality print suitable for scanning or electronically in .gif, .jpeg, .png or .tiff format. Although every reasonable attempt shall be made by V.i.V.’s Design to return the Client any images or printed material provided for use in creating the Client’s website, such return cannot be guaranteed.
14. Design Credit
For all Basic websites that are theme/template-based, a link to V.i.V.’s Design will appear in either a small type or a small graphic at the bottom of the Client’s website. If a graphic is used, it will be designed to fit in with the overall site design. A Client can NOT remove design credit from theme/template-based websites. We specifically purchase 3rd party themes/templates using a commercial license registered to V.i.V.’s Design. Removing the line of credit puts you in copyright violation. We will proceed with copyright infringement charges upon noticing the violation. When you choose a theme that we customize for you, you essentially are “leasing” the theme from us. If you decide to no longer use the theme later, you can have a developer uninstall the theme.
If you want the developer to make changes or customize the theme – you or the developer will need to contact V.i.V.’s Design and request a transfer of theme ownership. We charge 300 to transfer theme ownership. You or your developer will then be responsible for renewing the theme license each year and paying the yearly fee associated with holding a yearly license. Depending on your theme, the yearly price will vary by vendor.
Custom Designed websites are the only ones that can have the design credit removed. If a client requests that the design credit be removed from a custom-designed site, V.i.V.’s Design charges a copyright release fee of 75% of the total development charges will be applied. However, the Client still agrees that ViVs Design may present the website developed for the Client in V.i.V.’s Design portfolio.
Attribution & Third-Party Licenses
In some projects, open-source, general public license, freeware scripts, codes, or files may require attribution in the source code. Although the Client owns the final media files, as long as those scripts are in place, attribution is not removed.
In some projects, third-party scripts, codes, or files that require a license may be used. These licenses are generally done by project or domain, which means you cannot utilize any licensed material for any other project or domain other than the one used for your website. If additional licenses are needed, V.i.V.’s Design will need to create a separate proposal.
15. Access Requirements
If the Client’s website is to be installed on a third-party server, V.i.V.’s Design must be granted temporary read/write access to the Client’s storage directories which must be accessible via FTP. Depending on the specific nature of the project, other resources might also need to be configured on the server.
To install, activate, or integrate any third-party software, plugins, or scripts, we need specific access and information to complete the task. V.i.V.’s Design is not responsible or liable for any data security, sale problems, or issues resulting from the use of third-party software, code, or plugins.
16. Post-Placement Alteration
V.i.V.’s Design cannot accept responsibility for any alterations caused by a third party occurring to the Client’s media once installed. Such alterations include but are not limited to additions, modifications, or deletions.
17. Domain Names & Web Hosting
V.i.V.’s Design may purchase domain names & web hosting on behalf of the Client. Payment and renewal of those domain names & web hosting is the responsibility of the Client. The Client should record the due dates for payment to ensure that payment is received in good time. The loss, cancellation, or otherwise of the domain brought about by non or late payment is not the responsibility of V.i.V.’s Design.
If Clients have their own domain and/or web host, it will be the client’s responsibility to provide us with access to the hosting server to install, update, and uploading files. We will not be responsible for providing any technical support on hosting servers or domain name registrars. If a client decides to move from one hosting provider to another or transfer domain names, it is not guaranteed that all files will work accordingly, and V.i.V.’s Design will not be responsible for backing up, resolving email issues, or transferring any content.
These Terms and Conditions supersede all previous representations, understandings, or agreements. The Client’s signature below or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions. Payment online is an acceptance of our terms and conditions.
19. Changes, Revisions, and Media Maintenance
Changes and revisions are done throughout the design process. Once the project is completed, any additional changes or maintenance will have added costs. Projects are considered complete once V.i.V.’s Design finished our commitment to the work. Work is complete even if the Client decides to postpone the project’s launch or cause a delay in providing us with text, images, or any content necessary to prepare final files for a project.
V.i.V.’s Design will fix any glitches or issues related to website design at no extra cost if they are reported within 15 days of the completed website. Any fixes requested after the 15 days will have an added cost. We do not provide any free ongoing website maintenance, backups, or updates.ViVs Design is not responsible for client updates after the website is completed.
Website software updates have an added cost. WordPress, theme, or plugin updates are rolled out by each third-party vendor at their own discretion. Updates may include new features, compatibility changes, glitch fixes, security patches, etc. V.i.V.’s Design is not responsible for monitoring your website for any updates. We only check that all your website software is up to date when we are hired to perform a theme update or if you have purchased any of our annual maintenance plans. Additionally, we only check for plugin updates if hosting is done on ViVs Design’s servers every six months.
20. Governing Law
This Agreement shall be governed by the United States Texas Law.
V.i.V.’s Design hereby excludes itself, its Employees and or Agents from all and any liability from:
Loss or damage caused by any inaccuracy;
Loss or damage caused by omission;
Loss or damage caused by delay or error, whether the result of negligence or other cause in the production of the website;
Loss or damage to clients’ artwork/photos supplied for the site. Immaterial whether the loss or damage results from negligence or otherwise.
The entire liability of V.i.V.’s Design to the Client in respect of any claim whatsoever or breach of this Agreement, if arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.
In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal, or unenforceable, the remaining provisions of this Agreement shall be unimpaired, and the Agreement shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal, and enforceable provision, which comes closest to the intention of the parties underlying the invalid,e