Terms and Conditions by IMARK Technology & Web Design and Advertising & Digital Marketing
The following rules govern the use, partnership, and ownership of the technology products that IMARK Technology & Web Design (TWD) builds and maintains such as software, systems, platforms, and frameworks.
The following rules also govern the partnership with IMARK Advertising & Digital Marketing (ADM) services.
The Client agrees to abide by these rules as a condition of use, ownership, and partnership with IMARK. Any violation by Client may result in termination of this agreement or in consequences stated hereunder.
This agreement may change anytime without prior notice.
It is not necessary for any Client to sign an acceptance of these terms and conditions. If a Client accepts the quote in a proposal or costing and the Client agrees to proceed with the order, then the Client is deemed satisfied and therefore accepts these terms and conditions in full.
Please read these terms and conditions carefully. Any purchase of our products or partnership with our services implies that the Client has read and accepted our terms and conditions.
FEES, DEPOSITS, AND CHARGES
For TWD and ADM
Charges for technology products and/or advertising & digital marketing services to be provided by IMARK are defined in a Project Costing that the Client receives via email. Project Costing is valid for a period of 30 days. IMARK reserves the right to alter the costing or decline to provide a quotation after expiry of the 30 days.
It is determined by IMARK whether a product or a service requires full payment or an advance payment of 50% of the Project Costing Total before the project is started. The remaining balance of 50% of the Project Costing Total is due upon completion of the work, prior to the handover of a technology product or a service. Technology & Web Design is settled in accordance with Full Payment & Partial Payment Procedure.
Payment for services is due by PayPal. Local bank transfer and check may be available with an authorized Project Manager, Brand Manager, or Account Manager. Check and bank details will be made available on invoices.
Once the 50% of the Project Costing Total is received by IMARK, a Job Order will be made. IMARK reserves the right not to commence any work until invoice is paid in full.
SUPPLY OF MATERIALS
For TWD and ADM
The Client must supply all materials and information required by IMARK to complete the work in accordance with any agreed specification. Such materials may include, but are not limited to, photos, text or written copy, logos, and other content for the website. Where there is any delay in supplying these materials to us which leads to a delay in the completion of work, we have the right to extend any previously agreed deadlines to any date we choose.
Where the Client fails to supply materials, and that prevents the progress of the work, the project will be put on hold, and we have the right to extend the deadline to anytime on our discretion.
For TWD and ADM
We allow the Client to make revisions to the design and functionalities. However, we have the right to limit the number of proposals or requests to a reasonable amount and may charge for additional designs or functionalities if the Client makes a change to the original design specification, which will require us to use other resources affecting our time, effort, and expenses.
Our technology development phase is flexible and allows certain variations to the original specification. However, any major deviation from the specification during the development process will be charged accordingly.
PROJECT DELAYS AND CLIENT’S LIABILITY
For TWD and ADM
Time frames or estimates that we give are contingent upon Client’s full cooperation and complete/final content for the site pages. During development, there is a certain amount of feedback required in order to progress to subsequent phases. It is required that he makes himself/herself available from time to time to expedite the feedback process.
APPROVAL OF WORK
For TWD and ADM
On completion of the work, the Client will be notified and have the opportunity to review it. Once approved, work cannot subsequently be rejected and the contract will be deemed to have been completed and the 50% remaining balance of the project costing will become due.
A link to IMARK may appear at the bottom of the Client’s website as a sign that the website is being managed and maintained by IMARK. This is mandatory for all non-VIP accounts. Any website under a VIP account is managed and maintained by IMARK without design credit or link to any IMARK website due to privacy reasons.
ACCESS TO WEBSITE
Client’s website may only be accessed by certain computers that belong to the client or in certain locations where Client is located. Public access to the website will be enabled once full payment is settled. No restriction will be added to the website if full payment is settled by the Client upon Job Order.
PAYMENT FOR THE REMAINING BALANCE
For TWD and ADM
Upon completion of the work, we will invoice the client for the 50% remaining balance of the Project Costing, including reimbursements (if there’s any). A website for small and medium-sized enterprises is usually done in less than a week. And the website for large-sized enterprises, i.e., ecommerce and corporate systems, is usually done in less than a month. The Client already knows the total amount of the project or the initial amount to pay and the remaining balance to pay. Hence, the Client is expected to settle the remaining balance in a timely fashion once the technology product is done.
