Terms and Conditions

Terms What We Provide With the help of our Design Team, your website can become a useful and attractive online extension of your business. We strive for quality and service with every site we build for our customers. Your designed site will include: • Up to 10 pages, in accordance with the agreed design layout of the site. You can add additional pages later if you'd like, using the included self-editing tool. • Up to 3 subpages may be designed for each page, if necessary. • Setup of up to 2 photo galleries. • A 30 minute review of how to make future edits yourself with the included self-editing tool. Your Design Team agent can set up the following features for you within your new site: • Recommendation/Share this link with a friend tool • Copyright • Contact forms • Maps to your location(s) • Photo galleries (up to 2) • Flash movie files • YouTube files • Links for downloadable files (like coupons, etc) • Guestbook • Images • Links to your profiles for facebook, twitter, etc. What to Expect • Once your E-Strategies Site Design Service order has been confirmed, you will receive an email and/or call from our Design Team to setup an initial appointment. During your first appointment, you and your Design Team agent will discuss what you want to have included in your site including a review of any text or images you provide. • After the initial consultation, your Design Team agent will build your website according to your wishes. Initial site design can take up to 5 days, once all of your text and images have been submitted. • Once your site is ready, your Design Team agent will send you a link to your new site for your approval. You'll have another opportunity to speak with the agent about any changes you would like to make (30 minute review session). • Your Design Team agent will make any additional changes you need, then send you an email confirming your site is complete. At that point, your site will be live and ready for visitors. Ready to Get Started? If you're ready to get started, please read our Terms and Conditions TERMS & CONDITIONS FOR THE SUPPLY OF THE E-Strategies SITE DESIGN SERVICE If you wish to sign up for the E-Strategies Site Design Services (the “Service”), you will need to print the Customer Agreement Form, sign it, and send it to the email address or fax number set forth on the Customer Agreement Form. By signing and sending the Customer Agreement Formto E-Strategies (“Supplier”), you (“Customer”) agree to the terms and conditions set forth herein. THESE TERMS & CONDITIONS INCORPORATE AND ARE SUPPLEMENTAL TO E-Strategies'S GENERAL TERMS AND CONDITIONS (THE “E-Strategies GT&C”) BY WHICH YOU ARE ALSO BOUND, TO THE EXTENT THEY ARE NOT MODIFIED BY THESE TERMS & CONDITIONS. DEFINITIONS 1. In these conditions the following terms shall have the following meanings: 'Supplier' means E-Strategies 'Customer' means the customer of the Supplier. 'Contract' means any contract for the supply of the Service by the Supplier to the Customer. 'Service' means the services comprised in the E-Strategies Site Design Service to be supplied by the Supplier to the Customer. 'Fees' means the fees to be paid by the Customer to the Supplier for the supply of the Service. 'Input Material' means any documents or other materials, and any data or other information provided by the Customer relating to the Service. 'Output Material' means any documents or other materials, and any data or other information provided by the Supplier relating to the Service. EXISTENCE OF CONTRACT 3.1 The Customer’s placement of an order, the Supplier’s acceptance of such order, and the Customer’s signing and sending of the Customer Agreement Form creates a binding contract between the parties, which shall come into existence upon the Supplier’s receipt of the signed Customer Agreement Form following Supplier’s acceptance of an order. 3.2 These terms and conditions govern the contract between the Customer and the Supplier. 3.3 No variation or amendment to these terms and conditions or oral promise or commitment related to the Service shall be valid. PAYMENT 4.1 All invoices are payable in Canadian dollars through the Customer’s Payment Account (as such term is defined in the E-Strategies GT&C) in advance of the provision of the Service and in any event prior to publication of the Customer’s website and in no circumstances shall the Customer be entitled to make any deduction or withhold payment for any reason at all. 4.2 Without prejudice to any other rights of the Supplier if the Customer fails to pay the invoice by the due date the Customer shall pay interest on any overdue amount from the date of which payment was due to the date of actual payment (whether before or after judgment) on a daily basis at a rate of one and a half percent (1.5%) per month and reimburse to the Supplier all costs and expenses (including legal costs) incurred in the collection of any overdue amount. 