Last Updated: 9/07/2023
The following terms and conditions apply to all services, including website development and design services, (the Services) provided by Webmark Consulting Group, LLC ((Webmark Consulting Group) to the Client, in conjunction with any relevant quotation provided to the Client by Webmark Consulting Group (Terms), unless otherwise agreed in writing. Acceptance of a quote, purchase and/or use of the Services shall be considered acceptance of the Terms.
Charges for the Services are defined in the project quotation that the Client receives from Webmark Consulting Group via email. Quotations are valid for a period of 30 days. Webmark Consulting Group reserves the right to alter a quotation or decline to provide the relevant Services after expiry of the 30 days.
Unless agreed otherwise with the Client, all website design services require an advance payment of a minimum of fifty (50) percent of the project quotation total before the work commences, with the remaining percentage of the project quotation total due upon completion of the work, prior to upload to the server or release of materials.
The Client agrees to reimburse Webmark Consulting Group for any additional expenses necessary for the completion of the work. Expenses may include (but are not limited to) purchase of domain names, special fonts and stock photography.
2. Invoicing and payment
Webmark Consulting Group shall submit invoices in line with the timescales above. Invoices are normally sent via email, but hard copy invoices are available on request. Payment is due on receipt of the invoice by the Client with a 14 day grace period prior to accruing a 5% late fee.
Payment for services is due online only and can be made by either bank transfer or credit card. Invoices equaling One Thousand ($1000) Dollars or more require a bank transfer or are subject to credit card processing fees.
If the Client fails to make any payment due to Webmark Consulting Group by the due date for payment, then, without limiting Webmark Consulting Group’s remedies under or in connection with these terms and conditions, the Client shall pay interest on the overdue amount at the rate of 5% of the overdue amount. Such interest shall accrue on a monthly basis from the due date until actual payment of the overdue amount, whether before or after judgment. The Client shall pay the interest together with the overdue amount.
Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on Webmark Consulting Group’s web space, Webmark Consulting Group will, at its discretion, remove all such material from its web space. Webmark Consulting Group is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client’s account. Checks returned for insufficient funds will be assessed a return charge of $25 and the Client’s account will immediately be considered to be in default until full payment is received. Clients with accounts in default agree to pay Webmark Consulting Group reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by Webmark Consulting Group in enforcing these Terms.
3. Change Control Process
As part of our project management process, we include a change control process. This will come into effect if your needs change or you find you need additional features after a website scope document has been signed off or we have moved on to the design phase of your project.
We ask you to fill in a simple form and we assess whether the change is possible at the stage it has been requested, if it can be included as part of the website costs or whether it will incur an extra cost. This helps to keep the project on track and within budget.
4. Client Review
Webmark Consulting Group will provide the Client with an opportunity to review the appearance and content of the website during the design phase and once the overall website development is completed. At the completion of the project, such materials will be deemed to be accepted and approved unless the Client notifies Webmark Consulting Group otherwise within ten (10) days of the date the materials are made available to the Client.
5. Turnaround Time and Content Control
Webmark Consulting Group will install and publicly post or supply the Client’s website by the date specified in the project proposal, or at the date agreed with Client upon Webmark Consulting Group receiving initial payment, unless a delay is specifically requested by the Client and agreed by Webmark Consulting Group.
In return, the Client agrees to provide Webmark Consulting Group promptly with all necessary co-operation, information, materials and data, access to staff and timely decision-making which may be reasonably required by Webmark Consulting Group for the performance of the Services. This shall include the Client delegating a single individual as a primary contact to aid Webmark Consulting Group with progressing the commission in a satisfactory and expedient manner.
During the project, Webmark Consulting Group will require the Client to provide website content; text, images, videos, and sound files, along with any relevant background information.
6. Failure to provide required website content
To remain efficient Webmark Consulting Group must ensure that work we have programmed is carried out at the scheduled time. This is why we ask that the Client provides all the required information in advance. On any occasion where progress cannot be made with the Client’s website because we have not been given the required information in the agreed time frame, and we are delayed as result, we reserve the right to impose a surcharge of up to 25% of the Charges. If the Services involve Search Engine Optimisation we need the text content for the Client’s site in advance so that the SEO can be planned and completed efficiently.
If the Client agrees to provide us with the required information and subsequently fail to do within one week of project commencement we reserve the right to close the project and the balance remaining becomes payable immediately.
NOTE: Content must be uploaded to the designated drop folder we setup for you. A link and/or email will be sent to you with clear instructions on gaining access to this folder. This allows us to remain organized and make sure all your content is one place.
Using our content management system the Client is able to keep your content up to date itself.