This is applied to all products and services under Technology & Web Design and Advertising & Digital Marketing:
Accounts that remain unpaid 30 days after the date of the invoice will be assessed a service charge of 10% per month of the total amount due.
Failure to pay the total amount due plus the 10% per month will result in the temporary ownership of the technology product and/or materials by IMARK until full payment required by IMARK is settled by the Client within three-month or within six-month period, after which shall entitle IMARK to rights of full ownership, management, and control over the technology product and/or materials if remaining balance is still unpaid.
Unpaid and unclaimed technology products and/or materials may be resold by IMARK to other clients or may be uploaded by IMARK to public domains under its own non-commercial license attributed to Client’s failure to settle his/her obligations, which may result in Client’s brand’s bad online reputation and/or negative reviews. IMARK is a network of online reputation management agencies, thus having the Client’s brand constantly mentioned with bad reviews is inevitable.
If full payment required by IMARK is settled by the Client within the three-month or within six-month period from the date of the invoice, the ownership of technology product and/or materials shall be transferred to the Client.
If full payment plus monthly service charges are settled by the Client, IMARK shall order its network to stop and completely delete all existing negative online reputation campaigns against the Client and/or the Client’s brand, and the ownership of technology product and/or materials may be transferred to the Client.
OWNERSHIP OF INTELLECTUAL PROPERTY RIGHTS
For TWD and ADM
The Client must obtain all necessary permissions and authorities in respect of the use of all copy, graphic images, registered company logos, names and trademarks, or any other materials that the Client supplies to us to include in his/her technology product and/or materials.
The client must indemnify us and hold us harmless from any claim or legal action related to the content of his/her technology product and/or materials during the period of his/her ownership while his/her website or technology product and/or materials is/are hosted by IMARK. All technology products and/or materials hosted by third-party providers are not within the jurisdiction of IMARK.
Should ownership be transferred to any other individuals or entities due to Client’s failure to extend his/her ownership, the intellectual property rights automatically belong to the new owner until the old owner or the Client requests that contents be deleted from the website or technology product and/or materials.
Once the Client paid us in full for our work, IMARK grants to him/her the license to use the technology and its associated tools and content for a period stated in the Project Costing.
Technology product must be renewed after the expiry of the period stated in the Project Costing for the amount to be determined by IMARK if such a technology product is still hosted and managed by IMARK.
IMARK shall not be held liable for any loss or damage which the Client may suffer, which is any way attributable to any delay in performance or completion of the contract.
IMARK and any of the manpower resources we engage with agree that we will not at any time disclose any of the Client’s confidential information to any third party by any means whether this is via online or offline method of transmitting information.
The Client agrees to reimburse us for any requested expenses which do not form part of our proposal including but not limited to the purchase of templates, third-party software, stock photographs, fonts, domain name registration, web hosting, and/or other expenses.
OWNERSHIP OF DOMAIN NAMES, WEBSITES, AND WEB HOSTING ACCOUNTS
Any domain name we registered is owned by us and managed in our account. If, however, the Client wants to transfer his/her website to another host, s/he will need to pay us for the transfer of the domain to the new ownership. Fee is determined by IMARK. This can be done anytime the Client requests it, so long as the domain is not expiring within 90 days. If the domain is expiring within 90 days, the Client is required to pay for the renewal of the domain and the website plus the transfer fee determined by IMARK.
Website, including domain and web hosting, must be renewed at least 30 days before the domain expires. Other associated software, tools, or systems with the domain and website are automatically disabled if renewal is not settled 90 days before the domain expires. Failure of renewing the domain within the period specified by us will result in termination of this agreement, and we reserve the right to renew the domain by ourselves or by any other clients interested in owning the domain or the website. If renewal is done on our end, we take full ownership of the website and all the contents in it, and we reserve the right to make changes in the website without notifying the Client and without asking for his/her approval.
The Client may retake ownership of the website after his/her failure of renewal by submitting a request to us anytime and paying the new pricing we will require. We reserve the right to deny the Client’s request.
The agreement constituted by these terms and conditions and any proposal will be construed according to and is governed by the international laws. The client and IMARK submit to the non-exclusive jurisdiction of the courts in and of any international jurisdiction in relation to any dispute arising under these terms and conditions or in relation to any service we perform for the Client.
This document containing “Terms and Conditions by IMARK Technology & Web Design and Advertising & Digital Marketing” is updated 3/4/2019. This Agreement dated 3/4/2019 supersedes all previous agreements..
This document is approved by IMARK International.