Terms and Condition
Terms and Conditions
- SMPS International. (“SMPS International”) shall not commence work on a project (the “Project”) until receipt of the required down payment. Additional remaining payments are due and payable pursuant to the agreed-upon payment plan contained in a client's contract (the “Client Contract”). Billing information provided in the Client Contract shall be utilized to invoice amounts due on the due date(s) set forth in the Client Contract. Upon completion of the Project, completed websites shall not be made to “go live” by SMPS International, until final payment is made. If applicable, hosting and domain name registration fees must be paid according to terms in the Client Contract.
- Final payment shall be made in cash, bank or certified check, money order, wire transfer or upon consent of SMPS International. Websites will be uploaded to the server and go live upon final payment (or, in the case of a personal check, upon confirmation that the check has cleared). All payments are final unless stated pursuant to the terms herein. At any time during the course of a project you may ask for and shall receive a detailed invoice of time spent and task performed to date.
- Credit cards payments may be used for deposits or milestone payments. We will not accept any credit card payment over $500 without a credit card authorization form and copy of driver’s license on file.
You can download an authorization by clicking here
WE DO NOT ACCEPT AMERICAN EXPRESS.
DZINE RESERVES THE RIGHT TO NOT ACCEPT CREDIT CARDS FOR FINAL PAYMENT(S).
- Additional services not contemplated in a Client Contract shall be additionally charged at the then applicable SMPS International hourly rates. Any additional services performed by SMPS International shall be added to the applicable invoice. Any changes to the original project plan and/or proposal may require additional fees and shall be charged by SMPS International in its sole discretion as applicable. You agree that SMPS International does not require written notice to authorize additional work or changes to a project that we are working on. If you or authorized member of your company authorizes changes whether by written communication, e-mail or telephone those changes will be completed with and billed accordingly.
- Any invoice not paid within thirty (30) days of the invoice due date shall be subject to a fifteen dollar ($15) administrative charge. If an invoice remains unpaid for more than thirty (30) days, SMPS International reserves the right to charge extra in the maximum amount allowable by law for each month of delinquency. SMPS International, reserves the right to remove web pages from viewing on the Internet until final payment is made. In the event that SMPS International is forced to send a client matter to collection, client agrees to pay all fees and expenses (including reasonable attorney’s fees) in addition to any late fees.
- SMPS International reserves the right to charge a retainer in an agreed upon amount before commencing any project. The retainer shall be charged against amounts billed and, when exhausted, may be required to be refilled. SMPS International reserves the right to not perform any work until the client’s account balance is positive. On larger projects, clients will be billed every thirty (30) days, or as agreed upon by the parties.
- Delays in project completion may occur when:
- There is a delay in any payments of amount due;
- The client requests changes in the design, structure, or content of the project;
- The client purchases an additional service related to the project;
- The client does not provide SMPS International with required design expectations (such as colors, logo, or layout) before work commences;
- There is a delay in the receipt of any required materials from client;
- The client desires complicated elements such as a database, hover buttons, flash, virtual tours, printable pages, etc.;
- The client requests SMPS International to work with third party designers or consultants.
- The client requests SMPS International to purchase third-party software for specific design or development requests.
- Any work-product created first and specifically for Client, including without limitation, all designs and other materials included in the final deliverable, including any Preexisting Materials (defined below) are referred to herein as the "Deliverables." For purposes of this Agreement, "Deliverables" shall also include, without limitation, all designs, data and the artistic elements created first and specifically for you. SMPS International acknowledges and agrees that upon payment of all fees due hereunder, such Deliverables other than Preexisting Materials shall constitute "works made for hire" for you within the meaning of the Copyright Act of 1976, as amended, and shall be your exclusive property. To the extent such Deliverables are not deemed "works made for hire" by operation of law or otherwise, upon payment of all fees due hereunder SMPS International hereby assigns to Client all right, title and interest in and to the Deliverables, including, without limitation, all copyrights. For the avoidance of doubt, Client will not acquire any ownership interest in Preexisting Materials. At Client’s request, upon the completion of the project or upon the earlier termination of the engagement, and in each case upon payment of all fees due hereunder, SMPS International shall immediately turn over to Client all Deliverables as well as all materials and deliverables developed, including, but not limited to, source code, working papers, descriptions, reports, notes and data (other than Preexisting Materials). Deliverables shall not include any third-party software or other third party materials licensed from any third party. In such case Client will acquire only the rights previously acquired by SMPS International.
