An independent contractor relationship will be created between the clients and Aamchi Media Pvt Ltd, and that no partnership or joint venture is intended or implied by either party. A date of commencement of the services will be agreed upon by both parties and charges will be applicable according to that date. A monthly report of performance services will be given to the clients. Either party may not cancel or fully transfer the service responsibilities to another service vendor before a prior notice of at least 30 business days. Aamchi Media Pvt Ltd reserves the right to subcontract a third party service provider for some of the service tasks. A person who is not a party to the Contract shall not have any rights under or in connection with it.
Site Design and Development – Static Website
Every quotation that we submit is valid for 30 days and is static within this period. If we happen to make a mistake and under-quote, we take the loss. The client will never pay more than was originally agreed for the service that was originally agreed [unless he pays us more based on our performance], which is why we stipulate certain further terms and conditions. The quotation incorporates all items covered in the client’s proposal/quote, including 1 material amendment to the original mandate. Additional amendments thereafter can incur additional costs. This does not include basic tweaking or minor changes that are required to achieve the desired “polish” on the site, which forms part of the original quotation. Should the client not be happy with the design of the site (aesthetics and layout), any changes/ amendments/ alterations that are required to achieve the design that the client is happy with will bear no additional cost, provided that these do not constitute an amendment to the original mandate, in which case the limitations in point 2 above will apply. In the unlikely event that the client had to dislike the entire site, we would do a complete custom redesign at no extra cost. Provided that we have followed the client’s design specifications, this is limited to one redesign. However, if the site is still not satisfactory because the client changed the requirements, the second redesign would bear an additional cost to the client. The client’s quotation is of necessity based on various assumptions, which, if proven incorrect, may need the quotation to be revised. In such an event the quotation automatically becomes null and void and subject to a new quotation.
Assumptions are as follows:
All content and required graphics will be provided by the client unless otherwise agreed in writing. Copywriting (and copy typing) is not included in the site design fee, except to the extent of basic editing. Please note that this is not the same as copyright (ownership), which vests with the client. Graphics provided by the client will be of high quality and usable, failing which delays in timing and/or additional costs may come into effect, for which developer may not be held liable in any way. Any time periods quoted assume no delays caused by the client and may be extended to take account of any such delays. Once the concept has been created, this would be uploaded to a private area on the internet so that the overall look, feel and effect can be reviewed by the client. All tweaking and refining would be shown at this hidden address until the site is approved by the client, at which point final upload will be to the client’s domain. A 50% deposit is payable as confirmation of order prior to commencement, with the balance payable within 5 days of completion and before the website going live. Completion date is taken to be no longer than 25-30 working days after initial upload or upon final approval by the client, whichever period is the shorter. The client is afforded an additional 5 working days after final upload as a final proofing period for critique and amendments. All required amendments that are communicated to us within this period form part of the original quotation. Amendments required after this period would bear an additional cost. All interactive and dynamic functionality on an html website is backed by 100% guarantee and unlimited support for a period of 1 month after final upload, subject to the following; If the site is not hosted on our servers, the bonus is on the client to provide us with the relevant server specifications, prior to commencement of the website being built. Should the client fail to provide such specifications and any feature or function on the website fails to work properly because of incompatibility with the client’s server; the client will be liable for any fees associated with related redevelopment time. If the site is not hosted on our servers, our guarantee does not cover any problems caused by server faults, hacking attempts, security breaches, server upgrades, server software or configuration changes, or user- created problems. An additional fee would be charged for any related fixes. If the site is hosted on our servers and managed by us, the guarantee covers all contingencies. Where a problem arises due to a user-created problem, the site/function can be restored from our most recent backup.
Site Design and Development – Dynamic and E-commerce Websites
Every quotation that we submit is valid for 30 days and is static within this period. If we happen to make a mistake and under-quote, we take the loss. The client will never pay more than was originally agreed for the service that was originally agreed, which is why we stipulate certain further terms and conditions. The quotation incorporates all items covered in the client’s proposal/quote, including 1 material amendment to the original mandate. Additional amendments thereafter can incur additional costs. This does not include basic tweaking or minor changes that are required to achieve the desired “polish” on the site, which forms part of the original quotation. Should the client not be happy with the design of the site (aesthetics and layout), any changes/ amendments/ alterations that are required to achieve the design that the client is happy with will bear no additional cost, provided that these do not constitute an amendment to the original mandate, in which case the limitations in point 11 above will apply. The client’s quotation is of necessity based on various assumptions, which, if proven incorrect, may need the quotation to be revised. In such an event the quotation automatically becomes null and void and subject to a new quotation.
