Design Terms

1-Parties

• Flying Cow Design, referred to here as “Flying Cow Design”, will plan, design, code, and publish a web site for Client, referred to in this document as “Client”, to the specifications in the Website Description given in the signed agreement.

2-Hosting & Domains.

• This Agreement does not include hosting and domain name registration fees unless explicitly stated.

3-Scope of Work

• Site will consist of only that which is described in the Agreements ‘ Website Description’. Additional work required by Flying Cow Design (such as added pages or features) will result in charges beyond the estimate in this Agreement.
• If pages, graphics, or other features are added, or work beyond the scope of the Agreement is otherwise required by the Client in writing, additional charges may apply. In this case, Client will be provided with a written estimate for the additional work.
• Client acknowledges that scope for this project includes a single home page design layout, and a single inner page design layout used for all inner pages where the header, navigation, and footer elements would be the same on all inner pages unless otherwise stated (to provide a consistent look and user interface).
• The process for the creation of visuals, such as graphics and page designs, consists of Flying Cow Design providing mockups and asking for feedback from the Client; the feedback is then used to produce another draft. We estimate only 3 rounds of revisions should be necessary per layout. Excessive revisions will incur additional cost.
• When all mockups submitted to the Client have been reviewed and approved by the Client, we have a significant project milestone called ‘Design Signoff’. At this stage all design work is frozen, and the approved mockups are handed over to the developers to have the web pages created. When the web pages have been coded only the content areas on the web pages will be able to change (areas on each page where the Client will supply final text and imagery). Any design changes requested to the mockups after Design Signoff has been granted by Client will be charged at $95/hour.”
• Flying Cow Design assumes that Client will provide input and approvals on content and design mockups within 3 business days of receiving materials to review. Client acknowledges that if this time frame is exceeded, the schedule will be adjusted accordingly.
• Client acknowledges that changes to the described scope of work for this project will result in additional charges and may affect the development schedule.

4-Site Content

• Client will provide all logo artwork, photography, sample content and other requested collateral in electronic format. Acceptable formats for content and images include, but are not limited to: Microsoft Word, Adobe Acrobat PDF, .gif, .jpg, .tiff, .psd, .eps. All text and images provided will be e-mailed to Flying Cow Design in good condition and in a quality appropriate for the Internet.
• Any content or other information submitted to Flying Cow Design is considered final information and any modifications made to that information are billable at $95/hour. If additional copywriting and/or editing is required, this service will be provided to Client on an hourly basis.
• Client is solely responsible for the editorial content of the material included on its website and is responsible to populate the text, photos, etc. into the Content Management System (CMS) – if provided. Flying Cow Design will populate enough items in the system to test functionality.
• Any typing of text or scanning of images will be billable at $95/hour to the Client.

5-Delivery & Testing

• All programming will meet the standards of the current version of Internet Explorer.
• The website once coding is complete will be made available to the Client on Flying Cow Design’s internal servers for ‘User Acceptance Testing’ (UAT) for a period of 30 days in which all feedback, bugs and fixes must be reported to Flying Cow Design to be fixed. At the end of this period the website must be put live. The Client can request Flying Cow Design to put the website live before the end of this period if desired.

6-Payment Schedule

• If Client fails to pay any amounts within this agreement, Customer shall be liable for all legal fees and court costs incurred by both parties to satisfy said payment(s).
• Any payments made by credit card will be subject to a service fee of 3.1 %.
• A late charge penalty of 1.5% of the unpaid balance will be assessed if payments are not received by their due date.

7-Warranty Period.

• Any errors made by Flying Cow Design reported within the UAT period prior to going live will be fixed free of charge.
• Any bugs or errors reported within 15 days after the website goes live on the Internet will be fixed without any fee.
• Any bugs or errors reported after after the website has been live on the Internet for 15 days will be billed on an hourly basis at $95/hour.

8-Termination & Cancellation

• Client acknowledges that Flying Cow Design may terminate this agreement, and retain Customer’s non-refundable deposit if Customer fails to provide all materials required for the completion of the web site within 30 days of the contract date.
• Should Client fail to initiate the creation process by not responding to requests for information, or for the completion of the Client Survey document within thirty (30) days, Client’s account will be considered inactive and the Project will terminate. No refunds or credits will be given.
• If Client cancels the project prior to commencement of design phase: 50% of “total fees,” defined as the Project Total Cost. If Client cancels the project after design work has begun but prior to completion of finished work: 90% of Project Total Cost. If Client cancels the project after website has been coded and released for User Acceptance Testing (UAT): 100% of Project Total Cost.

9-Mutual Performance Obligations

• Client and Flying Cow Design hereby acknowledge and agree that completion of the project described in this Agreement requires the mutual cooperation, assistance and participation of both Client and Flying Cow Design, including without limitation with respect to Marketing Collateral Delivery, Content Delivery, Timely approval of development milestones including UAT feedback and final “Go Live” approval and sign-off. Client and Flying Cow Design agree to work together in a commercially reasonable manner to complete the project described herein, and shall not engage in any activity or course of conduct to hinder or prevent in whole or in part the other party’s ability to perform its obligations hereunder.
• Flying Cow Design strives towards creating a website that meets Client’s expectations. However, Flying Cow Design does not guarantee that expectations will be met if requests are unreasonable or unable to be completed within the described scope of the Project. Every step of the Project requires Client’s feedback. Failure to provide timely and reasonable feedback may delay or frustrate completion of the Project and compromise the timeline. Flying Cow Design is not responsible for additional fees, time, or expenses incurred because of delays caused by lack of reasonable feedback by the Client.
• Should Client fail to respond to requests for feedback for a period of 14 days during either the design or development phases, the project will be automatically archived and resources assigned to Clients project will be reassigned elsewhere. Any payments made on the project to date will be non-refundable and forfeit. A $500 reactivation fee will need to be paid in order to have resources reassigned again to the project and the project un-archived.

10-Miscellany

• Web site design and files created by Flying Cow Design are the property of Flying Cow Design; upon full payment, web site design and files become the property of the Client.
• Assuming Client is pleased with Flying Cow Design’s services, Client agrees to serve as a reference for Flying Cow Design, and to allow testimonial quotes to be used by Flying Cow Design.
• Flying Cow Design shall be entitled to place an unobtrusive credit with a hypertext link (“Website Design by Flying Cow Design”) in the footer on each page of the web site.
• Client represents that any elements of text, keywords, keyword phrases, graphics, photos, designs, trademarks, or other artwork provided to Flying Cow Design for inclusion on the website above are owned by Client or are part of the public domain, or that Client has received permission from the rightful owner(s) to use each of the elements, and will hold harmless, protect, and defend Flying Cow Design from any liability or suit arising from the use of such elements.
• Client represents that any elements of text, keywords, keyword phrases, graphics, photos, designs, trademarks, or other artwork provided to Flying Cow Design for inclusion on the website above are owned by Client or are part of the public domain, or that Client has received permission from the rightful owner(s) to use each of the elements, and will hold harmless, protect, and defend Flying Cow Design from any liability or suit arising from the use of such elements.
• Flying Cow Design is not responsible for changes made to the Web site by other parties that adversely affect the search engine rankings of Client’s website.