4.3 Fees shall be non-refundable once the Supplier has commenced provision of the Service. OPERATIONAL PROVISIONS 5.1 The design shall include up to ten pages in accordance with the agreed design layout of the site. Each page may have no more than three subpages designed for it. 5.2 The Service shall commence with an initial telephone conversation between the Customer and the Supplier’s design agent lasting no longer than thirty minutes. 5.3 The Customer shall provide the Supplier with all Input Material required for the provision of the Service electronically within five business days of the initial thirty minute phone call. The Supplier shall use the Input Material and the Customer’s directions as expressed during the initial 30-minute phone call, but the ultimate design decisions shall be at the Supplier’s sole discretion. The Customer shall submit all Input Material required in electronic file format by e-mail. A fee of $20 applies for each page of Input Material that the Customer sends in a format that the Supplier has to convert/retype. 5.4 The Customer shall be allowed one revision cycle to request changes to the draft version of the site as created by the Supplier’s design agent. The draft version will be submitted to the Customer within 5 business days of receipt of all required Input Materials. 5.5 The Customer shall make any requests for revisions of the design within five business days of being presented by the Supplier with a draft website. If no revision requests are received within said five-business day period, the Customer shall be deemed to have approved of the design. The Supplier shall use its discretion in making any requested changes, but shall not be obligated to make any changes. 5.6 The Service does not include any ongoing updates and shall consist solely of the initial build only. The provision of the Service shall be concluded once the Customer agrees to the final draft as provided by the Supplier’s design agent. 5.7 If the Customer has not participated in the initial thirty minute telephone conversation within thirty days or provision of the Service is not completed within thirty days due to no fault of the Supplier, the Supplier shall have no obligation to perform the Service. 5.8 The Customer shall be responsible for the legality, accuracy, and appropriateness of all Input Material. The Customer shall not provide to Supplier any Input Material that is obscene, defamatory, harassing, offensive, malicious, or that actually or potentially infringes the proprietary or intellectual property rights of any third party. 5.9 The Supplier shall not be responsible for archiving any of the Input Material nor for returning it to the Customer. 5.10 The Customer shall have internet connectivity and an email account in order to access the website to evaluate the design and to communicate with the Supplier’s design agent. The same email address used at signup must be used throughout the course of correspondence during Service term. 5.11 The Customer grants the Supplier a non-exclusive, world-wide, royalty-free, perpetual license to use the Customer’s website as an example of the Service, and the Customer expressly consents to such use. The Customer understands that this license shall give the Supplier the right, but not the obligation, to use the Customer’s website in the Supplier’s marketing materials. 5.12 The Supplier shall use reasonable efforts to consider and incorporate the Customer’s requirements but the final design decisions will be at the Supplier’s sole discretion. 5.13 The Supplier reserves the right to refuse to provide the Service for any reason at its sole discretion. 5.14 The Service shall not include the provision of flash introductions or animations. SUPPLY OF THE SERVICE 6.1 The Supplier shall provide the Service to the Customer subject to these Terms and Conditions. 6.2 The Service shall be provided in accordance with the Supplier’s current published literature relating to the Service from time to time subject to these Terms and Conditions. 6.3 The Supplier may at any time without notifying the Customer make any changes to the Service which are necessary to comply with any statutory requirements or which do not materially affect the nature or quality of the Service. RIGHTS IN INPUT AND OUTPUT MATERIAL 7.1 The property and any copyright or other intellectual property rights in: 7.1.1 any Input Material shall belong to the Customer; 7.1.2 any Output Material shall belong to the Supplier, subject only to the right of the Customer to use the Output Material for the purposes of utilizing the Service. 