Agent Access-Online Web Technologies Terms of Service

Terms & Conditions

Statement of Work. Agent Access-Online shall receive as compensation for services under this agreement, a set up fee to be paid at the signing of this agreement. A monthly fee amount of for the term of 1 year to be charged to a credit card on a monthly basis. The first month’s fee is due upon launch of the website. Changes to the original requested package by the customer are outside the scope of the agreement and will be billed at the appropriate package or add-on fee requested by the client. This contract may be canceled upon completion of the 12th month of service which will be determined by the anniversary date of the website launch. Agent Access-Online must be notified 30 days prior to cancellation. Upon cancellation, Agent Access-Online will retain all rights to the web site & associated code. The customer retains ownership of the Domain Name and can request a Domain Transfer upon cancellation. Agent Access-Online will continue to provide services and charge fees on a monthly basis until notified of cancellation in writing by the customer. Should a client request a web site be place on hold for any reason, Agent Access-Online will suspend the site on the day prior to the next monthly billing cycle. Re-activation of the suspended site will require a $100.00 activation fee.
Entire Agreement. This Agreement and any nondisclosure agreement referred to together represent the entire agreement, supersede all prior agreements and understandings between the parties relating to the subject matter hereof, and may be changed only in a writing signed by both parties.
Notices. All notices will be in writing and sent to the parties at their addresses set forth in this Agreement or as modified by written notice to the other party. Such notices will be considered to have been given when received.
Warranty and Disclaimer of Warranties. Agent Access-Online warrants that its services will be of a professional quality conforming to generally accepted industry standards and practices. The warranty and condition indicated above with respect to services is exclusive and in lieu of all other warranties and conditions, whether express or implied, including the implied warranties of merchantability and fitness for a particular purpose.
No solicitation. During the term of this Agreement and for a period of one (1) year thereafter, Customer agrees that it will not solicit for hire, on behalf of Customer or any other organization, any employee or sub-contractor of Agent Access-Online, unless Customer has first obtained Agent Access-Online’s written consent.
Severability. If a court determines that any aspect of any provision is invalid or unenforceable, this Agreement will be considered to have been modified to the minimum extent required by the court, and the remainder of this Agreement, including any modified provision, will continue in full force.
Waiver. No delay or failure of either party to enforce any right under this Agreement will be considered a waiver of that or any other right under this Agreement, and no waiver will constitute a continuing waiver of such right.
Term/Survival. Either party may terminate the Services with or without cause at any time by giving the other party thirty (30) days' written notice of termination. Upon the termination of Services for any or for no reason, neither party will be liable to the other because of such termination for damages on account of the loss of prospective profits, good will, or on account of expenditures, leases or commitments in connection with the business of Customer or of Agent Access-Online, or for any other reason whatsoever flowing from such termination. The following obligations will survive termination or expiration of this agreement for any reason: (a) provisions relating to nonsolicitation and (b) obligations to make payments of amounts that are due under this agreement.
Limitation of Liability. The maximum liability of either party under this agreement for damages to the other party for any and all causes whatsoever, and each party’s maximum remedy, regardless of the form of action, whether in contract or in tort, including negligence, shall not exceed the total amount paid for services under the applicable estimate or in the authorization for the particular service if no estimate is provided.
Attorneys’ Fees. The prevailing party in any dispute related to this Agreement will be entitled to recover its costs, including without limitation reasonable attorneys’ fees, incurred in contesting the dispute.
Hold Harmless. Client agrees to defend, indemnify, and hold Agent Access-Online and all of its shareholders, partners, contractors, agents, and employees free and harmless from and against all claims, liabilities, losses, and expenses (including without limitation reasonable attorneys’ fees and costs), arising from any act or omission of Agent Access-Online relating to the Services, from any claim that the Work Product requested infringes any patent, copyright, trademark, or trade secret of any third party, or otherwise violates the rights of any third party, or from any obligation imposed upon Agent Access-Online to pay withholding taxes, social security, unemployment, or disability insurance in connection with any compensation received by the Client under this Agreement.
Governing Law & Jurisdiction. This Agreement shall in all respects be governed by the laws of the State of Georgia without reference to its principles of conflicts of laws. The parties hereby agree that all disputes arising out of this contract shall be subject to the exclusive jurisdiction of and venue in the federal and state courts within Fulton County, Georgia. Customer hereby consents to the personal and exclusive jurisdiction and venue of these courts.