This Agreement is made between ___________________ [NAME OF DESIGNER] (the "Designer") with a principal place of business at _______________________________ [ADDRESS] and The Dev Department LLC ("TDD") with a principal place of business at 2446 Briarmoor Road, Atlanta, GA 30345-2117.

WHEREAS, Designer desires to retain TDD to perform web development and web development related services for Designer's Client. Designer attests that they have the authority to request work on the behalf of the Client and is solely responsible for all work requests, payments, and terms stated in this agreement.

WHEREAS, TDD desires to undertake performing said web development services and agrees to do so under the terms and conditions outlined in this agreement.

Section 1. Types of Work To Be Performed.

1. A "Project" is a single web site development effort that has a finite scope, start and end date.

   1. The Designer, in the form of a Site Outline, initiates a Project. The Designer is solely responsible to TDD for the accurate communication of scope and requirements to TDD and to their client.

   2. Once a Site Outline is received from the Designer, TDD will produce an Estimate that will be delivered to the Designer via the website located at http://thedevdepartment.freshbooks.com. The Designer must accept the estimate by clicking the accept estimate button.

   3. Once the estimate is accepted, an invoice will be sent to Designer for 40% of the estimated amount.

   4. The Designer can revise the initial estimate up to the point that either development has begun or a deposit invoice has been paid.

   5. The Designer attests that the Client has approved all projects delivered for development and that changes to the requirements after development begins may be subject to additional costs.

   6. Terms for project delivery

      1. Project development work will not be scheduled until all planning materials have been delivered to the satisfaction of TDD and the 40% deposit is paid.

2. "Change Orders" are changes or additions to a Project's requirements that are requested after the start of development or before the final invoicing of the site has occurred. All work that occurs after the final invoice is delivered is considered Maintenance.

   1. Change Order is initiated as a New Task request. If the work in the task request falls outside the scope of the Requirements of the Project, the Designer will be notified and estimate will be sent.

   2. Change Orders are sent as individual estimates and must be approved by the Designer prior to the start of work.

   3. Once approved, the Designer is solely responsible for all change order invoices regardless of Client payments or notifications.

   4. Change Orders that exceed 10 hours of work will be subject to an additional deposit before work begins.

   5. Change Orders that occur prior to the delivery of the Beta site are invoiced at the same time as the Beta invoice.

   6. Change Orders that occur after the Beta site has been delivered to the client are invoice either at the same time as the Final Invoice or the first day of the following month after the Change Order has been completed.

3. "Maintenance" is web site development work that takes the form of individual changes and updates to existing projects that exists outside the scope of a project or a project change order.

   1. There are two types of maintenance that can be requested: Scheduled and Hourly Billing.

   2. Scheduled maintenance is pre-paid and pre-planned with specific dates for work to be started and completed.

   3. The Designer initiates maintenance requests at as new tasks by either sending an email to their assigned Solutions Partner or by enter a To Do item into Basecamp at http://3to1.basecamphq.com.

   4. Terms for maintenance work delivery

      1. Maintenance requests will receive a response within 24 hours or the next business day.

      2. Maintenance request that are less than 5 hours will be completed within 7 business days, unless they are stated as Urgent by Designer, in which case they will be subject to the terms for urgent requests.

Section 2. Acceptance of Work Product.

TDD will request written confirmation of acceptance when work product is delivered to Designer. Designer has TEN (10) days to confirm/dispute the acceptance. If Designer does not respond within TEN (10) days, TDD will assume acceptance. Designer is solely responsible for the work product.

Section 3. Payment.

1. Designer agrees to pay TDD a standard billing rate of $100.00 (one-hundred dollars) per hour for all services performed.

2. Designers holding a current Professional Web Designer Certification and having equal to or more than $2,500 of paid invoices will receive a 10% discount on hourly billing rate.

3. Designers holding a current Professional Web Designer Certification and having equal to or more than $25,000 in paid invoices will receive a 20% discount on hourly billing rate.

Section 3A. Payment Exceptions.

Current clients who have not yet completed the Professional Web Designer Certification program will until January 1, 2011 to complete the certification. All work performed during that time will be done at a 20% discount on the hourly billing rate.

Specific terms as laid out in any approved Estimates shall take precedent over the payment terms laid-out herein.

Section 4. Late Delivery.

