1FEE Terms of Service

Payment

Rates

• 1FEE rates are dictated by the Contract documents and will specify if the Project is based on a Fixed Rate or a Time & Material basis.
• Time & Material Projects that have remaining hours must be used as a credit for future work. 1FEE does not issue refunds for any unused hours.
• Payment is required prior to Project kickoff as well as other triggered milestones specified in the contract.

Termination

1. Termination for Default. Either party will have the right to terminate this Agreement for material breach of a material obligation that is not cured within thirty (30) days after written notice of such breach. For purposes of this Agreement, any act or failure to act by any third party contractor of 1FEE or any employee of 1FEE or such third party contractor shall be deemed an act or failure to act by 1FEE.
2. Termination for Abandonment. 1FEE shall have the right but not the obligation to terminate this Agreement immediately if Client fails to timely respond to multiple requests by 1FEE for required feedback or approvals, or to otherwise adhere to deadlines as outlined in the timeline submitted by 1FEE after the Project Kickoff despite multiple requests by 1FEE.
3. Effect of Termination. Upon termination, in whole or in part, of this Agreement, 1FEE will, upon Client’s execution of 1FEE’s Website Acceptance and Release Agreement and completion of final settlement of Client’s billing account, deliver to Client all Client data, intellectual property, materials and other elements of the project necessary for Client or a competent provider selected by Client to continue the project.
   1. Final settlement of Client’s billing account shall be defined as one of the following: (i) If upon termination additional payment by Client is required to cover the hourly cost of the performance of services by 1FEE, then 1FEE shall invoice Client for such billable services and, upon receipt of payment in full of all unpaid invoices for services rendered prior to termination date 1FEE shall mark Client’s billing account as settled in full; or (ii) If upon termination payment that has already been made by Client to 1FEE exceeds the cost of the hours performed by 1FEE to provide services to Client prior to termination date, then 1FEE will refund to Client the difference between the amount of all payment(s) received and the total cost of such hourly services performed, at which point Client’s billing account shall be marked as settled in full.
4. In addition, 1FEE will upon request provide Client with reasonable assistance in transitioning in-house or to an alternate provider of services on a billable time and materials basis.

Definitions

• Prototype: A Prototype is a live representation of the website. The prototype will remain on 1FEE servers, password protected, so that it will not appear on any Google search. The client will be able to give 1FEE corrections on each round of the Prototype that we will be utilized to create the next Prototype version.
• Templates: A template refers to the layouts that 1FEE creates for each client so that pages can be easily duplicated on the site.
  • Each change in layout, however minor, may result in the creation of a new template.
• Page(s) Count: Pages refer to how many pages with a unique URL 1FEE will build out.
• Content Population and/or Migration: Content Migration refers to how much of the website content 1FEE will be taking from a current website and including on the newly designed/developed website. This usually is the same as page count unless stated differently in the Contract documents.
• Custom: Anything that requires a code changes (e.g. php, JS, HTML) to the Project is considered custom. Custom items are not included in a 1Fee package unless specifically stated in the Contract documents.
  • Development Complete: The project is almost ready for final release. No feature development or enhancement of the project is undertaken; tightly scoped bug fixes are the only code that is allowed to be written in this phase, and then only for the most serious and debilitating of bugs. An experienced software developer once described the Release Candidate phase as: “does this bug kill small children?”
  • Before clients are allowed to access certain functions of the site (including editing of content, menus, taxonomies, and other functions as a logged in user), a site acceptance and release will need to be signed. This is necessary because even users with limited permission access can cause previously working parts of the site to break. We require our customers to go through a training so that we cover the basics of how to manage their site as well as address the management of any custom functionality pieces
  • Mood Board: We use a mood board as a design inspiration sheet for your website. It includes colors, logo, font, buttons, forms, and other design elements. A mood board is NOT a page layout or template layout of your website. It is made up of building blocks, that when put together, create the overall look and feel of your website.

Stakeholder/Primary Contact: The primary point of contact is the person you will go to with any questions about the project, from getting approval on mockups to getting payment for services rendered. (Establishing this prior to kickoff is required).  If a new Stakeholder comes in after the Project is kicked off, it is the responsibility of the Client to get them immersed in the Project. If 1FEE is required to assist with onboarding, the timeline will be affected and the Client will be charged additional hours for said onboarding.

Obligations and Liability

Client assumes responsibility for all content and agrees to hold 1FEE, its employees, agents, officers, and directors harmless from any claims or actions arising from any violation of trademark protection by the Client, or Client’s owners, agents, employees, and independent contractors.

In no event is 1FEE liable to the Client or the Client’s owners, agents, employees, and independent contractors for exemplary, incidental, indirect, special or consequential damages of any kind, including without limitation loss of profit, savings or revenues, or the claims of third parties including end users, whether or not 1FEE has been advised of the possibility of such loss, however caused and on any theory of liability, arising out of this agreement or the relationship of Client and 1FEE.

