Terms & Conditions
As a Client of Pepper Makepeace LLC, you agree to the following Terms & Conditions. Any changes to the Terms & Conditions shall be subject to mutual written agreement of the parties.
A 50% deposit of the Total Fee payable under the Scope of Work is due immediately upon mutual agreement of this contract. Pepper Makepeace LLC reserves the right not to commence any work until the deposit has been paid in full. If site design and development work has already begun (such as creating a design concept), then the deposit is non-refundable. Pepper Makepeace LLC may elect at its sole discretion to offer a partial refund depending upon the circumstances.
The remaining 50% will be due when the work is completed to The Client reasonable satisfaction but subject to the terms of the Approval of Work and Rejected Work clauses. Upon completion of the 7-day review period, The Client will be invoiced for the 50% balance of the Total Fee.
All payments are due upon receipt. Late payments will be charged a 1.5% compounded monthly late fee beginning 15 days after billing. Should a payment be late, Pepper Makepeace LLC reserves the right to freeze all work until accounts are settled. Payments will be made via PayPal or Check to: Pepper Makepeace LLC, PO Box 212, Naples, NY 14512.
2. Stock Photography Payment Obligations
Stock photography includes most photos and/or images not provided by the client. Stock photography purchased on behalf of The Client for use in website development is billable at a minimum of $10 per picture. This amount is separate from the Total Fee for the website design and development. Some pictures are more expensive than $10, in which case Pepper Makepeace LLC will solicit Client approval and communicate the price before purchasing.
3. Supply of Materials
The Client must supply all materials and information required by us to complete the work in accordance with any agreed specification. Such material may include, but are not limited to, photographs, written copy, logos and other printed material. Where there is any delay in supplying these materials to us which leads to a delay in the completion of work, we have the right to extend any previously agreed deadlines by a reasonable amount.
Text Content – Copy for all website pages and links needs to be delivered digitally and should be carefully proof-read by The Client. Two rounds of revisions will be provided free of charge. Subsequent revisions will be billable at the regular hourly rate.
Copy Development – Should The Client wish Pepper Makepeace LLC to develop content for the site, website copy is billable at our regular hourly rate. Development of copy is accomplished via Pepper Makepeace LLC interviewing The Client about the topic areas to be addressed on their web pages. Pepper Makepeace LLC then composes appropriate copy, submits to the client for review, edit and approval. Approved copy is then posted to the web pages.
Graphical Content – Images outside of the website design must be provided in digital form or in a form that can be easily scanned, unless otherwise provided for in this contract. Subsequent revisions will be billable at our hourly rate.
Where The Client fails to supply materials, and that prevents the progress of the work, Pepper Makepeace LLC has the right to invoice The Client for any part or parts of the work already completed.
Pepper Makepeace LLC is happy to offer The Client the opportunity to make revisions to the design. However, Pepper Makepeace LLC reserves the right to limit the number of design proposals to a reasonable amount and may charge for additional designs if The Client makes a change to the original design specifications.
The website development phase is flexible and allows certain variations to the original specifications set forth in the Scope of Work. However, any major deviation from the specification will be charged at the rate of $100 per hour.
Should The Client wish to make changes to the design after the work is completed to The Client’s reasonable satisfaction but subject to the terms of the Approval of Work and Rejected Work clauses, those changes are billable at the at the rate of $100 per hour.
5. Project Delays and Client Liability
Any time frames or estimates that are given are contingent upon The Client’s full cooperation and delivery of complete and final content. During development there is a certain amount of feedback required in order to progress to subsequent phases. Pepper Makepeace LLC will require one point of contact during the Contract for clarifying requirements for design, key features, usability and maintenance issues. Pepper Makepeace LLC requires this person be available to answer question arising from the project within 24 hours on workdays (subject to reasonable exceptions), and to have authority to make design and related decisions on the project.
6. Approval of Work
On completion of the work, The Client will be notified and have the opportunity to review it. The Client must notify Pepper Makepeace LLC in writing of any unsatisfactory points within 7 days of such notification. Any of the work which has not been reported in writing as unsatisfactory within the 7-day review period will be deemed to have been approved. Once approved, or deemed approved, work cannot subsequently be rejected and the contract will be deemed to have been completed and the 50% balance of the Total Fee will become due.
7. Rejected Work
If The Client rejects any of the work within the 7-day review period, or does not approve subsequent work performed to remedy any points recorded as being unsatisfactory, and Pepper Makepeace LLC, acting reasonably, considers that The Client has been unreasonable in any rejection of the work, Pepper Makepeace LLC can elect to treat this Contract as at an end and take measures to recover payment for the completed work.