7. Web Browsers
Webmark Consulting Group makes every effort to ensure websites are designed to be viewed by the majority of visitors. Websites are designed to work with the most popular current browsers (e.g. Firefox, Google Chrome, Microsoft Edge etc.). The Client agrees that Webmark Consulting Group cannot guarantee correct functionality with all browser software across all different operating systems.
Webmark Consulting Group cannot accept responsibility for web pages which do not display acceptably in new versions of browsers released after the website has been designed and handed over to the Client. As such, Webmark Consulting Group reserves the right to quote for any work involved in changing the website design or website code for it to work with updated browser software.
Termination of services by the Client must be requested in a written notice a minimum of forty five (45) days before the next renewal date. Email or telephone requests for termination of services will not be honored until and unless confirmed in writing. The Client will be invoiced for work completed (including any expenses incurred, as outlined in clause 1) to the date of first notice of cancellation for payment in full within thirty (30) days.
All Webmark Consulting Group services may be used for lawful purposes only. The Client agrees to indemnify and hold harmless Webmark Consulting Group against all damages, losses and expenses arising as a result of any and all actions or claims resulting from the Client’s use of Webmark Consulting Group’s service.
10. Intellectual property
Background IP means any IP Rights, other than Foreground IP, that is used in connection with these Terms.
Foreground IP means any IP Rights that arise or are obtained or developed by, or by a contractor on behalf of, either party in respect of the services and deliverables under or in connection with these Terms.
IP Rights means patents, utility models, rights to inventions, copyright and neighbouring and related rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
All Background IP, including but not limited to any IP Rights in data, files and graphic logos provided to Webmark Consulting Group by the Client, is and shall remain the exclusive property of the party owning it (or, where applicable, the third party from whom its right to use the Background IP has derived).
The Client hereby grants to Webmark Consulting Group a non-exclusive license to publish and use such material, which may be sub-licensed to any contractor acting on behalf of Webmark Consulting Group. The Client must obtain permission and rights to use any information or files that are copyrighted by a third party. The Client is further responsible for granting Webmark Consulting Group permission and rights for use of the same. A contract for website design and/or placement shall be regarded as a guarantee by the Client to Webmark Consulting Group that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested. The Client shall indemnify and hold harmless Webmark Consulting Group against all damages, losses and expenses arising as a result of any and all actions or claims that any materials provided to Webmark Consulting Group by or on behalf of the Client infringe the IP Rights of a third party.
All Foreground IP shall vest in and be owned absolutely by the party creating or developing it. Webmark Consulting Group hereby grants the Client a non-exclusive license of such Foreground IP for the purpose of operating the website.
Each party (the Receiving Party) shall use its reasonable endeavours to keep confidential all information and documentation disclosed by the other party (the Disclosing Party), before or after the date of these Terms, to the Receiving Party or of which the Receiving Party becomes aware which in each case relates to any software, operations, products, processes, dealings, trade secrets or the business of the Disclosing Party (including without limitation all associated software, specifications, designs and graphics) or which is identified by the Disclosing Party as confidential (the Confidential Information) and will not use any Confidential Information for any purpose other than the performance of its obligations under these Terms. The Receiving Party shall not disclose Confidential Information to any third party without the prior written consent of the Disclosing Party. This clause shall survive the termination of these Terms for whatever cause.
During the term of these Terms the Receiving Party may disclose the Confidential Information to its employees and sub-contractors (any such person being referred to as the Recipient) to the extent that it is reasonably necessary for the purposes of these Terms. The Receiving Party shall procure that each Recipient is made aware of and complies with all the Receiving Party’s obligations of confidentiality under these Terms as if the Recipient was a party to these Terms.
The obligations in this clause 10 shall not apply to any Confidential Information which is:
- at the date of these Terms already in, or at any time after the date of these Terms comes into, the public domain other than through breach of these Terms by the Receiving Party or any Recipient;
- furnished to the Receiving Party or any Recipient without restriction by a third party having a bona fide right to do so; or
- required to be disclosed by the Receiving Party by law or regulatory requirements, provided that the Receiving Party shall give the Disclosing Party as much notice as reasonably practicable of the requirement for such disclosure.
All tangible forms of Confidential Information, including, without limitation, all summaries, copies, excerpts of any Confidential Information whether prepared by the Disclosing Party or not, shall be the sole property of the Disclosing Party, and shall be immediately delivered by the Receiving Party to the Disclosing Party upon the Disclosing Party’s request or the termination of these Terms (whichever is earlier). The Receiving Party shall not copy, reproduce, publish or distribute in whole or in part any Confidential Information without the prior written consent of the Disclosing Party.
