3. Hold Harmless and Waiver of Liability
The Client agrees to hold the Designer harmless and release the Designer from any and all claims, damages, liabilities, and expenses arising out of or in connection with the following:
- Errors, Omissions, or Defects: Any errors, omissions, or defects in the design, code, or content of the website, including but not limited to inaccuracies or bugs that may arise after the website has been launched.
- Third-Party Issues: Claims or disputes arising from third-party materials, such as fonts, images, or content provided by the Client or sourced by the Client for use in the Project.
- Security and Data Breaches: Any breach of security, loss of data, or unauthorized access to the website that may occur after the website has been delivered to the Client.
- Functionality Failures: The Designer is not responsible for any issues arising from changes made to the website by the Client or third parties, such as software updates, hosting changes, or unauthorized modifications to the website after it has been delivered.
4a. Maintenance and Updates
If maintenance and update are not chosen above, the Client acknowledges and agrees that any updates, upgrades, or ongoing maintenance of the website after delivery are the sole responsibility of the Client. This includes, but is not limited to:
- Regular updates to website content, security patches, or software versions.
- Fixing any issues, bugs, or performance-related problems that may arise after delivery.
- Ensuring compatibility with new web browsers or other third-party software that may change over time.
The Designer will not be held responsible for any issues or liabilities arising from the Client's failure to maintain or update the website.
4b. Maintenance and Updates
If maintenance and updates are chosen above the Designer acknowledges and agrees that any updates, upgrades, or ongoing maintenance of the website after delivery are the sole responsibility of the Designer. This includes, but is not limited to:
- Regular updates to security patches and software versions as provided by the software vendor(s).
- Addressing, withing the limits of the software and/or plug-ins chosen, any issues, bugs, or performance-related problems that may arise after delivery.
- Within the limits of the software and/or plug-ins chosen, ensuring compatibility with new web browsers or other third-party software that may change over time.
The Designer will not be held responsible for any issues or liabilities arising from the inability to maintain or update the website beyond the current periods maintenance fee.
The Clients is responsible for updating the content of the website unless there is a separate attached Scope of Work an agreement.
5. Indemnification
The Client agrees to indemnify, defend, and hold harmless the Designer from and against any and all claims, losses, damages, and expenses (including attorney's fees) that may result from the Client’s use or misuse of the website, including but not limited to:
- Any violation of applicable laws or regulations by the Client.
- Any claims arising from content provided by the Client, including copyright violations, defamation, or misrepresentation.
6. Limitation of Liability
In no event shall the Designer be liable for any indirect, incidental, consequential, or punitive damages, including but not limited to lost profits, lost data, or loss of business, arising from the design and development of the website, even if the Designer has been advised of the possibility of such damages.
The total liability of the Designer under this Agreement shall not exceed the amount paid by the Client for the specific services that gave rise to the liability.
7. Termination
This Agreement may be terminated by either party at any time, with written notice, prior to the completion of the Project. Upon termination, the Client will pay for all work completed up to the point of termination.
8. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the state/province of Palm Beach County, Florida, without regard to its conflict of law principles.
9. Entire Agreement
This Agreement constitutes the entire understanding between the parties with respect to the subject matter herein and supersedes all prior and contemporaneous agreements, proposals, or communications between the parties.
10. Acknowledgment and Electronic Agreement
By checking the box below, signing and submitting this form, the Client acknowledges and agrees to the terms set forth in this Agreement.