Assumptions are as follows:
All required graphics will be provided by the client unless otherwise agreed in writing. The quotation does not include the loading of content or products which can be added via the client admin area. Should the client require developer to provide this service, an additional cost per item loaded will apply. The development of a dynamic or ecommerce website constitutes a Content Management System and allows the client to alter content easily via an admin panel. It does not however include the ability to alter the design, features or functions of the system via the admin area. Copywriting (and copy typing) is not included in the site design fee, except to the extent of basic editing. Please note that this is not the same as copyright (ownership), which always vests with the client. Graphics provided by the client will be of high quality and usable, failing which delays in timing and/or additional costs may come into effect, for which developer may not be held liable in any way. Any time periods quoted assume no delays caused by the client and may be extended to take account of any such delays. Any time periods quoted are calculated from the date of receipt of confirmation payment and the receipt of all required information and graphics from the client. This information includes the completion of any questionnaire that we provide in order to clearly ascertain the client’s requirements. Once the website has been developed it is uploaded onto the client’s domain or on a developer domain, but remains inaccessible to the public. This is to afford the client the opportunity to evaluate the site and request any tweaks or changes that fall within the agreement. Once the site is approved, hand-over will take place. From the time of handover the client is entitled to an additional *60 days free support to allow for issues that may not be identifiable prior to handover. In this time further tweaks and adjustments can be made as long as they fall within the scope of the original mandate. The free *60 day support is subject to the client meeting the requirements of clause 18 below. A 50% deposit is payable as confirmation of order prior to commencement, with the balance payable within 5 days of client approval. Receipt of payment by developer within this 5 day period will qualify the client for the 60 day free support. Handover will take place after payment of the final balance due on the development fee. Dynamic and ecommerce websites are only developed if they will be hosted on one of our servers. This is to ensure that everything works 100%, can be properly maintained and that upgrades and security patches can be seamlessly applied whenever these come available in the future. All interactive and dynamic functionality is backed by 100% guarantee and unlimited support for a period of 2 months after final upload, subject to the following: Support does not cover the cost of any material changes that the client may require. Support does not cover all aspects of user-inflicted damage. If a problem occurs because of something that the client has done, we are happy to assist wherever possible, but an additional fee may be charged depending on the time required to rectify the problem. Support includes tutorials, guidance and full email and telephone support with regard to using the admin area and various features and functions of the site. This clause 21 does not apply to any dynamic or ecommerce site not hosted on our servers.
Domain Registration, Transfer and Renewal
Domains that we administer on your behalf will be registered and renewed in your name. Registration of domain names cannot be cancelled or altered once the order has been processed. Before ordering, please be certain that the name is the one you want is spelled correctly and is with the correct extension. Transfer of domains is free, except where the registrar requires an advance renewal fee to be paid as a condition of transfer. Domain registration and pointing is done in good faith. Should we however discover that any domain we have registered and pointed is being used in any activity recognised by the SAP, Interpol or any other similar Government agency as illegal; we reserve the right to immediately and without warning, act in the public interest and cease the pointing. This will be most strictly applied in all instances of fraudulent activity and online scams.
Set up and transfer of domains is free. Our server uptime is guaranteed at 99.9%. Should we fail to achieve this for whatever reason, we guarantee a refund (or reduction) of 10% of the client’s monthly hosting fee for every 0.1% uptime less than 99.9%. Our hosting comes with a 30 day guarantee. Should the client cancel their hosting for any reason whatsoever within the first 30 days, we will do a full refund of the client’s hosting fee. We maintain the strictest security on our servers, with constant patches, upgrades and updates on all functional and security software. Hosting is payable monthly in advance, by no later than the 1st of each month. Hosting fees are static for the period stipulated on our Website, as amended from time to time, provided that the space and bandwidth allocated are not persistently exceeded within this period or clearly prove to be insufficient. Hosting is flexible and temporary upgrades are available for any abnormal surges that may occur, such as in the case of special promotional periods. Unless an annual contract has specifically been entered into, website hosting is on a month-to-month basis and may be canceled by clients with the giving of one calendar month’s written notice. Confirmed email is accepted as written notice. Email hosting is annual and can be cancelled at any time prior to the annual renewal date. No refunds will be made on email hosting accounts that are terminated within the annual period. Should you be in breach of contract in any way, we will first contact you to try to resolve this and will not simply suspend or terminate your account (unless the breach is that you are violating our terms of service to the extent that we believe immediate action is required, eg. breaking the law or placing the server at risk). As soon as you reach 80% of your usage you will be notified by email to assist you in avoiding an overage or making timeouts arrangements for any unavoidable overage. Should you exceed bandwidth or usage, you will be contacted and given the opportunity to rectify this or purchase: a temporary or permanent upgrade; additional space / bandwidth at the prevailing advertised rate. We give very high allowances to begin with and there is very little likelihood of this occurring unless you are experiencing a large volume of downloads of large files on your site. We will never simply suspend or terminate an account for over-usage without first attempting to contact and/or assist you in order to avoid suspension. Billing is automated and hosting is payable in advance, receivable by no later than the 1st of each month. We however allow for the time it takes for internet transfers to reflect. Accounts not paid by the 4th of the month will be automatically suspended on the 5th unless we have been contacted to make prior arrangements. Hosting is month to month, unless it is pure email hosting (which is annual) or is specifically linked to a special package that includes a hosting contract.