12. Data Usage and Protection
We may collect information about how the Service is accessed and used (“Usage Data”). This Usage Data may include information such as your computer’s Internet Protocol address (e.g., IP address), browser type, browser version, the pages of our Service that you visit, the time and date of your visit, the time spent on those pages, unique device identifiers and other diagnostic data.
Tracking & Cookies Data
Cookies are files with small amounts of data which may include an anonymous unique identifier. Cookies are sent to your browser from a website and stored on your device. Tracking technologies also used are beacons, tags, and scripts to collect and track information and to improve and analyze our Service.
You can instruct your browser to refuse all cookies or to indicate when a cookie is being sent. However, if you do not accept cookies, you may not be able to use some portions of our Service.
Examples of Cookies we use:
Session Cookies. We use Session Cookies to operate our Service.
Preference Cookies. We use Preference Cookies to remember your preferences and various settings.
Security Cookies. We use Security Cookies for security purposes.
Use of Data
Webmark Consulting Group uses the collected data for various purposes:
To provide and maintain our Service
To notify you about changes to our Service
To allow you to participate in interactive features of our Service when you choose to do so
To provide user support, respond to user queries
To gather analysis or valuable information so that we can improve our Service
To monitor the usage of our Service
To detect, prevent and address technical issues
To provide you with news, special offers and general information about other goods, services and events which we offer that are similar to those that you have already purchased or inquired about unless you have opted not to receive such information
Legal Basis for Processing Personal Data Under General Data Protection Regulation (GDPR)
Webmark Consulting Group may process your Personal Data because:
We need to perform a contract with you
You have given us permission to do so
The processing is in our legitimate interests and it’s not overridden by your rights
To comply with the law
Retention of Data
Webmark Consulting Group will also retain Usage Data for internal analysis purposes. Usage Data is generally retained for a shorter period of time, except when this data is used to strengthen the security or to improve the functionality of our Service, or we are legally obligated to retain this data for longer time periods.
Transfer of Data
Your information, including Personal Data, may be transferred to — and maintained on — computers located outside of your state, province, country or other governmental jurisdiction where the data protection laws may differ than those from your jurisdiction.
If you are located outside the United States and choose to provide information to us, please note that we transfer the data, including Personal Data, to the United States and process it there.
Disclosure of Data
Disclosure for Law Enforcement
Under certain circumstances, Webmark Consulting Group may be required to disclose your Personal Data if required to do so by law or in response to valid requests by public authorities (e.g. a court or a government agency).
Webmark Consulting Group may disclose your Personal Data in the good faith belief that such action is necessary:
To comply with a legal obligation
To protect and defend the rights or property of Webmark Consulting Group
To prevent or investigate possible wrongdoing in connection with the Service
To protect the personal safety of users of the Service or the public
To protect against legal liability
Security of Data
The security of your data is important to us, but remember that no method of transmission over the Internet, or method of electronic storage is 100% secure. While we strive to use commercially acceptable means to protect your Personal Data, we cannot guarantee its absolute security.
“Do Not Track” Signals Under California Online Privacy Protection Act (CalOPPA)
We do not support Do Not Track (“DNT”). Do Not Track is a preference you can set in your web browser to inform websites that you do not want to be tracked.
You can enable or disable Do Not Track by visiting the Preferences or Settings page of your web browser.
Your Data Protection Rights Under General Data Protection Regulation (GDPR)
If you are a resident of the European Economic Area (EEA), you have certain data protection rights. Webmark Consulting Group aims to take reasonable steps to allow you to correct, amend, delete, or limit the use of your Personal Data.
If you wish to be informed what Personal Data we hold about you and if you want it to be removed from our systems, please contact us.
In certain circumstances, you have the following data protection rights:
The right to access, update or to delete the information we have on you. To access, update or request deletion of your Personal Data, please contact us at https://www.webmarkgroup.com/contact/.
The right of rectification. You have the right to have your information rectified if that information is inaccurate or incomplete.
The right to object. You have the right to object to our processing of your Personal Data.
The right of restriction. You have the right to request that we restrict the processing of your personal information.
The right to data portability. You have the right to be provided with a copy of the information we have on you in a structured, machine-readable and commonly used format.
The right to withdraw consent. You also have the right to withdraw your consent at any time where Webmark Consulting Group relied on your consent to process your personal information.
Please note that we may ask you to verify your identity before responding to such requests.
You have the right to complain to a Data Protection Authority about our collection and use of your Personal Data. For more information, please contact your local data protection authority in the European Economic Area (EEA).
