Terms of Service
Conditions of Engagement for Customer Projects
Audio Policy
Familiarity with copyright statutes regarding any music or sound effect is the responsibility of the party that supplies it. Equentity LLC retains rights to any music which it creates, supplies and/or modifies until such work is completed for a client and payment for services is made in full, at which time ownership is transferred to the client.
Design Policy
Familiarity with copyright statutes regarding any graphical elements is the responsibility of the party that supplies it. Equentity LLC retains rights to all graphical images which it creates, supplies and/or modifies until such work is completed for a client and payment for services is made in full, at which time ownership is transferred to the client. All content produced by Equentity LLC, Web or otherwise, is similarly protected.
Design/Maintenance Policy
All Web programming, graphic design and content generated by Equentity LLC during Web site design, creation and maintenance is property of Equentity LLC and will remain so until such work is completed for a client and payment for services is made in full, at which time ownership is transferred to the client. Rates for design are guaranteed to remain fixed for no less than one year from the signing date of the original contract. Rates will remain fixed in one-year increments thereafter.
Quotes
Equentity LLC provides all clients with quotes for services requested. This quote itemizes all processes and deliverables the client may expect to receive and the dollar amount up to which the client may expect to be billed. Requests beyond the scope of services established by the estimate will be fulfilled at no additional cost so long as the hours originally estimated are not exceeded. Otherwise, time spent fulfilling requests beyond the scope of the original estimate will be billed at the regular rate established with the original contract signing. Change requests can generally be accommodated with little difficulty early in the design process. However, once design is underway, significant modification requests will be treated as special requests and billed accordingly.
Retaining Fee
Equentity LLC reserves the right to request a retainer of up to 50% the project value from a client if it deems circumstances surrounding the project make this necessary. The purpose of the retaining fee is to serve as a binding agent between the client and Equentity LLC. This fee serves as an advance and is not charged in addition to hours of labor. See expenses for more details.
Hourly Rates
Equentity LLC bills its hourly rates based on total worked hours, prorated in five minute increments, rounded to the nearest five minute mark.
Expenses
Expenses incurred by Equentity LLC during the course of a contract are the responsibility of the client. Receipts and/or expense reports will be created and logged in the existing billing cycle to reflect said expenses. Mileage will be billed at a rate of .345/mi., and long distance telephone charges and any tools necessary for the completion of a specific contract will be logged and billed with no additional price markup. The client will be notified of any individual expense that may be incurred prior to its incurrence.
Hold Harmless
The client agrees to hold Equentity LLC and its employees/independent contractors harmless for any damages, physical or otherwise, that may occur as a result of content generated during the fulfillment of a contract. Equentity LLC will refuse to enter into any contract in which it will be required to perform actions conflicting with local, state, federal or international laws as they apply to the client of Equentity LLC.
Disclosure
Circumstances surrounding work of this nature are highly individual, and disclosure of contract and/or payment terms to past, current and future clients may impair Equentity LLC's ability to secure future business. The client agrees to keep contract/quote information confidential unless written permission is granted by a qualified representative of Equentity LLC. Conversely, Equentity LLC reserves the right to disclose the terms of any contract to any third party or to the public as it sees fit.
Contract Termination
Though circumstances which may force early termination of a contract are exceedingly rare, Equentity LLC reserves the right to terminate a contract for extenuating circumstances, including but not limited to the following: 1) Failure to make payments in a timely manner (90 days or less) or arrange a reasonable payment schedule, 2) Failure on the part of the client to adhere to local, state, federal or international laws as they apply to the contract, 3) Content generated during the course of a contract reflects negatively on Equentity LLC, impairing its ability to generate new contracts, and 4) Failure on the part of the client to adhere to the disclosure policy. Equentity LLC may opt to halt services during any period of slow/non-payment. Equentity LLC reserves the right to hold the client responsible for payment of any outstanding services should the client choose to terminate the contract up to the initially agreed-upon amount. If a contract is terminated by either party, any outstanding balances are still due, and the client will still be responsible for making payment on work not yet billed. A final bill will be generated at that time.
Breach of Contract
Should payment be withheld for services rendered for a period of 90 days past the date of any invoice, Equentity LLC reserves the right to declare a breach of contract. All outstanding invoices will be due immediately and the client will be responsible for the full amount of the original estimate minus payments received to offset lost revenue. Equentity LLC may also seek third party collection of the full, original contracted amount and may report delinquencies to the appropriate credit authorities.
Contract Ownership
All contracts signed by Equentity LLC are property of the owners: Paul M. Hirsch, Jamie P. Harrop and Paul B. Riddick. The individual who chooses to enter into contract on behalf of the client will be held responsible for all legal and financial outcomes pertaining to the contract in the event he or she was not authorized to represent the client at the time of the signing. Please note that representing a company or organization without obtaining clear authority will be considered malicious fraud, and criminal charges may be filed.
Credit
Unless otherwise agreed to between Equentity LLC and the client before completion of a job, Equentity LLC may credit itself unobtrusively on all materials it creates on behalf of a client. This credit will take the form of a single credit line on a single page of a site, a single line of text located on the bottom of a Web site or Web site's home page or a small graphical "bug" arranged in a similar manner, and in some circumstances may be placed in a non-conspicuous portion of printed materials, in manner agreed upon with the client. Such credit serves as the primary means of marketing for Equentity LLC and should be considered compensation for the competitive pricing Equentity LLC is able to offer. Allowance of said credit is strictly a courtesy on the part of the client, and as the client owns all materials for which it pays, it may elect in the future to remove it.
Payment Receipt Policy
Invoices will be generated and delivered as Equentity LLC deems necessary, with no invoice being delivered less than 30 days prior to the previous invoice. Invoices will only be generated if services were rendered during the period immediately after the last invoicing date and prior to the current invoicing date. Payment is due the same invoice date of the following month unless other payment arrangements are made in writing during or subsequent to the signing of the contract. Equentity LLC reserves the right to charge the greater amount between $5 and 1% of the total amount due on the subsequent invoice should date of payment exceed the one month mark. A $30 recovery fee (or highest fee allowable by law) will be assessed to all NSF checks.
Amendment Clause
Equentity LLC reserves the right to modify these terms at any time with advance, written notice to current clients. Equentity LLC will supply clients with a list of any amendments made for their records. Equentity LLC may amend these terms on a case-by-case basis to suit the needs of a specific client. Both parties must agree to such amendments and signify acceptance in writing.
