KENDRA K CREATIVE BRAND AGENCY

CLIENT AGREEMENT

WEB DESIGN & DEVELOPMENT

Authorization

The Client, Kendra Kirkpatrick, (herein referred to as” The Client”) authorizes Kendra K. Creative Brand Agency of Southaven, MS 38671 (herein referred to as the “The Agency”) to design a website for Berryful Berries at the domain address of 4801 Derby Drive. The Client authorizes The Agency to access Client’s web host server to upload and download files as needed from the Client directory for the purposes of creating a website. The Client authorizes use of Client’s logo and all brand identification in the creation of the website. The Client also authorizes The Agency to submit Client’s site to search engines and to any other directories requested by the Client for marketing purposes. If necessary, the Client authorizes The Agency to purchase a domain, stock photography, and any other services or materials required for the express purpose of the creation of the Client’s website.

Fees

Fees for website service are due before The Agency will begin work on the website, Client must sign and return this contract with the initial 50% deposit of $100 to be deducted from the total cost listed below. A final invoice will be emailed to the Client 30 days prior to completion of the project unless The Client opt-in for split payments; then Client will be billed accordingly.

Total Cost

The following is a detail list of services to be rendered to The Client. The initial deposit required for The Agency to begin work is $100 based on the total cost of $775. Final fees and expenses shall be shown when invoice is rendered. The Client’s approval shall be obtained in writing for any increases in fees or expenses that exceed the original estimate by 10% or more.

The Agency will provide a website design with the following inclusions:

1st Year Domain Registration/Transfer*
1st Year Shared Hosting*
1st Year Basic SSL Certificate*
1st Year Privacy Registration*
1 Custom Ecommerce Website Design
10 Website pages
Up to 100 products upload
Shipping and Taxes Setup
PayPay Gateway Setup
Afterpay/Klarna Setup
Placement of content supplied by you
10 Email Account
Google Search Engine Submission
Social page linking
2 Rounds of Revision
1.5hr Website Training Session
All Web Files & Documentation Zip Folder
Initial Site Backup
90 days Email/Phone Tech Support

The Agency will not proceed with any work that would exceed the original estimated total until receiving written approval from Client for adding additional fees to the project.

Completion

The Agency will submit final website to Client for approval. Time required to make changes to website after The Agency has already received final Client approval of the website will be added to the final invoice. If Client has already received the final invoice, time required to make changes to website after Client approval will be submitted to Client as a separate invoice. Clients who are enrolled in the Agency web management plan will not be invoiced for changes made after final approval.

Easy Split Payment Option

The Client have the following payment options for paying their remaining project balance:

Option 1: Pay Full Remaining Balance of $675

Option 2: 2 Monthly Split Payments of $

Option 3: 4 Monthly Split Payments of $

Please select your payment option




Until payment is received in-full, The Agency owns the website design and any files created for the website. The Agency reserves the right not to publish, suspend or delete the Client website for failure to pay as agreed upon in this agreement. Once The Agency has received payment in full, The Agency will delivery all files used to create The Client website and website ownership is transferred to the Client.

Default in Payment

The Client shall assume responsibility for all collection of legal fees necessitated by default in payment.

Expenses

The Client shall reimburse The Agency for all expenses arising from this assignment, including the payment of any sales taxes due on this assignment.

Deadlines

The Agency will strive to have Client’s website completed within 8 weeks from the date of contract. This deadline can be reached only if the Client has provided all necessary graphics, text content, and logins to The Agency within 72 hours of initial requested. The Agency shall not be held responsible for delays to site development arising out of The Client’s delays in providing graphics, text, and logins to The Agency.

If website is not completed within 8 weeks from the date signed on this contract due to lack of The Client assistance, The Agency may

a) Extend the project deadline or

b) Close the project and invoice Client for work completed, or

c) The Agency will create a website using all content that has been provided, and send a final invoice for work completed to meet the project deadline.

Copyright

The Client represents that all website content including logos, trademarks, photos, illustrations, audio, video, and written content provided to The Agency are owned by the Client, or the Client has received explicit permission for use, and do not violate United States copyright law.

Client has also received permission from all individuals photographed to be shown on the web. Each person in photos going online understands that their face will be seen on the Internet. Any names and contact information placed on the website also have been provided with consent from each individual.

Client agrees to indemnify and hold Kendra K. Creative harmless against all claims, including but not limited to claims of copyright or trademark infringement, violations of the rights of privacy or publicity or defamation, arising out of use of the work.