13. Standard Media Delivery
Unless otherwise specified in the project quotation, this Agreement assumes that any text, photographs, and all other marketing material will be provided by the Client in electronic format (Google Drive delivered e-mail) and that all photographs and graphics will be provided in high quality print suitable for scanning or electronically in .gif, .jpeg, .png or .tiff format. Although every reasonable attempt shall be made by Webmark Consulting Group to return to the Client any images or printed material provided for use in creation of the Client’s website, such return cannot be guaranteed.
14. Design Credit and Marketing
A link to Webmark Consulting Group will appear in either small type or by a small graphic at the bottom of the Client’s website. If a graphic is used, it will be designed to fit in with the overall site design. If a client requests that the design credit be removed, a nominal fee of 10% of the total development charges will be applied. When total development charges are less than $5000, a fixed fee of $500 will be applied.
The Client agrees that the website developed for the Client may be presented in Webmark Consulting Group’s portfolio, and hereby grants Webmark Consulting Group a worldwide, perpetual, non-exclusive license to use its name, logo and branding for advertising, marketing and promotional activities.
15. Third Party Servers
Webmark Consulting Group designs and tests websites to work on its own servers, and cannot guarantee correct functionality if the Client wishes to use a third-party server. In the event that the Client is using a third-party server, it is the responsibility of the Client and any third party host to ensure that the server is compatible with the website. Webmark Consulting Group will assist the Client to configure the server if this is required. However, this may be subject to additional charges.
If the Client’s website is to be installed on a third-party server, Webmark Consulting Group must be granted temporary read/write access to the Client’s storage directories which must be accessible via FTP. Depending on the specific nature of the project, other resources might also need to be configured on the server.
16. Post-Placement Alterations
In the event that the Client wishes to make alterations to the website once installed, the Client agrees to give Webmark Consulting Group the opportunity to quote to provide such alterations. There is no obligation on the Client to accept the quote provided by Webmark Consulting Group.
Webmark Consulting Group cannot accept responsibility for any alterations caused by the Client or a third party occurring to the website once installed. Such alterations include, but are not limited to additions, modifications or deletions.
17. Domain Names
Webmark Consulting Group may purchase domain names on behalf of the Client. Payment in relation to, and renewal of, those domain names is the responsibility of the Client. The loss, cancellation or otherwise of the domain brought about by non or late payment is not the responsibility of Webmark Consulting Group. The Client should keep a record of the due dates for payment to ensure that payment is received in good time.
18. Third Party Products
Any third party software which Webmark Consulting Group agrees to provide shall be supplied in accordance with the relevant licensor’s standard terms. The one-off license fee for such third party software is included in the Charges payable pursuant to clause 1.
These Terms constitute the entire agreement between the parties and supersedes all previous representations, promises, assurances, warranties, understandings and agreements between them, whether written or oral, relating to their subject matter.
A failure or delay by a party to exercise any right or remedy provided under this agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy.
These Terms do not give rise to rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any part of these Terms.
No variation of these Terms shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
A notice given to a party under or in connection with these Terms shall be in writing and in English, by email or next working day delivery service. Notices to the Client shall be sent to the email address or address last notified to Webmark Consulting Group. Notices to Webmark Consulting Group shall be sent to the email address or address set out at https://www.webmarkgroup.com/contact/
20. Digital Marketing
Webmark Consulting Group will honour the components of your chosen digital marketing scope of work, providing an agreement to a minimum 3 months contract is served and monthly payments are received in advance. In the event that payment is not received on time, we regret that further work will be halted until this is rectified.
Nothing in these Terms shall operate to exclude or limit either party’s liability for: (a) death or personal injury caused by its negligence; (b) fraud; or (c) any other liability which cannot be excluded or limited under applicable law.
Webmark Consulting Group shall not be liable under or in connection with these Terms or any collateral contract for any: (a) loss of revenue; (b) loss of actual or anticipated profits; (c) loss of contracts; (d) loss of business; (e) loss of opportunity; (f) loss of goodwill or reputation; (g) loss of, damage to or corruption of data; (h) any indirect or consequential loss; (i) loss or damage caused by any inaccuracy, omission, delay or error, whether as a result of negligence or other cause in the production of the website; or (j) loss or damage to the Client’s artwork/photos supplied for the website, whether as a result of negligence or otherwise.
The entire liability of Webmark Consulting Group to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.
In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired and the Agreement shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal and enforceable provision, which comes closest to the intention of the parties underlying the original provision.
23. Governing Law and Jurisdiction
These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them or their subject matter or formation shall be governed by and construed in accordance with the the State of Louisiana.
Each party irrevocably agrees that the courts of St. Tammany Parish, Louisiana shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Terms or their subject matter or formation.