Terms and Conditions

In the following Terms and Conditions, Optimal Arc Web Development will be referred to as “OAWD”, and the client will be referred to as the “Client”. OAWD reserves the right to change this document at any time, at which time a notice will be posted on the OAWD website advising the date of such changes.

The following Terms and Conditions of Service apply to all products and services provided by OAWD. Continued use by the Client of OAWD’s services will constitute implicit acceptance of OAWD’s Terms and Conditions. All work is carried out by OAWD on the understanding that the Client has read, understands and agrees to be bound by OAWD Terms and Conditions.

Client shall make payment of 50% of the full amount before any Services can be provided. The remaining 50% shall be paid within thirty (30) days after receipt of the final invoice which is issued after completion of Services.

Any deposits or booking fees or progress payments are non-refundable under any circumstances. Thus once OAWD perform and/or complete services for The Client, by The Client’s request, all invoices are due by the date listed.

In the event that Client cancels an order for Services, Client shall pay within thirty (30) days thereafter previously unbilled costs and expenses incurred by Contractor prior to receipt of notice of cancellation. No cancellation by Client will be accepted after the date of completion of the Services. All amounts paid by Client prior to notice of cancellation are non-refundable and are not subject to offset.

If Client does not pay any invoice amounts due hereunder within fifteen (15) days after receiving written notice from Contractor that an undisputed amount is past due, Contractor may, in addition to any other legal remedies it may have, refuse to continue to provide the Services to the Client until full payment has been made.

Project Acceptance

Payment of the deposit or other fees related to a service to be performed by OAWD signifies the Client accepts OAWD’s Terms and Conditions. Once payment is received a contract to complete the work exists.

Due to high-demand, OAWD sometimes accepts work on a booking basis. This is a “First come, first served” arrangement and in order to confirm and secure your booking, the non-refundable deposit or fees will become immediately due to secure the booking at the quoted price.

Changes to Projects

OAWD retains the right to decline changes outside of the original project scope without giving reason.

Deadlines and Delivery Dates

OAWD shall use commercially reasonable efforts to meet all project schedules and requested delivery time frames agreed upon in the Project Brief. Such scheduled dates and delivery time frames in all cases represent estimates or targets only, and should never be accepted either explicitly or implied as a guarantee of delivery on or prior to the above-mentioned dates.

The Client agrees not to hold OAWD liable for any consequential losses associated with project delays, for any reason.

Project Completion

A project is deemed complete when the requirements detailed in the estimate are fulfilled by OAWD. Project Acceptance is otherwise implied by:

  • Written acceptance of the project by Client,
  • Use and/or distribution of files or designs by Client,
  • Failure of Client to respond to requests for information after 15 calendar days.

 

Design

During the design process, it is expected that the Client will work with OAWD. This includes: providing timely feedback on creative presented, as well as a willingness to clarify and elaborate on details as required. The Client must, at all times, work with OAWD to achieve the outcomes specified.

Ownership of the final components supplied by OAWD in fulfilment the Project Brief is only transferred to the Client upon final payment of all outstanding fees and costs. Any discarded concepts, ideas, designs and/or code remain the property of OAWD, and must not be used by the Client under any circumstances, unless purchased separately.

The Client grants explicit permission for OAWD to use above-mentioned final components for self-promotional purposes.

While OAWD takes all care to ensure error-free documents and designs, it is the Clients’ responsibility to notify OAWD of any error or omissions prior to finalization of the account. Changes after finalization of accounts will be considered New Work and will incur a separate fee.

Warranty

OAWD agrees to provide at no cost to the Client reasonable technical support during a warranty period of 7 days after delivery of any website project. Such assistance shall not exceed 2 hours. This support shall not include additions to the website or text changes.

Support and maintenance beyond the above provision will be chargeable by OAWD’s.

Project Cancellation

Once a Project Brief has been agreed to by the Client by way of confirmation of a deposit a binding contract to complete the project exists. Work may only be cancelled or amended with agreement, in writing, with OAWD. In any event, the cost of all work (or part thereof) performed by OAWD for the Client, whether used by the Client or not, will be invoiced and must be paid for.

OAWD reserves the right to withhold files and designs from a client in the event of cancellation, until such time as all outstanding invoices for work performed by OAWD has been paid for. the Client is expressly prohibited from using any files, designs, or intellectual property supplied by OAWD for any purpose until such time as all accounts have been settled in full or as otherwise agreed to in writing by OAWD.

OAWD reserves the right to terminate a contract without giving reason.

Cancellation of your project with OAWD does not dissolve your obligations to OAWD under these Terms and Conditions.

Dispute Resolution

In the event of a dispute, the Client agrees to make all reasonable attempts to contact OAWD in writing and negotiate a reasonable outcome with OAWD before proceeding with any form of litigation. This Agreement shall be governed by and interpreted in accordance with the laws of the province of Alberta.

Copyrights and Trademarks

By supplying text, images and other data to OAWD for inclusion in the Client’s website or other medium, the Client declares that it holds the appropriate copyright and/or trademark permissions. The ownership of such materials will remain with the Client, or rightful copyright or trademark owner.

Ownership of the final artwork designed by OAWD on behalf of the Client will be transferred to the Client upon final payment unless otherwise specified by OAWD.

Should OAWD, or the Client supply an image, text, audio clip or any other file for use in a website, multimedia presentation, print item, exhibition, advertisement or any other medium believing it to be copyright- and royalty-free, which subsequently emerges to have such copyright or royalty usage limitations, the Client agrees to allow OAWD to remove and/or replace the file on the site.

The Client agrees to fully indemnify and hold OAWD free from harm in any and all claims resulting from the Client in not having obtained all the required copyright and/or any other necessary permission.

Design Credits

The Client agrees to allow OAWD to place a small credit on a link to OAWD’s own website on the Client’s website. This will be in the form of a line of text placed in the footer.

The Client also agrees to allow OAWD to place impressions of websites and other designs, along with a link to the Client’s site, on OAWD’s own website for demonstration purposes and to use any designs in its own publicity.

Rights of Refusal

OAWD reserves the right to refuse or cancel any project, at anytime, without giving reason.

OAWD will not include in its designs, any text, images or other data which it deems to be immoral, offensive, obscene or illegal. All advertising material must conform to all standards laid down by all relevant advertising standards authorities. OAWD also reserves the right to refuse to include submitted material without giving reason.

Any images and/or data that OAWD does include, in good faith, and then finds out that it contravenes these Terms and Conditions, the Client is obliged to allow OAWD to remove the contravention without hindrance, or penalty. OAWD is to be held in no way responsible for any such data being included.

Disclaimer & Limitation of Liability

OAWD makes no warranties of any kind, express or implied, for any and all products and/or services that it supplies. OAWD will not be held responsible for any and all damages resulting from products and/or services it supplies. OAWD is not responsible for any loss, or consequential loss of data, or non-delivery of products or services, of whatever cause.

While OAWD will take reasonable steps to investigate the materials recommended, OAWD accept no responsibility for the performance or quality of materials or any consequential loss arising from their failure.

The Client agrees not to hold OAWD responsible for any such loss or damage. Any claim against OAWD shall be limited to the relevant fee(s) paid by the Client. OAWD reserves the right to use the services of sub-contractors, agents and suppliers and any work, content, services and usage is bound by their Terms and Conditions.

OAWD will not knowingly perform any actions to contravene these Terms and Conditions and the Client also agrees to be so bound.

General

These Terms and Conditions supersede any previous Terms and Conditions distributed in any form. OAWD reserves the right to change the Terms and Conditions at any time and without prior notice.