1. Expiration. All proposals expire 30 days from the date of the proposal.

2. Payment. Unless otherwise specified, for Search Engine, Web Analytics Installation and other miscellaneous services not described below, one hundred percent (100%) of the total proposed services and development costs are due with proposal acceptance. For Website or Web Application design projects, fifty percent (50%) of the total proposed services and development costs are due with proposal acceptance. The balance will be billed to customer and payment will be due upon project completion. Project completion is defined as completed pages or email templates, with or without client provided information. If Accentix cannot complete the project as outlined due to insufficient receipt of information needed from customer, Accentix will bill the customer for the balance due on completion date of the Accentix portion of the work. That payment will be due and payable by customer to Accentix upon receipt. If there are changes in the requirements or scope of this project, or changes or additions during the project term, Accentix reserves the right to create an additional proposal per customer's additions, and acceptance, and bill for the additional services. If the project is canceled or postponed prior to completion, the package pricing in the proposal will be null and void and the customer will be obligated to pay Accentix at the rate of $125 per hour for all work completed through that time. All payments to Accentix are nonrefundable.

3. Copyright. Copyright for the design and development of the Web Site will become the ownership of customer once all design services owed to Accentix are paid in full.

4. Customer Responsibilities. Customer is responsible for all additional Internet or web site costs or services not indicated or included in the proposal such as, but not limited to, domain name registration costs and all setup and monthly fees with selected ISP (if Accentix is not hosting the site/application).

5. Relief. Customer agrees to pay reasonable attorney fees and any other reasonable fees required to enforce all terms and conditions of this contract. In addition, Customer agrees to reimburse Accentix any amounts made on behalf of collecting on delinquent payments or required to enforce the payment terms of this contract. Customer acknowledges and agrees that Accentix can suspend, hold up publication or remove published web pages if Accentix has not received all fees relating to the payment of services rendered.

6. Reference. Customer grants Accentix the right to reference their company and web site as a client. Customer also guarantees Accentix limited rights of copyright necessary to reproduce and display Customer's web pages electronically via the World Wide Web or as demonstrations and examples of our design and work.

7. Copyright Representation. As our “Customer”, your company also warrants and represents that icons, company names, and other information which you prescribe to be placed on your web site will not (i) violate any international, federal, state or local law or regulations; (ii) in any way violate or infringe upon any party's privacy right, right of publicity, or any other right of any person or entity; (iii) contain any material which is unlawful, harmful, abusive, hateful, obscene, threatening, libelous or defamatory.

8. Warranty. Accentix MAKES NO EXPRESS OR IMPLIED WARRANTIES, INCLUDING WARRANTIES OF TITLE, NON-INFRINGEMENT, AND MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, REGARDING THE SERVICE, OR ANY SOFTWARE OR OTHER MATERIAL AVAILABLE THROUGH THE SERVICE. NO ORAL ADVICE OR INFORMATION GIVEN BY Accentix OR ITS EMPLOYEES SHALL CREATE A WARRANTY. THE SERVICE AND ANY SOFTWARE PROVIDED TO YOU BY Accentix ARE PROVIDED ON AN “AS IS, AS AVAILABLE” BASIS; Accentix DOES NOT WARRANT THAT THEY WILL BE ERROR-FREE AND/OR UNINTERRUPTED, OR THAT DEFECTS WILL BE CORRECTED

9. Unauthorized Use. Customer is responsible for protecting Customer's password(s) and for any authorized or unauthorized use made of Customer's password. Customer will not use or permit anyone to use Accentix's service to guess passwords or to access other systems or networks without authorization. Accentix will fully cooperate with law enforcement authorities in the detection and prosecution of illegal activity.

10. Indemnification. Accentix will not post any material that is illegal, libelous, tortuous, or likely to result in retaliation against Accentix by offended users. Customer will indemnify Accentix and hold Accentix harmless from any damage to Accentix's business, service, equipment, network, operations, or reputation resulting from Customer's actions, including but not limited to any government actions, acts of vandalism or other retaliation, and any claims of libel, unfair competition, infringement of any patent, copyright, trademark, service mark, or other intellectual property right, violation of privacy, or other tort.

11. Access. By sending payment to or by participating in collaborative development i.e., a support ticketing program or a project management system with Accentix, customer agrees to all terms, conditions, and design and development work as outlined in the proposal and authorizes Accentix to begin design and development of customer’s web site on customer's production servers.

12. Changes. Accentix WITHOUT NOTICE may change at any time and for any reason these terms and conditions.