Client Agreement

Client Agreement

Introduction: This Client Agreement (“Agreement”) constitutes a legally binding contract between all the clients, referred to herein as the “Client,” or “Client’s” and Vnet Digital, a WordPress website design agency, represented by its partners Sundip Pal (Sandy) and Jackson Monichan and their team, collectively referred to as the “Agency.”

Definitions: Throughout this Agreement, the following terms shall have the meanings ascribed to them:

• “Client” refers to the individual or entity engaging the services of Vnet Digital.
• “Agency” refers to Vnet Digital, a WordPress website design agency.
• “Parties” collectively refer to the Client and the Agency.

Incorporation of Terms: By engaging Vnet Digital for services, the Client agrees to be bound by the terms and conditions outlined in this Agreement.

Alphabetical Order Disclaimer: The terms of this agreement are presented in alphabetical order for ease of reference and organization. It is important to note that the placement of terms in alphabetical order does not imply hierarchical priority or confer greater benefits to terms listed higher in the document.

1. Agency Responsibilities: The Agency shall deliver services in accordance with industry standards and complete work within agreed-upon timeframes on providing the required materials for the website by the client.
2. Annual Maintenance Cost: Please pay the Annual Maintenance cost at least ten days before the Renewal Date to avoid suspension, termination, late charges, etc.
3. Client Responsibilities: The Client is responsible for providing all necessary materials, content, and feedback in a timely manner as required for the completion of the project.
4. Confidentiality: Both Parties agree to maintain the confidentiality of any proprietary or sensitive information shared during the course of the project.
5. Credentials Handling: All the credentials will be handed over, you must be careful while handling the backend. Please do not share any of the above credentials with any person for edits, updates, corrections, etc., as it will give full access to the backend.
6. Dispute Resolution Mechanism: Any disputes arising out of or in connection with this Agreement shall be resolved through mediation, with arbitration as a secondary option if mediation fails. The jurisdiction for any legal action shall be Mumbai.
7. Force Majeure: Neither Party shall be liable for any delay or failure to perform its obligations as mentioned on the quotation email or Agreement due to events beyond its reasonable control, including but not limited to acts of God, war, terrorism, or natural disasters.
8. Image Usage Responsibility: All the images used in the website are added as per the Client’s consent & knowledge, and Agency won’t be responsible for the same.
9. Indemnification: The Client agrees to indemnify and hold harmless the Agency from any claims, damages, or liabilities arising from the Client’s use of the website design services, including but not limited to copyright infringement, defamation, or breach of contract.
10. Intellectual Property Rights:
    1. Ownership: All intellectual property rights related to the website design, including but not limited to logos, graphics, custom code, and content, shall belong to the Client upon full payment for the services rendered, unless otherwise agreed upon in writing.
    2. License: The Agency retains a non-exclusive, worldwide, royalty-free license to use any materials provided by the Client for the purpose of fulfilling the obligations under this Agreement.
11. Limitation of Liability: The liability of the Agency for any damages or losses incurred by the Client shall be zero rupees for the services rendered under their Agreement or website quote sent to them.
12. Modification of Terms: The Agency reserves the right to modify or update the terms of this Agreement at any time. Clients will be notified of changes, and their continued use of the services after such modifications constitutes acceptance of the updated terms.
13. Page and Template Editing: Do not edit the pages and templates saved in the backend, as the pages are custom-built and without adequate knowledge; if you edit, it may break the layout. The agency shall not be responsible for breaking the site in the event of any such activity carried out by the Client, as mentioned here.
14. Payment Terms: Payment terms, including accepted methods, invoicing procedures, and consequences for late or non-payment, are outlined in the Payment Schedule section under the website quotation email.
15. Plugin and Theme Management: The Client or any representative of the Client is NOT permitted to add, delete, or update any Plugin or Theme without consultation from the Agency. Updating plugins is a critical exercise and has to be done only by experienced developers.
16. Privacy Policy Compliance:
    1. Data Collection: The Agency shall collect, store, and use personal information gathered through the website design process in compliance with applicable data protection regulations and its privacy policy.
    2. Transparency: The Agency shall provide the Client with a copy of its privacy policy detailing how personal information is collected, stored, and used upon request.
17. Refund Policy: There will be no refund of the advance payment or balance payments as these will be utilized for the services provided during the tenure of the service given. If the client doesn’t provide content for their website and if the website is incomplete, the client can’t apply for a refund.
18. Revision Requests: Review design mockups, prototypes, and drafts thoroughly and provide comprehensive feedback within the specified revision rounds. Additional revisions beyond the agreed-upon limit may incur extra charges.
19. Scope Changes: Any changes or additions to the project scope must be communicated and agreed upon in writing. Additional features or functionalities may result in adjustments to project timelines and costs.
20. Severability Clause: If any provision of this Agreement is found invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid provision shall be replaced with a valid provision that most closely achieves the intent of the original provision.
21. Service Termination: If the client doesn’t provide content for their website until 6 months from the start date, the service will get terminated, and the Agency(Vnet Digital) or its founders, co-founder, and team will not be liable for any service or refund or exchange or service.
22. Termination of Services: In case an ongoing service or maintenance contract with VNet Digital is terminated, the following points apply:
    1. The agency shall no longer be responsible for any aspects of the website working.
    2. Agency will not be responsible for any Plugin or Theme updates.
    3. All commitments pertaining to the website shall become void from the date of termination of services.
    4. Agency will no longer hold any control over the site.
    5. Termination shall not relieve the Client of its obligations to pay for services rendered prior to termination.
23. Third-Party Services:
    1. Disclosure: The Agency may utilize third-party services or tools, such as hosting providers, domain registrars, or content management systems, or engage freelancers for specific tasks, such as graphic design, copywriting, or programming, in the website design process.
    2. Terms and Conditions: The Client acknowledges that the use of third-party services is subject to their respective terms and conditions, and the Agency shall not be liable for any damages or losses arising from the use of such services.
    3. Responsibility: While the Agency will oversee and manage freelancers’ work, the Client understands and agrees that the Agency is not responsible for the actions or omissions of freelancers.
24. Timely Payments: Honor all agreed-upon payment schedules promptly. Failure to make timely payments may result in project delays or suspension of services.
25. Website Restoration: Please also note that in case of website restoration under any unfortunate circumstances, there is a strong possibility of losing data even after the website is successfully restored.

Complete Agreement: The Final Agreement or website quote sent to Client, along with any attached schedules, exhibits, or additional terms agreed upon in writing, constitutes the entire agreement between the Parties concerning the subject matter herein and supersedes all prior agreements, whether written or oral.

By engaging Vnet Digital for your WordPress website design needs, you acknowledge that you have read, understood, and agreed to abide by these rules and regulations. We look forward to working together to create a stunning and functional website for your business.

Contact Us: In case you would like to contact us to understand more about this Client Agreement, Rules & Regulations or wish to contact us concerning any matter relating to it, you may send an email to info@vnetdigital.com