Pepper Makepeace LLC will provide a Finished Product to The Client once payment has been made in full. These files become the exclusive property of The Client upon acceptance of delivery. However, these files are partially dependent on code, objects, and other third party utilities that are the property of their respective owners. No rights to these dependencies is expressed or implied. Additional licensing may be required with third party assets.
9. Training and Resources
Pepper Makepeace LLC provides basic website training through resources and one (1) one-hour training session. Additional training hours can be purchased at the standard hourly rate or applied against an existing maintenance contract.
10. Search Engines
Pepper Makepeace LLC does not guarantee any specific position in search engine results for The Client website.
11. Cross Browser Compatibility
By using current versions of well supported content management systems such as WordPress, Squarespace, or Wix, Pepper Makepeace LLC endeavors to ensure that the websites created are compatible with all current modern web browsers such as the most recent versions of Internet Explorer, Firefox, Google Chrome, and Safari. Third part extensions, where used, may not have the same level of support for all browsers. Where appropriate, substitutions of alternative extensions or other solutions, on a best effort basis, will be made where any incompatibilities are found.
The Client is responsible for complying with all relevant laws relating to e-commerce, and to the full extent permitted by law will hold harmless, protect, and defend and indemnify Pepper Makepeace LLC from any claim, penalty, tax, tariff loss or damage arising from The Client or The Clients’ use of Internet electronic commerce.
Pepper Makepeace LLC does not provide Hosting services beyond temporary internal development environments. The Client is responsible for choosing, paying for, and maintaining any required Hosting solutions and associated services. As a courtesy, Pepper Makepeace LLC may offer suggestions; however, Pepper Makepeace LLC is NOT responsible for down time, poor performance, or loss of data caused by the Hosting Provider. Additionally, Pepper Makepeace LLC is not responsible for any bug caused by changes on the Host after the Acceptance of this Contract, including but not limited to updates to operating system, compile systems, code libraries and languages, or any changes resulting from security violations.
Pepper Makepeace LLC maintains internal backups of active project code and design files. This backup system is not intended as a solution for The Client, rather as a code archive through the duration of this Contract. While the Pepper Makepeace LLC backup system is fully redundant, it is not guaranteed and does not support any content produced by The Client. The Client is solely responsible for the Backup and Restoration of the Finished Product(s) and any associated data.
Although Pepper Makepeace LLC makes every effort to provide secure Finished Product(s), due to the nature of rapidly advancing technology, Pepper Makepeace LLC can in no way guaranty that the Finished Product(s) will not be subject security breaches. Pepper Makepeace LLC recommends the use of strong passwords and the observance of standard security practices. In order to minimize the chances of security violations, systems should be updated often. The Client is solely responsible for tracking software updates. Any updates during the life of or after the expiration of the Contract can be negotiated as an addendum to this Contract or as an additional Contract.
16. Limited Liability
The Client alone shall be responsible for: (a) the accuracy and adequacy of information and data furnished for processing; (b) any use made by The Client of the output of the Software or any reliance thereon; and (c) obtaining the required licenses and respect copyright for any and all third part assets including but not limited to fonts, media, and software. Pepper Makepeace LLC cannot take responsibility for any copyright infringements caused by materials submitted by The Client. Pepper Makepeace LLC reserves the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material.
The Client shall also be responsible for the continued operation and maintenance of the computer equipment and third party software used with the Finished Product(s), and shall comply with all operational, environmental and maintenance recommendations and requirements of the applicable licensors, vendors and manufacturers.
The Client agrees that any liability of Pepper Makepeace LLC relating to this agreement and the services performed shall be limited to the amount of fees actually received by Pepper Makepeace LLC, from The Client under this agreement regarding the services in question. In no event shall Pepper Makepeace LLC be liable for any special, incidental, indirect, cover, consequential, exemplary or punitive damages; any damages based on injury to person or property; or any lost sales, profits or data, even if The Client is told that any such damages may occur.
Pepper Makepeace LLC will provide patches and bug fixes for any bugs or issues included in the scope of this contract reported within the grace period of no more than 30 days following the date of project completion as defined by the date the client signs off on the deliverables. All bug fixes outside of the project scope or after the grace period are the responsibility of the client.
Hourly projects are NOT subject to warranty. Design and the placement, editing and arrangement of editorial content are NOT subject to warranty. Should further support be necessary, a support contract may be negotiated.
Pepper Makepeace LLC retains the right to use The Client within its roster of clients. A link to the The Client’s website will be placed on the Pepper Makepeace LLC web site as part of its business portfolio.
19. Review, Expiration or Cancellation
This Contract is valid for the calendar year of in which it was signed, upon which point it expires. Upon expiration, both parties may review and amend the Contract and decide whether or not to renew. This Contract may be terminated by either party with a full 30 day written notice. All payments will be due and all work will be submitted upon the termination of Contract.