Terms Revised: March, 2015.
General terms of service for 29 Nails Productions Web & Multi-Media Development Services, hereinafter referred to as 29 Nails Productions, are outlined herein. Additional terms may be included in individual Service Agreements. All rates & fees are subject to change. 29 Nails Productions reserves the right to add, delete, or modify any provision of its Terms of Service at any time without prior notice. Subsequent notification of modifications will be made, after which continued use of 29 Nails Productions services in any capacity shall be construed as assent to any and all modified provisions.
Clients – Any persons or entities engaging 29 Nails Productions for any professional purpose, including, but not limited to, design, development, maintenance, or consultation related to any website, web application, web service, software, print media, or other such undertaking.
Service Agreements – Any documents, including, without limitation, Multi-Media Development Project Contracts, Maintenance Contracts, Terms of Service, or Contract Addendums, outlining detailed and specific information relating to and governing the relationship between Clients and 29 Nails Productions, which may include, without limitation, reasons for Clients engaging 29 Nails productions, services to be provided by 29 Nails Productions, and specific obligations of 29 Nails Productions and Clients pursuant to the aforementioned relationship.
Hosting Services – Clients’ accounts on an internet service provider, web presence provider or other service provider computer.
Multi-Media Development Projects – Any undertaking for which 29 Nails production has been engaged by Clients.
Holiday & Weekend Work Schedule
29 Nails Productions recognizes all United States national holidays, including, without limitation, New Year’s Day, Birthday of Martin Luther King, Jr., Washington’s Birthday, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, & Christmas Day. Such days, as well as Saturdays and Sundays, are not included in completion time estimates for any Multi-Media Development Projects and are treated as non-business days when they fall within the timeline of a given Multi-Media Development Project.
Any requests for work during the abovementioned periods or any other time deemed by 29 Nails Productions, at the sole discretion of 29 Nails Productions, to be a recognized holiday period, shall be billed at a premium hourly rate to be determined by 29 Nails Productions, at the sole discretion of 29 Nails Productions, at the time of said requests.
- Business Days
- 29 Nails Productions’ business days are Monday through Friday, excluding, without limitation, the abovementioned recognized holidays.
Draft & Sample Materials
Any and all draft and sample materials, including, but not limited to, graphical mockup proofs and proof of concept webpages/web applications generated by 29 Nails Productions are fully owned by 29 Nails Productions and are only to be used as examples.
All quotes and estimates with regard to price and completion time of Multi-Media Development Projects are valid for seven (7) calendar days and are non-binding. All estimates are given in terms of business days, not calendar days, and do not include any review or revision periods.
Payments are accepted via PayPal (payments@29Nails.com). A four percent (4%) processing surcharge is applied to all invoices. At the sole discretion of 29 Nails Productions, overdue or unpaid accounts will be suspended after any applicable grace periods if acceptable arrangements have not been made.
- A deposit is required up front for all Multi-Media Development Projects (non-refundable). Any and all remaining fees are invoiced when work is completed in full, but prior to transfer of deliverables to the possession of Clients.
- Cancellation & Refunds
- All parties reserve the right to cancel a Multi-Media Development Project at any time. Notice of cancellation must be made in writing. The initial Multi-Media Development Project deposit fee and all other fees are non-refundable. Clients agree to pay for all design work completed or in progress which is not included in the initial fee within forty-eight (48) hours of cancellation, after which period any unpaid balances shall accrue thirty percent (30%) interest, with the exception of maintenance-related balances which accrue interest at a rate of fifty percent (50%), to be compounded weekly (rounded up to the nearest full seven (7) calendar day interval).
- Late Payments & Outstanding Balances
- Clients agree to make any and all payments and settle any and all outstanding balances within forty-eight (48) hours of them being declared due by 29 Nails Productions, after which period any unpaid balances shall be deemed late and accrue thirty percent (30%) interest, with the exception of maintenance-related balances which accrue interest at a rate of fifty percent (50%), to be compounded weekly (rounded up to the nearest full seven (7) calendar day interval). At any period no less than fifteen (15) calendar days following a balance being deemed outstanding 29 Nail Productions reserves the right to seek judicial remedy as it deems necessary.
29 Nails Productions agrees to attempt to complete Multi-Media Development Projects in a timely manner. Clients agree to provide materials and content needed in a reasonable amount of time. Delays of seven (7) calendar days or more by Clients in executing any task deemed by 29 Nails Productions, at the sole discretion of 29 Nails Productions, at any time antecedent or subsequent to 29 Nails Productions’ request for execution of said task, to be materially necessary to the execution of any one or all of 29 Nails Productions’ duties or responsibilities pursuant to any Service Agreements between 29 Nails Productions and Clients will incur additional charges, the specific amount of which is to be determined by 29 Nails Productions, at the sole discretion of 29 Nails Productions. Such delays may also, at the sole discretion of 29 Nails Productions, void any and all prior agreements at which point all charges for any work completed that is not included within the initial Multi-Media Development Project deposit fee will become immediately due and payable.
