Terms of Service
THESE TERMS OF SERVICE ("AGREEMENT") ARE A LEGAL AGREEMENT BETWEEN YOU ("YOU", "YOUR", OR "Customer") AND JELLY WEBSITES, LLC ("WE" OR "JELLY WEBSITES"), THE OWNER AND OPERATOR OF THE WWW.JELLYWEBSITES.COM WEBSITE (THE "SITE"). THIS AGREEMENT STATES THE TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE SITE AND THE SERVICES SOLD ON IT. BY ACCESSING AND USING THE SITE, YOU ARE INDICATING THAT YOU ACCEPT, AND AGREE TO COMPLY WITH, THIS AGREEMENT.
By ordering website services, you represent, acknowledge and agree that you are at least 18 years of age, or if you are under 18 years of age but are at least 13 years old, that you are using the Site with the consent of your parent or legal guardian and that you have received your parent's or legal guardian's permission to enter into this Agreement. If you are a parent or legal guardian who is registering for a child, you hereby agree to bind your child to this Agreement and to fully indemnify and hold harmless Jelly Websites if your child breaches or disaffirms any term or condition of this Agreement.
1 - CHANGES TO TERMS; PERSONAL INFORMATION/PRIVACY
CHANGES TO THE SITE
Jelly Websites may add to, change or remove any part of the Site, including, without limitation, any Content (as defined below) therein, at any time without prior notice to you.
PERSONAL INFORMATION / PRIVACY
2 - PRICING/BILLING
All website development fees are shown on our Packages page at https://jellywebsites.com/packages.html and include website hosting. . If you add pages or services to your website at the additional fee shown, your monthly price will be adjusted to reflect the new addition(s) automatically. Your project will not move into development until your package is selected or proposal is approved. If your project is developed prior to receiving the first month’s payment and set-up fee, the website will not go live until it has been received. All website package pricing is subject to change without notice.
All marketing packages provided by Jelly Websites are detailed on http://jellywebsites.com/online-marketing-packages.html and are additional fees to the website packages. If additional services are added to these packages a final price will be confirmed with the client prior to starting your project. All marketing package pricing is subject to change without notice. Jelly Websites is not responsible, nor does it guarantee specific browser positions with regard to keyword search. Jelly Websites uses best practices to provide quality content on the Internet with regard to promoting a business. All keyword campaigns are created from information the client provides and using specific criterial required by browsers.
If the monthly payment is not received within the 30 day billing terms, Jelly Websites reserves the right to remove or suspend website or marketing services until payment is collected.
3 - REFUND/CANCELATION POLICY
If you are dissatisfied with the services for any reason, Jelly Websites will cancel your order and issue a full refund if cancellation is made within 72 hours of placing your order. If you cancel your order after 72 hours and during the next 7 days your project is in development Jelly Websites will refund you 50% of your order amount. If you cancel your order after the 7 day development period, you forfeit any amounts paid for development. Hosting packages are available on a minimum of twenty-four (24) month contracts (each a “Term”), and automatically adjust ninety (90) days prior to the expiration of any Term to month to month term, unless the Customer provides written notice to Jelly Websites on or prior to the date which is ninety (90) days prior to the expiration of the then in force Term. Any (i) cancellation by Customer of any product or service provided by Jelly Websites, other than in connection with a material default or material breach of this Agreement by Jelly Websites, or (ii) termination by Jelly Websites based upon a default of the Customer, in either instance which occurs prior to the expiration of a Term will result in Jelly Websites charging Customer’s credit card for the greater of (x) the then remaining months left in the Term and (y) three times the monthly charges due for any monthly period. Ratable credits for the unused Term are not credited or refunded.
4 - MAINTENANCE; SUPPORT SERVICES
Jelly Websites agrees to provide Customer the following maintenance and support services during the term of this Agreement and thereafter, as it may be extended.
Jelly Websites will promptly notify Customer of any material defects or malfunctions in the website design, which it learns from any source.
Support Services will include the correction of material errors within a reasonable time and with reasonable effort. Support does not include correction of errors caused by unauthorized modification made to the Website design. Jelly Websites is not obligated by this Agreement to undertake any such updates or infringements.
Jelly Websites will be diligent in its efforts to respond to Customer's requests and problems within a time frame that reasonably reflects the urgency of the resolution of the request on a good faith basis. Jelly Websites will use reasonable efforts to give appropriate advice, but the responsibility for acting on or implementing such advice shall remain with Client.
5 - INTELLECTUAL PROPERTY OWNERSHIP
Jelly Websites hereby assigns, sells and conveys to Client its right, title and interest in the Website developed by Jelly Websites for Customer under this Agreement (collectively, the "Work Product").
Customer has been informed by Jelly Websites that Jelly Websites has created, owns or holds licenses to use and sublicense various materials (collectively, the "Provider Materials"). Jelly Websites may, at its option, include Provider Materials in the work performed under this Agreement.
Jelly Websites retains all right, title and interest, including but not limited to, all common law rights, copyright, patent rights, trademark and trade secret rights to Provider Materials. Subject to full and timely payment of the fees due under this Agreement, Jelly Websites grants Customer a non-exclusive worldwide license to use Provider Materials as an integrated part of the Work Product for the purpose of developing and marketing its products. This non-exclusive license does not extend to the use of Provider Materials as part of any software not developed by Jelly Websites or for any use separate from the Work Product. The license shall have a term in perpetuity, but may not be transferred by Customer. Customer shall make no other use, commercially or otherwise, of Provider Materials without prior written consent from Jelly Websites. In the event that Customer sells a controlling interest of its business, it is the responsibility of the Customer to inform Jelly Websites. If Jelly Websites is not informed of the new controlling interest, the new Customer will be responsible for all penalties for product licenses.
