CUSTOM WEBSITE DEVELOPMENT SERVICES – ADDITIONAL TERMS AND CONDITIONS
For Web.com Custom Website Development Services (the "Custom Services"), along with the Services Agreement located at www.web.com/legal, the following additional terms and conditions also apply (collectively, the "Agreement"):
- Payment. As consideration for Web.com providing the Custom Services, Customer agrees to pay Web.com the design fees set forth in the related order summary (the "Order Confirmation") upon ordering the Custom Services. The initial set-up fee is non-refundable, unless the Customer requests to cancel the Custom Services within Seventy-Two (72) hours of placing the related order.
- Provision of Services. Web.com will provide Customer with the Custom Services ordered that are described in the Order Confirmation. Customer understands and agrees that Web.com will publish the Custom Website solely in accordance with the information provided by Customer in the written form and telephone interview. After Customer provides all required information and files, Web.com will begin building the Custom Website. Unless otherwise indicated in the Order Confirmation, Web.com will deliver a complete Web site within forty-five (45) calendar days. This is dependent on the Customer providing all necessary content within seven (7) business days of the sale and Customer providing feedback on website progression stages within two (2) business days. The Custom Website will be made available for Customer to view prior to hosting for purposes of editing for corrections to content only. Editing beyond correction of content will be considered as additional services or part of the monthly update service (if Customer selects this service) and will be billed as such. Web.com will bill any final balance upon the earlier of (i) four (4) business days from the date the Custom Website is made available for Customer review or (ii) forty-five (45) days from purchase date, regardless of the status of the Custom Website progress. Web.com will attempt to contact the Customer to notify Customer that the Custom Website is completed and ready to publish. In the event the Customer does not respond within four (4) business days, the Custom Website shall become "passively accepted" by the Customer and Web.com will publish the Custom Website and bill any remaining amounts owed.
- Rights to the Custom Website and Content. With the exception of any Third-Party Materials and Background Technology as set forth in Section 4 below, Customer is to be considered the owner of the Custom Website and Customer Content. "Customer Content" means all content or information (including, without limitation, any text, music, sound, photographs, video, graphics, data, or software), in any medium, provided by Customer to Web.com. "Third-Party Materials" means any content, software, or other computer programming material that is owned by an entity other than Web.com, and licensed by Web.com or generally available to the public, including Customer, under published licensing terms, and that Web.com will use in the development of or to display or run a Custom Website. The graphics utilized from Web.com's graphics library are licensed from third-party suppliers. Web.com will provide Customer a limited, personal, nonexclusive, nontransferable license to use the graphics during the term of this Agreement. Upon written request, Web.com will deliver the Customer's source files and database script, if applicable, at the pre-determined price indicated on the Order Confirmation. Customer will be required to remit full payment of the fees prior to Web.com providing the information via compact disc or other method agreed up between Web.com and Customer.
- Limited License to the Background Technology. "Background Technology" means computer programming & formatting code or operating instructions developed by or for Web.com and used to create any portion of the Custom Website or used to operate the Custom Website or a Web server in connection with the Custom Website. Background Technology includes, but is not limited to, any files necessary to make forms, buttons, checkboxes, and similar functions and underlying technology or components, such as style sheets, animation templates, interface programs that link multimedia and other programs, customized graphics manipulation engines, and menu utilities, whether in database form or dynamically driven. Background Technology does not include any Customer Content or any derivatives, improvements, or modifications of the Customer Content. Subject to the terms and conditions of this Agreement, Web.com hereby grants Customer a perpetual, nonexclusive license to transmit, display, and otherwise use only such Background Technology that is incorporated into the Custom Website, in whole or in part, solely as necessary for Customer to operate, maintain, and make the Custom Website available in the normal course of Customer's business. All rights to the Background Technology not expressly granted to Customer hereunder are retained by Web.com. Without the prior written consent of Web.com, Customer may not either directly or through a third party, (i) copy, modify, adapt, alter, translate, or create derivative works from the Background Technology; (ii) distribute, sublicense, lease, rent, loan, or otherwise transfer the Background Technology to any third party; or (iii) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Background Technology. In the event of expiration or termination of this Agreement for any reason, the any Background Technology licenses granted under this Agreement shall automatically and immediately cease and you shall destroy all copies the Background Technology or related documentation in your possession.
Web.com Warranties. Web.com warrants (i) that the Custom Website will conform to specifications or acceptance criteria agreed to by the Parties when delivered to Customer and for a period of one (1) year thereafter (the "Warranty Period") and (ii) that Web.com will perform the Custom Services in material conformity to the specifications contemplated hereunder in a professional and workmanlike manner. Web.com's warranties hereunder will not extend or apply to any Custom Website modified by any party other than Web.com. In the event that Customer discovers an Error in the Web site during the Warranty Period, Web.com's sole responsibility will be to use reasonably commercial efforts to correct such Errors.
For the purposes of this Agreement, "Error" means any reproducible error, problem, or defect resulting from (i) an incorrect functioning of the Background Technology that materially affects the functionality of the Web site or (ii) any failure of the Custom Website delivered to Customer to materially meet the specifications or acceptance criteria. All warranty claims not made in writing within the Warranty Period shall be deemed waived. Web.com's warranty obligations are personal to Customer under these additional terms and conditions and may not be extended to any third party.
- Support. Web.com agrees to provide reasonable technical support to Customer during Web.com's normal technical support hours. Web.com additionally agrees to provide customer service support in the form of e-mail and telephone during Web.com's normal customer support hours.
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