- Assignment of Multi-Media Development Project
- Clients hereby assent that 29 Nails Productions may, at its sole discretion, assign subcontractors to any Multi-Media Development Project for the purposes of ensuring that the terms and conditions of Service Agreements are met in a timely manner.
29 Nails Productions makes every effort deemed reasonable, in its sole discretion, to design websites, web applications, and other web media that display acceptably in versions of Google Chrome, Mozilla Firefox, and Safari that are current at the time that project work begins, but cannot accept responsibility for websites, web applications, or other web media which do not display acceptably in other browsers or on Clients’ computers.
While 29 Nails Productions will make those efforts deemed reasonable, in its sole discretion, to design a fully functional website, 29 Nails Productions’ warrantee does not cover AOL, text-based browsers, e-Commerce components, linked pages from third parties, webcams, speed of page loading, or requested special effects that Clients have been advised against.
- Accessibility for Persons with Disabilities
- 29 Nails Productions does not guarantee compatibility with any WWW standard related to web visitors with disabilities.
29 Nails Productions agrees not to share any Multi-Media Development Project materials owned by Clients with any other party for any reason, except in cases where requested or required by law, without express written consent from Clients. Furthermore, 29 Nails Productions agrees to keep all materials related to Clients’ Multi-Media Development Projects completely confidential if expressly requested to do so by Clients in writing no later than seven (7) calendar days prior to the effective date of any Service Agreements between 29 Nails Productions and Clients. Requests made after this time will be honored by 29 Nails Productions, at the sole discretion of 29 Nails Productions. Clients also hereby assent that, notwithstanding any and all other agreements, written, oral, implicit, or otherwise, that may be in effect between Clients and 29 Nails Productions, 29 Nails Productions or any of its employees or subcontractors shall in no way be compelled to curtail, limit, or otherwise alter its relationship with any other entities, including, but not limited to, persons, companies, or corporations, nor be barred from engaging in business with any such entities.
Copyright affirmation to the finished assembled work of Multi-Media Development Projects produced by 29 Nails Productions is owned by 29 Nails Productions. Upon final payment of all applicable charges and fees, Clients are automatically assigned an irrevocable, non-transferrable, royalty-free license to use for the specific purposes outlined in the related Service Agreements the design, graphics, and text contained in the finished assembled Multi-Media Development Project. Rights to materials generated by 29 Nails Productions or otherwise not directly created or provided by Clients, including, but not limited to, source code, work-up files, and computer programs as well as all other rights are specifically not transferred to Clients, and remain the property of their respective owners. 29 Nails Productions and its subcontractors retain the right to display graphics and all other Multi-Media Development Project elements as examples of their work in their respective portfolios. All Multi-Media Development Projects will contain a developer credit with an email link to 29 Nails Productions and a web link to the 29 Nails Productions internet website, at the sole discretion of 29 Nails Productions. A non-resale, single user, single domain use license to Multi-Media Development Project source files may be purchased for a price to be determined, at the sole discretion of 29 Nails Productions, at the time a request for such a license is made by Clients, based on a number of factors including site functionality.
- Pre-existing Multi-Media Development Projects
- In the event that a Multi-Media Development Project involves 29 Nails Productions undertaking any work that would in any way extend, revise, modify or otherwise change pre-existing work done by any third party, including, but not limited to, website redesigns, redevelopment of web applications, website or web application template customization, print layout modifications, video editing, or audio engineering, Clients affirm that the original creator of said work grants permissions or otherwise holds no rights to source code, images or other materials or intellectual properties therein.
Copyrights & Trademarks
Clients affirm to 29 Nails Productions and absolutely guarantee that any elements of text, media, graphics, photos, designs, trademarks, or other artwork furnished to 29 Nails Productions for addendum in Multi-Media Development Projects are owned by Clients, or that Clients have permission from the rightful owner to use each of these elements, and will advocate for 29 Nails Productions and its subcontractors from any claim or suit arising from the use of such materials furnished by Clients, accepting full legal and restitution responsibility.
- Separate Trademarks & Copyrights
- Separate trademarks and copyrights are the responsibility of Clients for the purpose of protection covering business name, design, graphics and text contained in the finished Multi-Media Development Project.