Notwithstanding the foregoing, Client shall not own (a) SMPS International's proprietary methodologies, concepts, work approaches, know-how and techniques and (b) SMPS International proprietary materials that SMPS International developed prior to the commencement of the work hereunder and all derivatives, improvements, extensions or enhancements thereto which SMPS International develops during the Agreement, but which are not uniquely applicable to the particular specifications, characteristics or functions of the design created for you hereunder (collectively, the "Preexisting Materials"). Client agrees that, notwithstanding anything to the contrary set forth herein: (i) SMPS International shall have the right to retain a copy of any work product of its personnel for its records; (ii) as part of SMPS International’s provision of the services hereunder, SMPS International may use Preexisting Materials that have not been created specifically for Client, including without limitation designs, tools, specifications, drawings, sketches, models, samples, records and documentation, as well as copyrights, trademarks, service marks, ideas, concepts, know-how, techniques, knowledge or data, and any derivatives thereof, which have been originated, developed or purchased by SMPS International; and (iii) all Preexisting Materials and SMPS Internationals administrative communications, records, files and working papers relating to the services shall remain the sole and exclusive property of SMPS International. Other than as granted in these Terms & Conditions, Client shall not have or obtain any rights in such proprietary products, materials and methodologies of SMPS International or any third parties.
Notwithstanding anything in this Agreement to the contrary, SMPS International shall be free to use for any purpose the Residuals resulting from its work on project. The term "Residuals" means information in intangible form, which may be retained by persons performing the services such as ideas, concepts, know-how and techniques that do not contain your confidential information.
- SMPS International warrants that it will perform the services in a professional and workmanlike manner. SMPS International warrants that our work will be error free provided that proper testing (“Testing”) has been approved and made a part of your project. If any programming design is not working properly and we have billed you for Testing, SMPS International will fix the non-working elements free of charge for the life of the project. If client elects to decline Testing, errors that arise will be fixed upon request at our standard hourly rates. SMPS International will not warrant any work that has not been tested. WE HIGHLY RECOMMEND ADDING TESTING AS A COMPONENT OF YOUR PROJECT. EXCEPT FOR THE FOREGOING EXPRESS WARRANTIES SET FORTH IN THIS SECTION, FATWIRE MAKES NO WARRANTIES UNDER THIS AGREEMENT, EXPRESS, STATUTORY OR IMPLIED.
Notwithstanding anything to the contrary contained in any contract, neither SMPS International nor any of its employees or agents warrants that the functions contained in any web design project will be uninterrupted or error-free. The entire risk as to the quality and performance of any web design project is with the Client. In no event will SMPS International, Inc. be liable to the client or any third party for any indirect or consequential damages, including, but not limited to, service interruptions caused by Acts of God, the Hosting Service or any other circumstances beyond our reasonable control, any lost profits, lost savings or other incidental, consequential, punitive, or special damages arising out of the operation of or inability to operate a web design project, failure of any service provider, of any telecommunications carrier, of the internet backbone, of any internet servers, client or client site visitor's computer or internet software, even if SMPS International has been advised of the possibility of such damages.
- In the event SMPS International is requested to use a user-created design/layout, and the client decides to cancel, the client will be responsible for any and all costs incurred prior to the date of cancellation. The most successful designs are the ones SMPS International creates. If client wishes to design its project and decides to cancel for any reason, SMPS International will not be responsible for any expenses. SMPS International will not be held responsible for client design decisions.
- Upon execution of the Client Contract, client authorizes SMPS International, to commence work and charge client pursuant to the agreed-upon payment method for all services rendered. In order to change client’s preferred payment method, please contact your project manager prior to payment due date.
- Unless stated otherwise in the applicable Client Contract, if no work has been commenced on a project you will be entitled to a 100% refund of your deposit upon cancellation. If SMPS International has commenced work on a project and client elects to cancel, client shall forfeit any deposit and any hourly fees incurred shall be billed at our regular hourly rates in 15 minute increments.
- If any project slows due to a client’s non-responsiveness for a period of four (4) or more weeks, the project will deemed "Inactive" and SMPS International reserves the right to charge a re- engagement fee of twenty percent (20%) of the total project cost (the “Reengagement Fee”). The Reengagement Fee shall be assessed upon re-initiation of the project. If, due to client neglect, there is no work performed for more than forty five (45) days, SMPS International may terminate the project without refund.
- For security reasons, SMPS International, uses commercially reasonable efforts to always:
- Prevent unauthorized access, maintain data accuracy and ensure the correct use of information through appropriate physical, electronic, and managerial procedures designed to safeguard and secure the information it collects online and offline.
- Hire the services of reliable third party companies to manage credit card information and payment gateway secured encryptions for the websites of its clients. Such companies charge fees per transaction and/or fees per month for which the client is responsible. Most such companies offer various fee plans to best suit the needs of the client's business depending on the volume of the client's online transactions.