Terms of Service
Last Updated April 13th, 2016
1. Acceptance of Terms
By acknowledging and accepting Visual Resolve Graphics (VRG) Terms of Service (TOS) electronically or in writing, and/or by using VRG Services, payment of your package fee and deposits, you acknowledge that you have received, understood and authorize this agreement, regardless of whether you have actually read the content or not.
2. Description of Service
VRG produces customized visual brand identity design and provides 3rd party additional services such as printing, manufacturing and sign construction. VRG also produces and hosts websites and provides other website-related services (Projects) including, but not limited to: support and modification of Websites, e-commerce, web traffic building, database development, easy interface for updating the website (dynamic administrator control panels), e-mail accounts and additional Website related services. You are responsible for any payment included in VRG Services that may involve 3rd party fees including but not limited to: ISP, plugins, extensions, merchant account and gateway services. You are also responsible for all equipment and software necessary to access VRG’s Service. You understand that the Service may include certain communications from VRG such as notices, service announcements and newsletters.
3. Electronic Delivery Policy
VRG is a online-related business and transacts with its clients in person, over the phone and electronically. When you accept this TOS you consent to receive notices, agreements, disclosures or other communications (Notices) from VRG. All notices from VRG is effective when sent by VRG, regardless of whether you read the notice when you receive it or whether you actually receive the delivery.
Out of respect for your privacy, any information based in the way of a newsletter will offer you a way to unsubscribe in the email. If you wish to no longer receive our newsletters you may update the settings in your account, follow the instructions located in the email, or you may contact us at email@example.com. VRG will never sell your contact information or give it out to anyone unauthorized, and only utilizes it for our own usage.
5. Employee and Subcontractor Contracts
VRG, employees, contractors and partners are under agreement that all information is considered confidential. If a non-disclosure agreement is required, it is up to the client to provide such agreement.
6. Intellectual Property Policy
VRG respects copyright laws and the intellectual property of others. The client MUST be responsible for all artwork, trade names, photographs, and other materials supplied to and from VRG, Inc. for inclusion on the clients’ Projects. The client shall indemnify VRG, Inc. against any costs whatsoever in connection with the ownership of copyright or reproduction rights. The client shall have full liability for the consequences of the contents of their promotional content and media and/or site and it is up to the client to conduct its own due-diligence in approving any such content. Clients’ logos, artwork, graphics and supplied photographs remain the copyright of the customer. Any Projects produced by VRG remain the intellectual property, of VRG unless otherwise agreed. Copyright of any CGI or java scripts within any website produced by VRG will remain the property of VRG for the duration of the websites existence and shall not be modified or reused without the express permission of VRG. All domain names registered by VRG remain property of VRG under the umbrella that the domain is held within, until a transfer request has been purchased and made by the client.
7. Website Production and Hosting
a. Unacceptable Practices
VRG strives to offer the very best in service, and there are certain guidelines and policies that must govern our efforts and relationships with our clients. Practices that are in violation of these guidelines and policies are strictly forbidden and will result in the immediate termination of our service. Such decisions are at the sole discretion of VRG. Unacceptable practices include, but are not limited to:
Adult or pornographic material
Bulk e-mailing tools
Distribution of Internet viruses or other harmful or destructive activity
Gambling, gaming, lotteries, and like activities
Any objectionable content or language which VRG may deem to be harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, racist, misogynistic, bigoted or otherwise objectionable content or language
Illegal activities, such as Ponzi schemes, fraudulent charging of credit cards, copyright violations, plagiarism, software piracy, and all unauthorized use of materials or Content that infringes on third parties’ intellectual properties
Intentional or unintentional violations of any applicable local, state, national or international law
Reselling e-mail accounts or hosting accounts to third parties
Spamming and all other forms of unsolicited messages including, but not limited to: spam, pyramid schemes, chain letters, and junk e-mail
Links to other sites that are in violation of VRGs’ policies and guidelines
Other activities, whether lawful or unlawful, that VRG deems to be in poor taste or that reflect adversely on VRG or our other clients
As a VRG Client, you agree to conduct your business in a legal and professional manner. You understand that all information, data, text, software, music, sound, photographs, video, messages and other promotional material (Content) and/or Website is the sole responsibility of the Client. You are fully responsible for all Content and agree to hold VRG harmless in the event of any legal actions or claims brought by any party which may seek to include VRG as a co-defendant or Third Party for your content, or business practices. VRG retains the right to terminate any accounts that are in violation with the letter or spirit of these TOS.
b. Website Content Management
If the website is designed to be a dynamic website with a valid CMS (Content Management System) in place, you have the ability to update your contents and articles yourself and you will have access to editing tools for your Website. You may edit, add or delete Content to your Website at any time. With this understanding VRG may or may not pre-screen content. VRG shall have the right (but not the obligation) to pre-screen and refuse or remove any Content at its sole discretion. You agree that you bear all risks associated with the use of all content, whether edited or written by VRG or not, including any reliance upon accuracy, usefulness or completeness.
You acknowledge that VRG may access, preserve, and disclose your account information and content if required to do so by law or in a good faith belief that such access, preservation, or disclosure is reasonably necessary to comply with legal processes, enforce the TOS, provide customer service or protect the rights, property, or safety of VRG and the public.
c. Design, Promotionals and Website Construction Procedure
Upon receipt of the agreed upon deposit and payment plan, and with the help and input from the Client, VRG will prepare the appropriate custom design for the Project. The Client may submit content directly to the designer either personally or via e-mail. Once the layout and design is approved by the Client, the Project will move the the next phase in development until complete. VRG will not be held liable for accuracy of information, typos, or spelling errors in any of the content approved by the Client and published or developed. The Client understands that the Project may be delayed while waiting for the client’s response to any information requests.