All prices include VAT.
Restricted Content and Scripts: In the interests of all our clients, we do not allow certain content, scripts and programmes to be hosted on our servers. This includes: Any illegal content or activity, including infringement of copyright, trademark, etc. or any similar sites, including sites that promote or link to this type of site. Form mail and any other programme or script which can cause vulnerability, which can allow a gateway to hackers, whether intentionally or through carelessness/negligence/ignorance. This includes installed software programmes that are not kept up to date with the latest security patches. Child pornography or anything that promotes encourages or links to other sites that promote, encourage or display child pornography. Sites that in any way promote incite or encourage hate, violence, terrorism, war or any other action that is considered by us to be against the overall interests of society. Linking to this sort of site is also not permitted.
If clients avail any monthly service package of Aamchi Media Pvt Ltd then they are obliged to pay a full chargeable amount prior to the commencement of the work. If Aamchi Media Pvt Ltd and the client agree on a fixed quote regarding any services then they are liable to pay 50% of the billable amount in advance, prior to the commencement of the work. The remaining 50% of the payment will have to be made within 7 days of the start date of the services. Aamchi Media Pvt Ltd shall invoice the clients monthly, in advance. Also, if the clients do not pay a monthly invoice when it is due, Aamchi Media Pvt Ltd shall terminate the services immediately. In this case, we will not be liable to issue a 10 day prior notice.
Email spamming of any nature. Bulk mail may be sent out as long as it is double opt-in and limited to reasonable batches per hour. Link farms or FFA sites The use of any automatic or self-installing scripts that are triggered by a visit to a page on your website or clicking on a link that does not specifically state that it will create an installation (and exactly what the installation is). This doesn’t include normal pop-ups/pop-under or other innocuous (albeit irritating) scripts. It refers specifically to scripts that interfere with the free choice of your site users, Eg. Any scripts that may be considered to be malware: auto-diallers, browser hijackers, trackers, data-miners, etc. Your disk space or bandwidth may not be resold. This includes any other aspect of your hosting package as well. If you are interested in a reseller account, please contact us for info on our anonymous reseller options.
We offer no guarantees other than those clearly stated in the guarantee section of our website, in this document, or explicitly stated in any correspondence with the client. We reserve the right to change any aspect of our terms of service at any time and will make every endeavor to notify the client in such an event. Every precaution has been taken to protect our servers. However, in the event of the bizarre, we accept no liability for loss of service or failure to provide service due to any act of war, civil unrest, violence, terrorism or any act of God. Any uptime guarantees that we make do not include a downtime experienced due to any act of war, civil unrest, violence, terrorism or any act of God (natural floods, etc.). We accept no liability for any loss or damage that may be caused to the client’s site or its ability to function, where this is caused by the client’s addition to, removal or alteration of any content, software, and program or account component. We reserve the right to instantly suspend any account that is placing the server or the functioning of other client sites at risk. This does not apply to any site that we fully manage on the client’s behalf and for which we are solely accountable. The liability of developer is at all times limited to the amounts paid by the client for any service that has given rise to the question of liability and is limited to the extent of our guarantees provided. Although we take every care, we do not accept responsibility for loss or damage to any items, graphics, pictures, etc. given to us for the creation of a website. Please make sure that we receive good quality copies and originals. Aamchi Media Pvt Ltd will not be liable for any indirect or consequential losses due to delay in obligated service deliverables, where the delay is because of natural or ungovernable causes. The clients will defend, cover and hold Aamchi Media Pvt Ltd harmless from and against any and all claims, losses, liabilities and expenses related to the services provided by Aamchi Media Pvt Ltd to the clients under this agreement, including without limitation claims made by third parties related to any false advertising claims, liability claims for products or services sold by the client, claims for patent, copyright or trademark infringement, claims due to disruption or malfunction of services provided, or for any content submitted by you for publication by Aamchi Media Pvt Ltd. Due to the nature of digital media, any content/information given by the clients to Aamchi Media Pvt Ltd for publication will be accessible by the public as soon as the publication is carried out. Aamchi Media Pvt Ltd will not be responsible for screening the material and any damages or losses of profit, goodwill or any business asset due to the nature of content being publicized.
