All undertaken works are subject to these terms and agreements. Separate agreements and statements of work may provide additional details for specific contracts. Payment of fees is considered acceptance of terms.
Our standard hourly rate is $75 per hour with a minimal half hour charge for any service provided.
PROPOSALS AND ESTIMATES
All proposals and estimates are provided with the best understanding of the request at the time. Changes to the request and other factors may affect the provided estimate and cause an increase in cost.
While we do our best to make the client aware of these items it is clearly stated herein: ALL proposals, timelines, and costs are merely estimations of final amounts.
LIMITATION OF LIABILITY.
THE PARTIES AGREE THAT NEITHER PARTY’S LIABILITY FOR DAMAGES FROM ANY CAUSE OF ACTION WHATSOEVER, REGARDLESS OF THE FORM OF ACTION, WILL EXCEED THE FEES PAID OR TO BE PAID BY CLIENT PURSUANT TO AN APPLICABLE STATEMENT OF WORK UNDER THIS AGREEMENT. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR LOST PROFITS OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES OF ANY NATURE WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES ARISING FROM LOSS OF USE OF ANY SOFTWARE OR HARDWARE, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, LOST DATA, LOST PROFITS OR REVENUE, OR FOR ANY CLAIM OR DEMAND BY ANY THIRD PERSON, ARISING OUT OF OR RELATED TO THE AGREEMENT OR THE PERFORMANCE OR BREACH THEREOF, EVEN IF ADVISED OF THIS POSSIBILITY.
In the event of “force majeure” (as defined below), the Agency may terminate this Agreement without liability to Client, provided Agency refunds all amounts which Client has theretofore paid to Consultant for Services not fully performed. For purposes of the Agreement, “force majeure” means circumstances or occurrences beyond Agency’s reasonable control, whether or not foreseeable at the time of signing this Agreement, in consequence of which Agency cannot reasonably be required to complete the Services or otherwise perform its obligations under this Agreement. Such circumstances or occurrences include, but are not limited to: acts of God, war, civil war, insurrection, fires, floods, labor disputes, epidemics, governmental regulations and/or similar acts, embargoes, and non-availability of any permits, licenses and/or authorizations required by governmental authority.
CONFIDENTIALITY OF AGREEMENT.
Without the Agency’s prior written permission, Client shall not disclose payment rates, structure, arrangement details, any of the terms of this Agreement or any applicable Statement of Work to anyone including, but not limited to, individuals, entities and government agencies.
OWNERSHIP OF WORK PRODUCT.
All software code, plans, diagrams, models and other work products created or developed by the Agency in the course of performing Services hereunder (“Work Product”), and all intellectual property rights thereto, are the sole and exclusive property of the Client upon payment for work rendered. However, certain work which is not specific to the business of the Client, that is deliverables which don’t specifically relate to the tasks at hand, are owned by the Agency yet given perpetual license to the Client.
Nothing in this Agreement shall be construed to create an employment relationship, partnership or joint venture between Client and Agency or its employees, agents or subcontractors. Agency, its employees, agents and subcontractors shall be deemed to be at all times independent contractors of Client. Neither Agency nor any of its employees, agents or subcontractors shall represent that it or they are employees of Client.