6 - CONFIDENTIALITY
Both parties agree they will use reasonable care to prevent the unauthorized use or dissemination of each party's confidential information. Reasonable care means the same degree of care that the other party uses to protect its own confidential information from unauthorized disclosure or use. Any written, printed graphic or electronically recorded information furnished by Customer for Jelly Websites' use are the sole property of Customer. This proprietary information may include, but not limited to, Customer requirements, Customer lists, marketing information, and information concerning Customer's employees, products, services, prices, operations, and subsidiaries. Upon termination Jelly Websites will return any and all confidential information in its possession to Customer upon request; provide, however; Jelly Websites shall be permitted to retain copies which are part of Jelly Website's normal and customary back up and/or archived policies.
Confidential information does not include information that: the party knew before the other party disclosed it; is or becomes public knowledge through no fault of the party; the party obtains the information from sources other than the other party who owe no duty of confidentiality regarding the material, or the party independently develops.
7 - WARRANTIES
THE GOODS OR SERVICES FURNISHED UNDER THIS AGREEMENT ARE PROVIDED AS IS, WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS; INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
8 - LIMITATION ON JELLY WEBSITE'S LIABILITY TO CUSTOMER ; INDEMNIFICATION
(a) In no event shall Jelly Websites be liable to Customer for lost profits of Customer or special, incidental, exemplary, punitive, or consequential damages unless such damages were caused by the gross negligence of Jelly Websites; (b) Jelly Websites total liability under this Agreement for damages, cost and expenses, shall not exceed an amount equal to the total amount of fees paid to Jelly Websites by Customer under this Agreement during the six month period prior to such event causing or alleged to have caused such damages; (c) Customer shall indemnify Jelly Websites against all claims, liabilities and costs, including reasonable attorney fees, or defending any third party claim or suit, other than for infringement of intellectual property rights brought in connection with materials provided by Jelly Websites or gross negligence of Jelly Websites, arising out of or in connection with Client's performance under this Agreement. Jelly Websites shall promptly notify Client in writing of such claim or suit, and Client shall have the right to fully control the defense and any settlement of the claim or suit. Jelly Websites acknowledges Customer may be sending confidential data, as part of this Agreement and Jelly Websites shall at Customer's cost and expense put a SSL (encrypted) connection in place. Notwithstanding the foregoing, Customer agrees that in the event of any secured data being lost, Jelly Websites only liability to Customer shall be to attempt to retrieve the information or correct the system to avoid further loss of information.
The Customer shall defend, at its own expense, and indemnify and hold Jelly Websites harmless from any claims, suits, liabilities, losses, damages and expenses (including reasonable attorneys’ fees and costs), asserted against or incurred by Jelly Websites arising out of or relating to (a) Customer’s acts, omissions and or breach of its obligations under this Agreement, (b) use of the services provided by Jelly Websites to Customer hereunder, (c) any materials provided by Customer to Jelly Websites in connection with the services, including without limitation, any images or materials requested by Customer for Jelly Websites to use in connection with the services, and (d) violations of applicable law by the Customer in connection with the use of the services.
9 - FORCE MAJEURE
Jelly Websites shall not be liable for any failure of performance under this Agreement ,and is excused from any failure to deliver or perform or delay in delivery or performance, due to causes beyond its reasonable control, including, without limitation, acts of god, fire, explosion, vandalism, failures of third party service providers, flood, storm, earthquake, or other natural disasters, law, order, regulation, direction, action or request of any federal or state government, or any civil or military authority, national emergency, riot, terrorist actions, wars, strikes, lock outs, or work stoppage, or due to failure of Customer to provide sufficient information, resources, cooperation or personnel to support the project. The period of performance shall be extended to such extent as may be appropriate after the cause of the delay or non-performance has been removed.
10 - DISPUTE RESOLUTION
If a dispute arises under this Agreement, the parties agree to first try to resolve the dispute with the help of a mutually agreed upon mediator in the following location: Orange County, CA. Any costs and fees other than attorney fees associated with the mediation shall be shared equally by the parties. Each party shall be responsible for its own attorney fees.
If it proves impossible to arrive at a mutually satisfactory solution through mediation, the parties agree to submit the dispute to binding arbitration in the following location: Orange County, CA. The parties agree that the binding arbitration will be conducted under the then rules obtaining of the American Arbitration Association. Judgment upon the award rendered by the arbitrator may be entered in any court with jurisdiction to do so.
11 - NOTICES
All notices or demands given hereunder or required by law will be given in writing, will refer to this Agreement, and will be sent to the applicable address or facsimile number on file.
12 - ATTORNEY FEES
If any litigation or arbitration is necessary to enforce this Agreement, the prevailing party shall be entitled to reasonable attorney fees, costs and expenses.
13 - GENERAL PROVISIONS
(a) Severability: If any part of this Agreement is held unenforceable, the rest of the Agreement will continue in full force and effect. (b) Applicable law: This Agreement will be governed by the laws of the State of California. (c) Amendments: This Agreement may be amended by Jelly Websites by updating the website containing these term and conditions. (d) Waivers: No delay or failure by any party hereto in exercising or enforcing any of its rights or remedies hereunder, and no course of dealing or performance with respect thereto, will constitute a waiver thereof. (e) Jelly Websites requires a 30 day written notice on cancellation of your Website program. Time will not be prorated.
14 - ELECTRONIC COMMUNICATIONS
Whenever you visit our Site or send emails to us, you are communicating with us electronically. For that reason, you also consent to receive communications from us electronically. We will communicate with you by email (if you have provided your email address to us), by posting notices on our Site or by such other means as we may determine from time-to-time. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing, to the extent permitted by applicable law.