7.2 The Customer grants to the Supplier and its design agents all necessary rights and licenses to enable the Supplier to carry out its obligations and to allow the Supplier to make a reasonable number of archival/back-up copies as deemed necessary by the Supplier. The Supplier is not responsible for returning any Input Materials submitted, nor for providing back-up copies to the Customer. 7.3 The Customer warrants that any Input Material (including any part of the domain name used in connection with the Service) and its use by the Supplier for the purpose of providing the Service will not violate any laws or infringe the trademark, copyright or other rights of any third party and the Customer shall indemnify the Supplier against any loss, damages, costs, expenses or other claims arising from any such infringement or violations. The Supplier may refuse to accept any Input Material for any reason, including without limitation if Supplier believes, in its sole discretion, that the Input Material is obscene or otherwise offensive, violates any laws, or infringes third party rights, and may terminate the provision of the Services. LIMITATION OF LIABILITY AND WARRANTIES 8.1 The Supplier shall have no liability to the Customer for any loss or damage of any nature arising from any breach of any express or implied warranty or any negligence, breach of statutory or other duty on the part of the Supplier or in any other way out of or in connection with the performance or purported performance of or failure to perform the Service 8.2 The Supplier warrants to the Customer that the Service will be provided using reasonable care and skill. Where the Supplier supplies in connection with the provision of the Service any goods (including Output Material) supplied by a third party, the Supplier does not give any warranty, guarantee or other term as to their quality, fitness for purpose or otherwise, but shall, where possible, assign to the Customer the benefit of any warranty, guarantee or indemnity given by the person supplying the goods to the Supplier. 8.3 The Supplier shall have no liability to the Customer for any loss, damage, costs, expenses or other claims for compensation arising from any Input Material or instructions supplied by the Customer which are incomplete, incorrect, inaccurate, illegible, out of sequence or in the wrong form, or arising from their late arrival or non-arrival, or any other fault of the Customer. 8.4 In no event shall the liability of the Supplier to the Customer under these Terms and Conditions exceed the total amount paid by the Customer for the Service. In no event shall the Supplier be liable to the Customer or to any third party for indirect or consequential damages. In no event may the Customer bring a claim against the Supplier more than one year after the cause of action arises. 8.6 EXCEPT AS SPECIFICALLY PROVIDED HEREIN, IN ADDTION TO THE WARRANTIES DISCLAIMER SET FORTH IN THE E-Strategies GT&C, THE SUPPLIER MAKES NO OTHER WARRANTIES WITH RESPECT TO THE SERVICES, WHICH ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, NOR DOES E-Strategies MAKE ANY WARRANTY AS TO ANY RESULTS THAT MAY BE OBTAINED BY USE OF THE E-Strategies SERVICES. E-Strategies HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, INCLUDING WITHOUT LIMITATION: (1) ANY WARRANTIES AS TO THE AVAILABILITY, QUALITY, QUANTITY, OR CONTENT OF THE SERVICES PROVIDED TO YOU HEREUNDER; AND (2) ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOU AGREE AND ACKNOWLEDGE THAT NO REPRESENTATIONS OF ANY KIND HAVE BEEN MADE TO YOU REGARDING THE POTENTIAL VOLUME OF PATRONAGE OF YOUR WEB SITE AS A RESULT OF YOUR PURCHASING THE SERVICES. THIS LIMITATION OF WARRANTIES IS IN ADDITION TO THE LIMITATION OF WARRANTIES SET FORTH IN THE E-Strategies GT&C. GENERAL 9.1 The Supplier may sub-contract the performance of the Services in whole or in part. 9.2 The Customer may not assign the Services in whole or in part. 9.3 The Supplier may at its discretion suspend or terminate the supply of the Service if the Customer fails to make any payment when and as due or otherwise defaults in any of its obligations (including without limitation its obligation to provide appropriate Input Material) or becomes insolvent, has an administrative receiver appointed of its business or is compulsorily or voluntarily wound up or the Supplier has a bona fide belief that any of those events may occur, and in case of such termination may forfeit any deposit paid. The Customer’s obligations under these terms and conditions shall survive any such termination by the Supplier.