Turnkey Project Proposal

Transcription

1 Turnkey Project Proposal Prepared for: Name: Tina Allen Company: Downeast Properties Inc Address: 105 Main St Blue Hill, ME Fax: Phone: (207) Prepared by: Name: Peter DiFonzo Date: September 4, 2014 Expires: September 30, 2014

2 Base Price Item Setup Monthly Turnkey Site Base Price $999 $149 Design, Consulting & Production Choose from several homepage layouts Add and edit content yourself Real Estate & Content Management Tools Edit navigation yourself (category and subcategory headings) Edit content pages yourself Choose the market area your customers can search Enhance your own listings Add additional photos, information and link to video Syndicate listings to Facebook, Twitter, and Craigslist Popular Searches Save to Favorites New Listing Notifications Lead Tracking Support Resources Listings update every 30 minutes (when available) Website and Mobile Site Hosting Dedicated Account Manager Non-billable access via phone and Quarterly check-in calls Content management system use & warranty Online Help Center and training videos

3 Phone and support at $125/hr, Monday-Friday 9AM-6PM Emergency support over weekends and off-hours Upgrades Optional Internet Marketing Basic Optimization Package Setup Goals interview Basic keyword research to identify most searched & least competitive terms Optimized title tags for top level categories On-page optimization as time allows Ongoing Automated monthly performance report Ongoing keyword research Ongoing optimization of title tags, page content, recommended searches Simple quarterly activity and performance report Item Setup Monthly Turnkey Site Base Price $999 $149 Header Slideshow Included Included Mobile Website $99 $15 Basic Optimization Package $399 $149 Total $1497 $313 Terms of Payment Set up fee costs will be spread out over 6 months. $ per month. There are 3 options for paying monthly costs: automatic credit card charge, automatic ACH withdrawal, or paying up front

4 annually for a 5% discount. All optimization packages start upon site launch, approximately 60 days after signing. The package will automatically renew as an ongoing service after six months. The client may cancel anytime after the 6-month commitment has been fulfilled, with 30 days notice, by submitting a written request to their USM Account Manager. Deposits are not refundable Billing Information Credit Card #: Expiration: / CCV: Terms Agreed To By Tina Allen of Downeast Properties Inc Services: During the term of this Agreement, USM will provide Client with (i) web site development services as indicated on the cover sheet to this Agreement and as set forth in a written proposal attached to this Agreement ( Web Site Development Services ); and (ii) ongoing support services as indicated on the cover sheet ( Ongoing Support Services ). The Web Site Development Services and the Ongoing Support Services are sometimes collectively referred to as the Services. The parties may modify the scope of Services by mutual written agreement. Term: The initial term of this Agreement shall be a 12 month period beginning as of the Effective Date indicated on the cover sheet ( Initial Term ). Following the Initial Term, this Agreement will automatically renew for successive one year periods on each anniversary of the Effective Date, unless either party gives the other written notice of non-renewal at least 30 days before the next renewal date. Termination: Either party may terminate this Agreement if the other party breaches a material provision of this Agreement and such breach is not cured within 10 days of the non-breaching party s delivery of written notice of the breach to the breaching party. In addition, at any time following the Initial Term, either party may terminate this Agreement for any reason upon 90 days prior written notice to the other party. In the event of termination, Client shall pay all amounts accrued prior to such termination, USM shall have no further obligation to provide Services and Client shall cease all use of the USM Materials. Fees/Rates: Client understands and agrees that Web Site Development Services are billed on an hourly basis. Any additional Web Site Development Services shall be performed at USM s then applicable rates, as indicated in the Project Process outline above. USM s rates are currently $ per hour for Project Planning & Management, Site Design, Content Conversion, Site Production, Evaluation & Launch, Training and Internet Marketing; and $ per hour for Software Development, Programming/Database Integration/Content Management System Customization work. Such hourly rates are subject to change upon 30 days written notice to Client. Client further understands and agrees that estimates or estimated hours provided to Client in the cover sheet, in a proposal or otherwise are subject to change. If Web Site Development Services exceed any estimates provided to Client, then upon , hard copy or verbal notification to Client, USM shall perform the additional work at the applicable hourly rates. By way of example and not limitation, it is understood and agreed that any of the following may result in an increase in fees over and above any estimates provided by USM: (a) if discovery and content collection do not commence within 1 month of the Effective Date; (b) if Client does not provide content to USM on a timely basis; (c) if Client provides incorrect or incomplete content to USM; (d) if Client does not promptly review all deliverables provided by USM and provide feedback; and (e) Client changes the timing or scope of any Services. Client agrees to pay travel expenses incurred by USM employees in the development and maintenance of the web site. Payment: All payments shall be payable to: Union Street Media, 444 South Union Street. Burlington, Vermont Client payment for Web Site Design Services are due in full to USM on the Effective Date unless otherwise agreed to in writing. Late payments will accrue interest at a rate of 1.5% a month, including any delay in payments for the annual, quarterly or monthly support and hosting package. USM reserves the right to disable the Client s web site if any payment is over ten (10) days past due. In the event that USM brings any action to collect payment, the Client agrees to pay USM a