Non In-House Services
Clients fully understand that any web hosting, merchant accounts, shopping carts, and other non in-house or third-party services require a separate contract with respective companies, including 29 Nails Productions. Clients agrees to select a service provider that allows 29 Nails Productions full access to the services for the purposes of development. If services are acquired by Clients through a vendor not recommended by 29 Nails Productions, which effect the conditions or parameters of the execution of any Service Agreements between 29 Nails Productions and Clients, additional charges may be incurred, at the sole discretion of 29 Nails Productions.
Additional work not included in the initial Service Agreements may incur additional charges, the specific amount of which is to be determined by 29 Nails Productions, at the sole discretion of 29 Nails Productions. Any work that alters or extends Multi-Media Development Project functionality, alters Multi-Media Development Project aesthetics, or is otherwise not directly related to keeping the Multi-Media Development Project in the exact same condition as at the time of final approval by Clients and publication to Clients’ Hosting Service will incur an additional charge, the specific amount of which is to be determined by 29 Nails Productions, at the sole discretion of 29 Nails Productions. Additional charges resulting from any maintenance-related work not covered by maintenance-related Service Agreements from 29 Nails Productions are due at the time said work is completed and must be paid in full before any deliverables are transferred to the possession of Clients (via publication to Clients’ Hosting Service). All payments for additional work are subject to 29 Nails Productions’ payments policies. In the event that any payments for any such work are late there will be a forty-eight (48) hour grace period, after which a thirty percent 30% compounding late fee will be added for each one (1) week of delay (rounded up to the nearest seven (7) calendar day interval).
Should Clients, at the time of additional work being requested and subsequently performed, have engaged 29 Nails Productions for the purpose of monthly maintenance services, alterations to Multi-Media Development Project features, including, without limitations, functionality or layout may also result in an increased maintenance fee, the specific amount of which is to be determined by 29 Nails Productions at the sole discretion of 29 Nails Productions. Charges must be approved by Clients in writing prior to any additional work being undertaken.
- Cancellation of Work in Progress
- Should Clients opt to cancel any such work while in progress, Clients are responsible for the amount of work already completed to be billed at 29 Nails Productions hourly rate (one (1) hour minimum, subsequent work exceeding this to be rounded up to the nearest full hour) in effect at the time of Clients’ original work request.
Clients engaging 29 Nails Productions for the purpose of consultations, that is, advice, discussion, research, projections, or any other communications, without limitation, relating to the parameters of any Multi-Media Development Projects, prior, ongoing, or planned, including, without limitation, best practices, conceptualization, market share projections, optimization, or viability, irrespective of whether said projects were developed by 29 Nails Productions, shall be charged a consulting fee at the hourly rate in effect at the time of Clients request for consultation. Depending on the level of complexity of such consultations additional terms may be outlined in separate Client-specific Service Agreements.
SEO & Search Engine Submission
In the event that Clients’ Multi-Media Development Projects entail the creation of one or more websites, 29 Nails Productions will submit Clients’ websites upon completion to the Google search engine as part of the development service. It is Clients’ responsibility to acquire or implement advanced SEO, marketing and promotion solutions. 29 Nails Productions will make every effort deemed reasonable, in its sole discretion, to optimize the website effectively, but cannot guarantee high placement in search engine results.
The rate for maintenance services related to Multi-Media Development Projects will vary depending on a number of factors, including, but not limited to, technical and graphical complexity of the Multi-Media Development Project. Term of maintenance begins when the deliverables related to Multi-Media Development Projects as outlined in any Service Agreements are transferred to the possession of Clients. For those Multi-Media Development Projects involving webpages, websites, web applications, or other internet-accessible media monthly maintenance is suggested but not required.
The rate for maintenance performed on Multi-Media Development Projects not covered under any separate Service Agreements is $125.00 per hour (one (1) hour minimum, subsequent work exceeding this to be rounded up to the nearest full hour).
With the exception of Service Agreements detailing a specific service term, maintenance services are offered on a month-to-month basis and can be stopped at any time, provided that there are no outstanding balances, with a one-month notice. Termination procedure for fixed-term maintenance services is to be outlined in a separate Service Agreement with Clients.
Fees for maintenance services are due on the first of each month. In the event that an initial paid maintenance term begins after the first day of a given month the first maintenance fee payment due will be prorated accordingly. In the event that a payment is late there will be a forty-eight (48) hour grace period. If payment is still not received after the grace period a fifty percent (50%) late charge, to be compounded weekly (rounded up to the nearest seven (7) calendar day interval), will be applied to the outstanding balance and no work will move forward until said balance is paid.