If TDD delivers late and is not able to provide evidence of Designer (or Client) delay, a 10% discount will be applied to the final invoice amount ONLY. This will be 10% of final invoice amount only and NOT of total estimated project cost.

The Dev Department will not issue any refunds on monies already received

Section 5. Invoice Types and Payment terms.

Designer is responsible for all invoices from TDD regardless of when Client pays.

1. Deposit of 40% of total estimated cost is due before work begins.

2. Beta delivery invoice of 30% of total estimated cost when site is delivered to Designer's Client for review. This is due within 10 (TEN) days of receipt for work to continue.

3. Final delivery invoice is the final 30% of the original or adjusted estimate. This is terms of Net 30 (THIRTY) days.

4. Client has 10 (TEN) business days to approve or dispute that the beta site delivery satisfies the scope established in the original or adjusted estimate. If Designer does not respond within 10 (TEN) days, the final invoice will be sent to Designer and will be due with terms of Net 30 (THIRTY) days.

5. Upon approval of beta site, the final invoice will be sent to Designer with terms of Net 30 (THIRTY) days.

Section 6. Change Orders.

1. Change orders that exceed 10 (TEN) hours will be subject to an additional deposit of 50% of estimated change order amount that will be due prior to start of work.

2. If a change order occurs prior to the delivery of the beta site, it will be invoiced at the time of the beta site delivery with terms of Net 15 (FIFTEEN) days.

3. If a change orders occurs after the beta delivery of the site, it will be invoiced on the first of each month after the change order is delivered, or upon site launch, with terms of Net 30 (THIRTY) days.

Section 7. Late Payments.

Late payments will be assessed as follows:

1. A one-time 10% late fee will be added to the amount due after 30 (THIRTY) days.

2. All work for the Designer will be halted after 45 (FORTY-FIVE) days and will recommence after total amount due, plus 10% late fee is satisfied.

3. After 60 (SIXTY) days, TDD will reserve the right to seek settlement directly form the Designer’s end client, or will turn account over to collection agent.

Section 8. Payment Methods.

TDD accepts cash, checks, credit card and PayPal payments. A 5% discount is applied for payments of cash or check and should be applied by the designer to the invoice amount when paying. This discount will be applied after payment is received.

Credit card payments may be made using:

Section 9. Ownership of Work Product, Intellectual Property, and Confidentiality.

All work products are the property of TDD until final payment is received from Designer. TDD will not disclose the name or identity of Client for the purpose of marketing without sole written permission of Designer. TDD will not contact Client unless: Designer asks them to, or a payment is 60 (SIXTY) days late as stated in Section 7.c.. Final work product will be delivered to Designer upon final payment of ALL outstanding project invoices.

Section 10. Website Hosting.

TDD will host all work during development and Client review will be performed on TDD servers. A minimum charge of 1 hour of billing will be incurred when site is hosting on a server other than TDD's. It is the responsibility of the designer to inform TDD at the commencement of a project if hosting will not be with TDD. Otherwise, it will be assumed that the client will host with TDD.

Section 11. Liabilities.

Designer is responsible for guaranteeing the accuracy and functionality of all code delivered and for guaranteeing that TDD is not responsible for damages that occur as a result of faulty workmanship once the work product has been accepted by Designer.

Section 12. Warranty.

All work will be covered by a 60 days limited warranty from the date of Designer's acceptance of a final work product. This warranty covers defects in workmanship and omissions of originally contracted work.

The following conditions may void the warranty:

1. Late payment

2. Any changes that are made to the site, hosting or code by a 3^rd party.

3. Any changes that are made to the site by the Client or Designer outside of the scope of instructions provided.

Section 13. Dispute Resolution.

Any disputes in excess of $1,000.00 arising out of this Agreement shall be submitted to binding arbitration before a mutually agreed-upon arbitrator pursuant to the rules of the American Arbitration Association. The Arbitrator’s award shall be final, and judgment may be entered in any court having jurisdiction in the State of Georgia and in the County of Dekalb. The Client shall pay all arbitration and court costs, reasonable attorney’s fees, and legal interest on any award of judgment in favor of The Dev Department.

Section 14. Acceptance of Terms

Each party represents and warrants that on this date they are duly authorized to bind their respective principals to this agreement by the acceptance of an estimate or by payments made to TDD for any invoice.

 Download Agreement in Adobe Acrobat 14/09/2011, 09:33