NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, EXCEPT AS MAY ARISE UNDER YOUR INDEMNIFICATION OBLIGATIONS,…
Ownership of Content Pages. COMPANY shall sell, transfer, convey, assign, set over and deliver to Client all right, title and interest in and to the specific Content developed for Client pursuant to this Agreement.
Client shall pay COMPANY the price indicated for the package selected. Client agrees to pay the Total Purchase Price in accordance with Client’s billing frequency. Client may elect to pay the total amount upon submission of this insertion order, or subject to approval under COMPANY credit policy, to receive an invoice. If Client receives an invoice one half of the amount due is payable upon submission of this insertion order and the remaining balance will be due beginning on completion and delivery of Content or thirty days from submission of insertion order, whichever is sooner. Payments to be made to COMPANY under this Agreement shall, when overdue, be subject to a late payment charge of one and one-half percent (1.5%) per month or the maximum amount permitted by law, whichever is greater. All payments shall be in U.S. dollars and are exclusive of any applicable taxes. Client shall be responsible for all applicable taxes. Administrative fees shall be, if applied, cover such services as preliminary keyword development, site analysis, editorial research and content integration.
(a) Subject to Client access authorization, COMPANY shall provide the following content integration services: – Formatting of Content to an existing webpage template provided by the Client. – Upload of template based files to the Client’s website. – Creation of links to uploaded articles from the Client website home page and/or site map. (b) Client shall authorize COMPANY to access Client’s Hosting Service and/or Internet Service Provider account solely to perform the Services. Client shall authorize the Hosting Service or Internet Service Provider to provide COMPANY with “written permission” for the Client’s web page directory, cgi-bin directory, and any other directories or programs as necessary.
Subject to a force majeure event, as defined below, if COMPANY does not deliver the Content pages as set forth hereof, Client shall have right to receive an immediate refund only of any prepaid but unapplied fees, if any. Further, Client shall have the right to terminate this Agreement within twenty-four (24) hours after the return of the Agreement to COMPANY.
Client will have sole control, approval authority, and responsibility over the data and information contained in the Content developed by COMPANY for Client hereunder. Client will also have sole control over the Content composition, and look and feel of its website(s), and will have sole responsibility for providing, hosting and maintaining, at its own expense, its website(s).
If Client breaches any provision of this Agreement, COMPANY may suspend or terminate Clients’ Services or remove all or part of the Content. In such event, COMPANY will notify Client of such breach and suspension. If such breach is capable of being cured, Client will have ten (10) days to cure such breach. If such breach cannot be cured or is not cured within the ten (10) day period, COMPANY may accelerate Clients’ obligation to pay the Total Purchase Price, terminate this Agreement, and/or pursue all other available remedies, including recovery from Client of COMPANY’s reasonable costs and attorneys incurred in pursuing such remedies.
Client will retain all right, title and interest in and to its trademarks, service marks and trade names worldwide, including any goodwill associated therewith. Any use of any such marks or names by COMPANY shall inure to the benefit of Client, and COMPANY shall take no action that is inconsistent with Client’s ownership thereof. COMPANY will retain all right, title and interest in and to its trademarks, service marks and trade names worldwide, including any goodwill associated therewith. Any use of any such marks or names by Client shall inure to the benefit of COMPANY, and Client shall take no action that is inconsistent with COMPANY’s ownership thereof.