Unless otherwise specified in any Service Agreements with Clients the fee for monthly maintenance services covers up to five (5) billable hours of labor per month. These hours do not roll over from month to month. The labor covered under maintenance includes programming, consultation, and technical troubleshooting that are directly related to maintaining the Multi-Media Development Project in the exact state as it appears at the time of final approval by and transfer of deliverables to Clients. It also covers minor text changes, that is, addition, removal and alteration of static text content that does not require any additional work on the part of 29 Nails Productions to implement, including, but not limited to, any and all forms of programming and design/layout manipulation. This does not include text content creation; unless 29 Nails Productions has been specifically contracted for content creation services all copy related to Multi-Media Development Projects is to be supplied by Clients.
The rate for maintenance-related work beyond the five (5) hour limit is $125.00 per hour (one (1) hour minimum, subsequent work exceeding this to be rounded up to the nearest full hour).
Clients currently retaining 29 Nails Productions’ services for monthly maintenance with respect to a Multi-Media Development Project must notify 29 Nails Productions of any changes or intended changes by Clients or any agents thereof other than 29 Nails Productions to the Multi-Media Development Project, or additional charges may be incurred for future maintenance services provided by 29 Nails Productions, the specific amount of which is to be determined by 29 Nails Productions, at the sole discretion of 29 Nails Productions.
The provisions of this document are severable, and if any one or more provisions herein may be determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions and any partially unenforceable provisions to the extent enforceable shall nevertheless be binding and enforceable.
All Service Agreements between 29 Nails Productions and Clients shall be governed in accordance with the laws of the District of Columbia. Parties to all such Service Agreements hereby waive any jurisdictional or venue defenses otherwise available to them.
Clients may not assign any Service Agreements or the rights and obligations thereunder to any third party without the prior express written approval of 29 Nails Productions
Clients and 29 Nails Productions agree to make a good-faith effort to resolve any disagreement arising out of, or in connection with, any relevant Service Agreements through negotiation. Should the parties fail to resolve any such disagreement within fifteen (15) calendar days, any controversy or claim arising out of or relating to said Service Agreements, including, without limitation, the interpretation or breach thereof, shall be submitted by either party to arbitration in Washington, DC and in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The arbitration shall be conducted by one arbitrator, who shall be selected in the sole discretion of 29 Nails Productions. The arbitrator shall have the power to enter any award that could be entered by a judge of the district courts of Washington, DC sitting without a jury, and only such power, except that the arbitrator shall not have the power to award punitive damages, treble damages, or any other damages which are not compensatory, even if permitted under the laws of the District of Columbia or any other applicable law. The arbitrator must issue his or her resolution of any dispute within thirty (30) days of the date the dispute is submitted for arbitration. The written decision of the arbitrator shall be final and binding and enforceable in any court having jurisdiction over the parties and the subject matter of the arbitration. Notwithstanding the foregoing, this section shall not preclude either party from seeking temporary, provisional, or injunctive relief from any court.
Notwithstanding anything to the contrary contained in this document or elsewhere, neither 29 Nails Productions nor any of its employees, subcontractors, or agents, warrant that the functions contained in a given Multi-Media Development Project will be uninterrupted or error-free. The entire risk as to the quality and performance of the Multi-Media Development Project is with Clients. In no event will 29 Nails Productions, its employees, affiliates, agents, or other associated entities, without limitation, be liable to the Client or any third party for any damages, including, but not limited to, service interruptions caused by Acts of God, the Hosting Service or any other circumstances beyond their 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 this Multi-Media Development Project, failure of any service provider, of any telecommunications carrier, of the internet backbone, of any internet servers, Clients’ or Clients’ website visitors’ computers or internet software, even if 29 Nails Productions has been advised of the possibility of such damages. 29 Nails Productions does not personally guarantee page download speed, website bandwidth levels, presence of firewalls, or security of any type.
29 Nails Productions cannot guarantee the success or failure of Clients’ endeavors, personal, retail, or other; this includes, without limitation, websites, website templates, web applications, web application frameworks, software, and print media campaigns.
Failure to Enforce Not a Waiver
29 Nails Productions’ failure to enforce at any time any provision of this document or any Service Agreements does not constitute a waiver of that provision or of any other provision of said Service Agreements.
Read and Understood
By initialing this document Clients acknowledge and affirm that they have read and understand this document and any and all other Service Agreements pursuant to it and agree to be bound by the terms and conditions outlined therein.
Duly Authorized Representative
Clients warrant that their representative whose signatures, digital signatures, or initials appear on such designated fields or pages in any Service Agreements is the agent duly authorized by all necessary and appropriate corporate actions to execute said Service Agreements.