The backup of the client’s website is taken onto portable storage at the client’s request upon completion of the site.
Implementation of SEO Service
Aamchi Media agrees to provide The Customer with SEO Services as described in the Proposal and this Agreement. Aamchi Media is authorized to use the specific keywords and/or phases set forth in the Proposal for development, improving the ranking of, and/or positioning the contents of the Customer’s URL(s) (as set forth in the Proposal) in search engines and/or directories. SEO Services are intended to provide the Customer with preferential positioning in selected search engines and report results on an ongoing and timely basis. Aamchi Media guarantees that Client’s website will appear on the first page of designated Search Engines within an agreed period of time of the Commencement Date. If Aamchi Media is unable to achieve this ranking within that time period, Aamchi Media agrees to provide further optimization services until such time when Client’s website is listed on the first page. Client acknowledges that Aamchi Media may, as part of the client’s SEO campaign, add links and content to the client’s website. If the client chooses to reject these additions, their First Page Guarantee may be rendered void, to the discretion of Aamchi Media. Client acknowledges that the guarantee applies only to selected keywords chosen by the Client. Aamchi Media will advise Client to which keywords guarantee applies. Client acknowledges that Search Engine Optimization (“SEO”) is governed by many factors which are outside the direct control of Aamchi Media. Search Engines are third party systems with unknown variables, algorithms and indexing decisions that can change at any time and without notice over which we have no control. Aamchi Media will use best efforts, techniques and accepted standards to improve Client’s Search Engine Ranking but cannot guarantee of #1 ranking of Client’s website on any major Search Engine using Client’s desired keywords. Client further acknowledges that the website’s ranking with a particular Search Term will rely on both the relevancy of that term on your pages, and the popularity of that term on other websites. Client further acknowledges and understands that a website’s rankings may go backwards. Client agrees if this were to happen, no liability will be on Aamchi Media and no refunds or discounts given. Aamchi Media is not responsible for changes made to the website by other parties that adversely affect the search engine rankings of the Client’s website. Aamchi Media is not responsible for the Client overwriting Aamchi Media’s work to the Client’s site. (e.g., Client/webmaster uploading over work already provided/optimized). The Client will be charged an additional fee for re-constructing content. Aamchi Media follows a strictly ethical SEO policy and will not be responsible for any bans or search engine suspension for the following: 1. duplicate sites, duplicate content or pages, redirects or doorway pages. 2. link farms or any spanning techniques which may harm the web site’s ranking with Google. 3. Increased traffic or sales hidden links automated website submission software or websites. Client agrees to pay for the Products and Services in full prior to work commencing on the Project Brief, unless otherwise agreed at Aamchi Media discretion. Invoices are payable within FIVE (5) business days from the date of the invoice. Client may request a full refund within seven (3) days of remitting payment to Aamchi Media, prior to work commencing. Client acknowledges that no refunds are available once work has commenced on the Project Brief and additional requests for refunds will require Management review. For SEO Contracts, a one-time setup fee will be assessed and payment is required prior to work commencing. Monthly maintenance fees are not included in the setup fee. Client will be billed for each month for the maintenance fee until customer provides Aamchi Media with a written cancellation request. If Client provides Aamchi Media with their credit card information, you authorize Aamchi Media to automatically charge your credit or debit card for charges that apply to your account. Recurring charges will be posted to your credit card until such time that you cancel your account in accordance with Aamchi Media cancellation policy. If payment has been declined or has not been made, Client’s account will be suspended and a reactivation fee of Rs. 2,500/- will apply. For returned cheques due to insufficient funds, Aamchi Media reserves the right to request alternate payment method. If payment has not been received after 30 days, this will result in termination of our services and any links and SEO work will be removed. Cancelled accounts cannot be reactivated and any account history or information will not be retrievable. No refund will be given thereafter.