Good Faith and Professional Courtesy

Client agrees that it will act in all matters with 1FEE in a courteous, professional manner, and at all times be respectful of 1FEE personnel’s time, other customers and clients, and additional professional commitments. The Client along with its respective principals, employees, contractors and partners, agree to conform to reasonable scheduling requests, including meeting and phone call requests with reasonable advance notice, and to at all times work with 1FEE in a professional, polite and courteous manner. Client shall not use online tools or websites for the purpose of harming 1FEE or 1FEE’s reputation by defaming or disparaging 1FEE, its services, its principals, partners, employees or agents.  Violation of this basic requirement is grounds for immediate termination of Client’s service by 1FEE.

Clients/Customers, not 1FEE, assume all responsibility relating to their Internet activities including, but not limited to:

• Aspects of the Client/Customer’s business
• Content and data provided by or through a Client/Customer Client/Customer’s computer and communications systems needed to access the Services
• Results obtained from using 1FEE Services
• Compliance with all applicable laws and governmental regulations regarding Client/Customer’s business or use of the Services
• Use of the 1FEE services by Client/Customer’s end users
• Compliance with this Acceptable Use Policy by the Client/Customer and Client/Customer’s end users.

Browser Testing / Support

During the Quality Assurance (“QA”) Phase of the Project (typically during prototype #3), 1FEE will perform browser testing on the following desktop browsers:  Chrome, Firefox, Internet Explorer (Current Version and the immediate preceding version) as well as the following mobile browsers: Chrome on Android and Safari on iOS (current version and the immediate preceding version). 1FEE will ensure the website application displays and functions properly on all stated browsers. 1FEE is not responsible for any layout or functional problems that may occur on any other browsers nor is it responsible for bugs in the browser itself.

Device Support

• All 1FEE sites are reviewed against the latest version (and immediate predecessor) of the following browsers: IE, Chrome (Android and Desktop), Firefox, Safari (iOS and Desktop).
• Support for any browser other than these must be explicitly called out in the Contract and will incur additional expense.
• There are certain cross-browser inconsistencies that are inherent and unavoidable. This includes the manner in which different browsers on different OS’s render fonts.
• 1FEE is unable to be accountable for bugs that exist in the browser itself, causing a semantically correct output to fail. 1FEE will do it’s best to note this whenever possible, as well as file a bug report on behalf of the client.

Services Beyond Website Creation

1FEE and its sister companies are full-service agencies with the ability to deliver many additional services beyond the additional packages. Unless otherwise specified, there will be an additional fee associated with each of the following:

• Content Writing
• SEO
  • Content
  • Functionality
• Strategy Consulting
• Marketing Strategy
• Video
• Social Media Strategy
• Ongoing updates

Inhouse vs. Outsourcing

• 1FEE does not outsource any aspect of its Projects.  All work is performed by in-house managers, designers, and developers.

Process

• Timeliness
  • It is expected that the client adheres to the timeline that is provided after Kickoff. The client is expected to respond in a timely matter. If a deliverable, such as input, approvals or payment is late more than ten (10) business days, the Project will be considered “Paused.” Once the deliverable is received, any re-activation charges are paid and the Project is re-activated, the Project will be rescheduled based on 1FEE’s current resource availability which could cause lengthy delays.

• Client Responsibilities Deadlines
  • 1FEE will work diligently to meet its expected deadlines.  The client is also expected to meet all deadlines as outlined in the Project timeline.  Proper notification of delays is required to avoid pausing the Project as outlined above.

• Response Time in Basecamp
  • Client can expect a timely response from 1FEE, within one (1) business day, to messages all Basecamp messages.

• Resource Planning and Allocations
  • 1FEE needs adequate time to assign resources to Projects.  Meetings are conducted each Friday morning to resource plan for the following week.  If a client requests immediate services that were not originally planned or resources allocated, one (1) additional week may be required to assign the proper resources and perform the work.

• Website Acceptance Agreements
  • All clients must execute 1Fee’s Website Acceptance Agreement prior to receiving Admin Access for sites hosted with 1Fee or receiving access (TAR of website and related databases) for hosting externally.

Hosting

• Internal
  • Payment of any outstanding funds and the approved Master Hosting Agreement (“MHA”) must be executed and received seventy-two (72) hours prior to launch date.
• External
  • Upon receipt of final payment and execution of the Website Acceptance Document, 1FEE will provide the client a TAR (zip file containing the website and any related databases) for use by client’s hosting company.

Service Agreements

• Service Agreements can be purchased with a minimum of three (3) hours and range between $90-$175/hour depending on Scope of Work.