Ownership of Copyright

The Agency acknowledges and agrees that the Client retains all rights to copyright in the subject material.

Ownership and Return of Artwork

All content created by The Agency and/or her subcontractors for the Client is the property of the Client. Client hereby grants to The Agency the right to use the work for demonstration of past work performed via portfolio or advertising.

Cancellation of Work

In the event of cancellation of this assignment, ownership of all copyrights and any original artwork shall be retained by the designer.

By Client: Client may cancel work on the website at any time by submitting written notice to The Agency. The Agency will halt work upon receipt of notice from Client requesting cancellation. At that time, Client will be responsible for paying for all work completed prior to The Agency’s receipt of cancellation request. Work completed shall be invoiced. If work has been completed beyond the amount of work paid for by the initial payment, the Client shall pay for work completed. Initial deposit is non-refundable.

By The Agency: The Agency reserves the right to refuse service and cancel a website project if necessary. The Agency may cancel project for any reason deems necessary, including but not limited to Client not providing necessary information, text and graphics in a timely fashion to The Agency.

Web Renewal Fee

The Agency will maintain The Client website for annual renewal fee of $265.00/yr. The renewal fee covers hosting renewal, domain renewal, SSL certificate renewal, privacy registration renewal, and annual administration fees. The Client may choose their own hosting by a separate hosting company to be contracted by the Client and who will not be a party to this agreement. The Client must let The Agency know if they choose a separate hosting company before publishing. The Agency will not provide tech support for outside hosting companies. The Client will be responsible for contacting their host provider for tech support. The Agency highly recommend using The Agency hosting service.

ANNUAL RENEWAL FEE ITEMIZED

-domain renewal $25

-shared hosting renewal $120

-Basic SSL certificate renewal $60

-Privacy Renewal $10

-Yearly Maintenance Updates $30

-Yearly Admin Fee $20

Other Electronic Commerce Business Relationships

The Client understands that the web host, credit card processing services and any other businesses not owned by The Agency are not part of this contract and are separate business entities from The Agency. The Client understands that The Agency has no control over functionality or availability of website due to the actions or inaction of the web host server, credit card processing, online banking and any other business services the Client uses to transact business over the Internet outside of The Agency. The Agency makes no representations, warranties or guarantees for any recommendations of other Internet business partners.

Progress Reports

The Agency shall contact or meet with the Client on a mutually acceptable schedule to report all tasks completed, problems, encountered, and recommended changes relating to the development and testing of the web site. The Agency shall inform the Client promptly by telephone or email upon discovery of any event or problem that may significantly delay the development of the work.

The Agency’s Guarantee for Program Use

The Agency guarantees to notify The Client of any licensing and/or permissions required for art-generating/driving programs to be used.

Changes

The Client shall be responsible for making additional payments for changes in original assignment requested by the Client. However, no additional payment shall be made for changes required to conform to the original assignment description.

Testing and Acceptance Procedures

The Agency will make every good-faith effort to test all elements of the web site thoroughly and make all necessary corrections as a result of such testing prior to handing over the deliverables to the Client. Upon receipt of the web site, the Client shall accept the web site and make the payment set forth herein or provide The Agency with written notice of any corrections to be made and a suggested date for completion, which should be mutually acceptable to both The Agency and the Client.

Sole Agreement and Amendment

This contract constitutes the sole agreement between The Agency and the Client and hereby voids any prior agreements, written or verbal. This agreement may be amended, in writing, by both parties at any time.

No Guarantees

The Agency makes no representations or guarantee as to the amount of traffic to the Client’s site or interest generated in the Client’s site. The Agency makes no representations and does not guarantee an increase in Client sales, nor does The Agency promise top listing in any search engine or directory. The Agency will use her best efforts to perform under the contract, and makes no representation or guarantee that the site will be accessible by all browser and operating systems.

Electronic Commerce Law

The Client agrees that the Client is solely responsible for compliance with federal and/or state laws regarding any electronic commerce conducted through their website and will hold harmless The Agency and their subcontractors from any claim, causes of action, penalty, tax, and/or tariff arising from the Client’s use of electronic commerce.

Confidentiality

The Agency understands that she will be working with confidential Client information and will only release this information to parties directly involved in the Client website creation. Client authorizes designer to release information to third parties requiring access for site creation. This includes, but is not limited to; website and email address usernames and passwords, trade information, and banking information should the Client request online shopping. Upon website completion, Client may change any banking passwords The Agency has had access to. If Client chooses not to retain Kendra K. Creative for website management, Client will change ftp, email, and any other passwords The Agency has had access to. Client will hold The Agency harmless should breach of security occur if Client has not changed business passwords.