5 reasonable attorney s fee and all other cost incurred in the collection of such amounts. The Client agrees to pay any sales, use or transfer taxes that may be applicable to the services provided under this Agreement, including any taxes that may be assessed on audit of USM s tax returns. Layout & Feature Set: Web site design and Smart Features will be laid out according to USM s standard format and feature set. All materials prepared for submitted to Client, and/or incorporated in Client s website, including by way of example and not limitation, web pages, source code, tools, registered URL address(es) and custom web sites are the sole and exclusive property of USM ( USM Materials ) excluding, however, all content provided by Client, Client s existing URL address(es) and Client s trademarks ( Client Materials ). During the term of this Agreement, USM hereby grants Client a personal, non-transferable, non-exclusive license to use the USM Materials, but solely in connection with the web site designed by USM under this Agreement and solely for so long as such web site is hosted by USM under this Agreement. Client retains sole and exclusive ownership of the Client Materials. USM shall have the right to use the Client Materials solely to provide Services to Client under this Agreement. USM has the right to put a copyright statement, identifier, and link to its site, from the client s site at the bottom of each page on the client s web site. USM will agree to not put a copyright statement, identifier, and link for an additional 10% of all fees incurred by the Client over the first year, paid annually by the Client to USM. Proof, Errors & Omissions: USM will post all pages on the web upon design & update completion for Client s review. Following written notice from USM, Client shall review and approve such pages within 5 business days. If there are any errors or omissions on the pages, USM is responsible for making corrections within 5 business days of written notification from the Client. Delivery: USM agrees to complete the Web Site Design Services based on a mutually negotiated schedule. Client must provide accurate and complete information and other materials to USM. The Client shall be responsible for the completeness of all information provided, and the Client represents and warrants that all Client Materials are owned by the Client, or that the Client has all necessary rights to use such materials. USM reserves the right to adjust the schedule in the event that the Client fails to meet agreed deadlines for submission of Client Materials or granting approvals and to allow for changes in the scope or complexity of services from those stated in this Agreement. Delay on the part of the Client shall not affect the schedule of payments from the Client to USM. Upon completion of the Web Site Design Services, USM reserves the right to withhold delivery of the web site until full and final payment is received from the Client, including any supplemental charges above the estimated stated in this Agreement or in any proposal. Warranty: USM warrants that all Services will be provided in a professional manner, with respect to the Web Site Development Services, such warranty shall expire for all purposes 30 days after Client commences live production use of its web site. In the event of any breach of this warranty, Client s sole remedy and USM s sole liability shall be the re-performance of the Services. EXCEPT AS EXPRESSLY PROVIDED IN THIS PARAGRAPH, NO EXPRESS OR IMPLIED WARRANTY, STATUTORY OR OTHERWISE, IS MADE WITH RESPECT TO THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Client Representations: Client warrants and represents that Client is the owner of all Client Materials, free and clear of any claim, copyright or trademark infringement action, lien or other assessment. Client further represents that the above representation shall be true and correct as throughout the term of Services. Client does hereby agree to indemnify and hold harmless USM from and against any such liabilities, litigation or claims, including reasonable costs and expenses connected therewith, in the event that such liabilities, litigation or claims are asserted against USM. Limitation of Liability: THE TOTAL LIABILITY, IF ANY, OF USM INCLUDING BUT NOT LIMITED TO LIABILITY ARISING OUT OF CONTRACT, TORT, BREACH OF FAILURE OF WARRANTY, OR OTHERWISE SHALL NOT IN ANY EVENT EXCEED THE FEES PAID BY CLIENT TO USM UNDER THIS AGREEMENT DURING THE TWELVE MONTH PERIOD PRECEDING THE DATE THE CLAIM(S) AROSE. USM SHALL NOT BE LIABLE TO CLIENT OR ANYONE ELSE FOR LOSS OF PROFITS, LOSS OR INACCURACY OF DATA, LOSS DUE TO DELAY IN PERFORMANCE OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, EVEN IF USM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Indemnification: Client agrees to defend, indemnify and hold USM, its officers, directors, agents, employees, interns and representatives harmless from and against any and all claims, demands, breach, liabilities, actions, judgments, losses and expenses, arising out of or related to Client Materials, and Client s customers, products, web site(s) and services, including, without limitation, (i) any injury of person or property caused by any products or services sold or otherwise distributed over the Client s web site; or (ii) any infringement of third party intellectual property rights and any from or related to Client Materials.

6 Governing Law: The laws of the State of Vermont shall govern this agreement. Confidentiality: The Client agrees that the proposal attached hereto and the contents of this Agreement are being provided to the Client on a confidential basis. The Client shall not make any use of the proposal or this Agreement other than for the purposes of considering whether or not it wishes USM to implement the Proposal and shall not disclose its contents to any other party. If requested at any time, the proposal and Agreement shall be returned to USM immediately. No copies of the proposal or Agreement may be made without written consent of USM. Client agrees to be bound by this provision whether or not the parties enter into the Agreement. Entire Agreement: This Agreement and the proposal, if any, contains the entire understanding of both parties, and supersede all previous and contemporaneous communications, representations, understandings or agreements with respect to the subject matter hereof. Except with respect to additional charges for Web Site Development Services, this Agreement may be modified only in a writing designated as an amendment and signed by both parties. If any provision of this Agreement is deemed invalid, such determination shall not invalidate any other provision in the Agreement. Client By: Union Street Media: By: Name (Print): Name: Title: Title: