Terms of Agreement
Jaret Media ("Company"), located in Palo Alto, California, is an independent contractor providing design, development, marketing and advertising services for online and offline media. Jaret Media provides services to clients on a project-by-project basis including website design, programming, marketing, search engine optimization and marketing, social media, writing and hosting services for a client ("Client"). Services.
Scope of Work. All projects are defined by a scope of work. Services are provided to Client based on a specific scope of work and are for the duration of the specific project. The business relationship between Client and Company is based on the specific project being requested and completed by Company.
Arbitration. All claims and disputes arising under or relating to this Agreement are to be settled by binding arbitration in the country of Santa Clara, State of California. The arbitration shall be conducted on a confidential basis pursuant to the Commercial Arbitration Rules of the American Arbitration Association. Any decision or award as a result of any such arbitration proceeding shall be in writing and shall provide an explanation for all conclusions of law and fact and shall include the assessment of costs, expenses, and reasonable attorneys' fees. Any such arbitration shall be conducted by an experienced arbitrator and shall include a written record of the arbitration hearing. The parties reserve the right to object to any individual who shall be employed by or affiliated with a competing organization or entity. The Arbitrator's award shall be final, and judgment may be entered in any court having jurisdiction thereof. The Client shall pay all arbitration and court costs, reasonable attorney's fees, and legal interest on any award or judgment in favor of Jaret Media.
Indemnification. Client agrees that it shall defend, indemnify, save, and hold harmless Jaret Media from any and all losses, demands, liabilities, costs, and claims, including reasonable attorney's fees asserted against Jaret Media, its clients, contractors, employees and agents, that may arise or result from any service(s) provided or performed or agreed to be performed or any product(s) sold by Company its agents, employees, or assigns. Client agrees to defend, indemnify, and hold harmless Jaret Media against liabilities arising out of any injury to persons or property caused by any product(s) or service(s) sold or otherwise distributed in connection with Jaret Media's services or any material supplied by Client infringing on the proprietary or Intellectual Property (IP) rights of a third party, copyright infringement, and any defective product(s) that Client has sold.
Limit of Liability. Under no circumstances, including negligence, shall Jaret Media, its officers, contractors, employees, agents or third-party companies involved in creating, producing or offering services, be liable for any direct, indirect, consequential, special or incidental damages resulting from the use or inability to use any services or software produced by Jaret Media. This also covers mistakes, omissions, errors, delays, interruptions in service, loss, damage or deletion of files or performance whether or not limited to communication errors, failures in Internet services, acts of God, unauthorized access or "hacking" into Jaret Media services, websites, files or records. Notwithstanding the above, Client's exclusive remedies for all damages, losses, and causes of actions, whether in tort, contract, including negligence, or otherwise, shall not exceed the dollar amount which Client paid for the specific service.
Copyrights. Rights to the graphic designs and writing created by Jaret Media remain with Jaret Media and are provided for clients to use on Jaret Media created websites. Programming code, customization and development written or modified by Jaret Media remains the property of Jaret Media and can be not be used by the Client in any other projects without the express written permission of Jaret Media.
Client agrees that any content supplied by the Client to Jaret Media for inclusion in a project is the Client's own work or Client has written permission from the owner to use such materials. In no case shall Jaret Media be liable for any copyright infringment on supplied materials and Client agrees to indemnify Jaret Media, its agents, contractors, and employees against any and all claims.
Ownership. Jaret Media retains ownership rights to all website content and code customized or created by Jaret Media. Jaret Media licenses these items to the client in return for payment of the services. Invoices which remain unpaid or uncollectable will result in the revocation of all licensing of code or customization. Sites that are hosted on servers controlled by Jaret Media will be disabled if invoices are not paid.
NDA - Non Disclosure Agreement. Jaret Media, its officers, employees, contractors and agents agree not to disclose any Client Confidential Information to any other person or entity.
Payment. Payment for services are due within 15 days after an invoice is sent via email to client. Delinquent invoices are subject to additional fees. Services may be disabled or cancelled for Clients with invoices over 60 days old. Payments can be made with the link on the invoice or by mailing a check to Jaret Media.