Security

Kendra K. Creative will make reasonable attempts to protect the integrity of the Client website. This includes patching any third-party software or plugins used on the Client’s site. However, as these third-party software, plugins, applications, and platforms are not created by Kendra K. Creative, The Agency cannot be held responsible for security flaws by the third-party creators. As no software or server is 100% safe from security breach, the Client understands that The Agency cannot be held accountable for all security breaches should they occur. Further, The Agency is not held accountable for patching any software that has been installed to the site without The Agency’s knowledge. The Agency will make updates and provide information regarding the website to the Client and up two of Client’s designate contacts (herein referred to as the “points of contact”) on a monthly or annual basis depending on The Client web management plan. Should any other employee or member of the Client’s organization contact Kendra K. Creative regarding the website, The Agency will contact one or all three designated points of contact with the issue. Client shall notify The Agency of Client’s designees in writing, and shall identify them by name, email address and phone number. Any email requesting changes to the site or information from the site that is not from a point of contact email on file will be referred to a current point of contact. Points of contact may be changed at any time during the maintenance of the site, provided notice is made to The Agency in writing from a designated contact email. The Client will also provide an emergency contact and phone number should there be an emergency requiring input from the Client.

Accessibility, Usability, Cross-Platform Issues

The designer will do their best to make sites as accessible, useable, and cross-platform as possible. Client understands that some site features will cause a website to not meet these standards 100%. The Client understands that no website will look and function identically all browsers and operating systems and that any attempt to do so is futile.

Client will be informed if features requested by the Client will negatively impact website accessibility, usability, and cross-platform use. Client agrees to indemnify and hold Kendra K. Creative harmless against all claims with regard to these matters.

Continuing Website Management and Promotion

No agreement for continuing website maintenance and promotion is contained in this contract. No website management or promotion will be performed by The Agency unless all parties reach an agreement to do so and all parties sign a website management or website promotion agreement. Web Management is provided through a separate agreement for a monthly fee. The Agency doesn’t provide any promotional agreements.

The undersigned agrees to these terms on behalf of his or her organization or business. The undersigned represents that he/she is fully authorized to sign this agreement on behalf of the organization or business represented, and that the business entity represented is bound by this agreement.

Unauthorized Use and Program License

The Client will indemnify The Agency against all claims and expenses arising from uses for which the Client does not have rights to or authority to use. The Client will be responsible for payment of any special licensing or royalty fees resulting from the use of graphics programs that require such payments.

Acceptance of Terms

The signature of both parties shall evidence acceptance of these terms.

General Matters

This Agreement shall be governed by the laws of the state of Mississippi and shall be construed in accordance therewith. No provision of this Agreement may be waived, except by an agreement in writing by the waiving party. A waiver of any term or provision shall not be construed as a waiver of any other provision. This Agreement shall be binding upon the parties, their successors, and assigns. This Agreement may be amended, altered, or revoked at any time, in whole or in part, by the written agreement of the parties hereto. Throughout this Agreement, he singular shall include the plural, the plural shall include the singular, and the masculine and neuter shall include the feminine, wherever the context so requires. The headings of Paragraphs are included solely for convenience of reference. If any conflict between the headings and the text of this Agreement exists, the text will control. If any provision of this Agreement is declared by a court of competent jurisdiction to be invalid for any reason, such invalidity shall not affect any other provision of this Agreement. On the contrary, such remaining provisions shall be fully severable, and this Agreement shall be construed and enforced as if such invalid provision had never been inserted in this agreement. Any notice required to be in writing under this Agreement shall either be sent by certified mail, return receipt requested, or by personal delivery, or by fax, or by email and shall be considered as received from the party delivering such notice as of the date of the signing of the return receipt in the case of certified mail or upon the date of the signing of a receipt upon delivery in the case of personal delivery. The undersigned agrees to these terms on behalf of his or her organization or business. The undersigned represents that he/she is fully authorized to sign this agreement on behalf of the organization or business represented, and that the business entity represented is bound by this agreement.

The Agency Representative

Kendra Kirkpatrick Date 4/11/2021

Please Print and Sign Name Below



Client Information
Signed by Kendra Kirkpatrick on Sun Apr 11 2021 18:06:54 GMT-0500 (Central Daylight Time)
IP Address: 76.107.115.116

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