Copyrights and Trademarks
Client represents to the developer and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks or other artwork furnished to the Developer for inclusion in the client’s website are owned by the client or that the client has permission from the rightful owner to use each of these elements and will hold harmless, protect and defend (indemnify) the developer and its subcontractors form any claim or suit arising from the use of such elements furnished by the client.
Client agrees that any material submitted for publication will not contain anything leading to an abusive or unethical use of the Web Hosting Service, the Host Server or the Developer. Abusive and unethical materials and uses include, but are not limited to, pornography, obscenity, nudity, violations of privacy, computer videos, harassment, any illegal activity, advocacy of an illegal activity, and copyright / patent / trademark infringement. Client hereby agrees to indemnify and hold harmless the Developer from any claim resulting from the Client’s publication of material or use of those materials. It is also understood that the Developer will not publish information, which may be used by another party to harm another. The Developer will also not develop a pornography or otherwise unethical web site for the Client. The Developer reserves the right to determine what is and is not unethical content.
Client agrees that it shall defend, indemnify, save and hold the Developer harmless from any and all demands, liabilities, losses, costs and claims. This includes Liabilities asserted against the developer that may arise or result from any service provided or performed or agreed to be performed or any product sold by the Client.
Client also agrees to defend, indemnify and hold harmless the Developer against Liabilities arising out of any injury to person or property caused by any products or services sold or otherwise distributed over the Client’s web site. This includes infringing upon on the proprietary rights of a third party, copyright infringement, and delivering any defective product or misinformation which is detrimental to another person, organization, or business.
Copyright of the finished assembled work of web pages produced by the Developer and graphics shall be vested with the Client upon final payment for the Projects. This ownership includes design, photos, graphics, source code, work-up files, text, and any program(s) specifically designed or purchased on behalf of the Client for completion of this Project.
Client agrees that the Developer may put a byline on the bottom of their website for establishing design and development credit. Client also agrees that the website created for the client may be included in the developer’s portfolio of each website they work on. This is Aamchi Media’s branding and to remove it will cost Rs. 10,000/-.
Termination and Assignment
The Contract shall renew automatically for a further term of one year at the end of each year unless and until either party notifies the other of its wish to terminate the Contract at the expiry of the current year by giving the other party at least 30 days’ written notice to expire at the end of that Contract term. Without limiting its other rights or remedies, each party may terminate the Contract with immediate effect by giving written notice to the other party if the other party: commits a material breach of the Contract and (if such breach is remediable) fails to remedy that breach within 30 days of that party being notified in writing of the breach; or becomes or is insolvent or is unable to pay its debts (within the meaning of the Insolvency Act 1986) or (except for the purposes of a genuine amalgamation or reconstruction) a petition is presented or meeting convened or resolution passed for winding up the defaulting party or the defaulting party enters into liquidation whether compulsorily or voluntarily or compounds with its creditors generally or has a receiver, administrator, or administrative receiver appointed over all or any part of its assets or the defaulting party ceases to carry on all or a substantial part of its business. The Company shall, in addition to all other rights and remedies under these Terms be entitled to terminate this Contract without notice in the event that any of its charges for the Services are not paid in accordance with these Terms. Upon termination, for whatever reason, the parties shall be obliged to return all materials received from the other pursuant to the Contract without undue delay. If relevant, the Client shall be obliged to remove codes, etc, from websites without undue delay. If the Client fails to do so, the Company shall be entitled to invoice the Client in line with its then current terms and conditions for subsequent Services without such invoicing amounting to a waiver of the Company’s right to terminate the Contract. The Client shall not be permitted to assign or transfer all or any part of its rights or obligations under the Contract and these Terms without the prior written consent of the Company. The Company shall be entitled to assign or subcontract any of its rights or obligations under the Contract and these Terms and the Client acknowledges that certain elements of the Services will be provided by third parties. Neither party shall be held liable for a Force Majeure Event. If a party believes that a Force Majeure Event has occurred, such party shall immediately inform the other party of the start and end of the Force Majeure Event. Notwithstanding the other provisions of the present Terms, each party shall be entitled to terminate the Contract without liability to the other by written notice to the other party in the event that the performance of the Contract is impeded for more than 6 months due to a Force Majeure Event.
The Developer, its employees and subcontractors agree that, except as directed by the Client, it will not at any time during or after the term of this Agreement disclose any confidential information. Likewise, the Client agrees that it will not convey any confidential information obtained about the Developer to another party.
Both parties warrant that they have read and understand the terms set forth in this agreement. Each party hereby represents and warrants that she/he is duly authorized to execute and deliver this agreement on behalf of Other Party and that is Agreement is binding upon Other Party in accordance with its terms.