VRG does not guarantee a time frame for completion of any Project, as content may continue to be submitted by the client throughout the design process. If Client continues to submit additional content over and above the agreed upon quote, this may increase the time frame and incur additional costs to the Client. If the Client does not submit complete Content and VRG is not able to start or complete the Project, the Client is still responsible for all fees incurred including, but not limited to, set-up, enhancement and (for websites), monthly hosting charges that begin accruing from date of sale.
d. International Use
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all laws regarding the transmission of technical data exported from Canada or the country in which you reside.
e. Change Requests During Design or Development Process
VRG agrees to develop a Project to specifications as per quoted in the original sale and original invoice. Any additions or changes requested outside of the scope of the original sale prior or after the Project being completed will be billed additionally. VRG is not obligated to complete Client requests or changes outside of the scope of work or the original invoice quote. If VRG does not agree to Client requests or changes, Client is still obligated to pay all fees incurred and due.
f. Website Hosting
VRG offers group Hosting under the VRG umbrella. Any hosted client websites are to remain in the control of VRG and will be billed on an annual basis, until such request have been made by written email, to move the website to the Clients’ own host account. Subject to the terms and conditions of this Agreement, Company will provide Web Hosting services for Client subject to the following terms:
1) Length of Service: Client agrees to an initial twelve (12) month contractual term of service (“Term”).
2) Cost: will be billed a certain amount per year depending on data and badwidth usage. VRG reserves the right to increase yearly Hosting fees when necessary, or in order to cover additional expenses to the wellbeing of your site.
3) VRG Hosting Packages Include:
Scheduled Backups (dependent on specific platform and hosting configurations)
Direct Phone Support to Hosting Company (contact VRG for information)
Basic Keyword SEO implementation
Unlimited Email Addresses
Unlimited Domain linking and Domain Forwarders
4) Website Hosting Packages Do NOT Include: (unless otherwise stated):
Website Maintenance including: plugin and extension updates, text edits, media uploads and optimization, or any incomplete / missing files after such website has been approved and gone live. Maintenance Contracts are available at an additional cost to allow VRG to handle your website maintenance and plugin updates.
Malware or Hacking cleanup (additional)
Website Security – See item g. below
IT services – Although we strive to do our best in providing you with information to set up your emails, and connect properly, we cannot troubleshoot every program or system out there. We recommend calling an authorized IT provider
Search Engine Registration. (additional)
Search Engine Optimization (SEO). (additional)
g. Website Maintenance and Security
Regardless of where the site is hosted, Website Maintenance and Security is the full responsibility of the Client. This includes but is not restricted to: All WordPress, Joomla, Plugin and Extension updates for Joomla and WordPress platforms. VRG offers no guarantee that your site will not be compromised or hacked at some point in time, and is out of our control. You agree to release VRG from any site downtime or loss of revenue due to your website being compromised. VRG will try to assist in getting it up and running again, but due to a high re-infection rate, will also recommend going through a website security company such as Sucuri or SiteLock that will offer ongoing security for your site. You will be billed additionally for all time spent relating to the fix of your compromised website and/or plugins that are not updated correctly. Note that occasional downtime may occur due to complications regarding your maintenance and security. Maintenance Contracts are available if you would like VRG to handle your website maintenance and plugin updates.
8. Force Majeure:
The client acknowledges and agrees that VRG will not be responsible or liable to the Client for any losses or damages sustained by the Client (which may include but not limited to physical, reputational or financial losses or damage) arising from any act of Force Majeure, which is an event or circumstance which is beyond the control and without the fault or negligence of the VRG and associated Providers and which by the exercise of reasonable diligence by the Provider was unable to prevent, provided that event or circumstance is limited to the following:
riot, war, invasion, act of foreign enemies, hostilities (whether war be declared or not) acts of terrorism, civil war, rebellion, revolution, insurrection of military or usurped power, requisition or compulsory acquisition by any governmental or competent authority;
ionizing radiation or contamination, radio activity from any nuclear fuel or from any nuclear waste from the combustion of nuclear fuel, radioactive toxic explosive or other hazardous properties of any explosive assembly or nuclear component;
pressure waves caused by aircraft or other aerial devices traveling at sonic or supersonic speeds;
earthquakes, flood, fire, blizzard, tornado, storm or other physical natural disaster, but excluding regular weather conditions regardless of severity; and
strikes at national level or industrial disputes at a national level, or strike or industrial disputes by labor not employed by the Provider, its subcontractors or its suppliers and which affect an essential portion of the Works but excluding any industrial dispute which is specific to the performance of the Works or this Contract.
9. Terms of Payment
Terms of payment are net 30 days. We reserve the right to revoke any services rendered and/or charge interest if payment is in arrears for more than 45 days.
VRG warrants that if you (the Client) are not satisfied with finalized design concepts, you will receive your deposit back, aside from any time, or hard costs incurred, based on $80 per hour. VRG makes no warranties or representations of any kind, whether expressed or implied for any 3rd party service it is providing including manufacturing, printing and website development. VRG also disclaims any warranty of merchantability for any particular purpose and will not be responsible for any damages that may be suffered by Client, including loss of data resulting from delays, hacking, non-deliveries or service interruptions by any cause or errors or omissions. Use of any information obtained by way of VRG is at the Client’s own risk, and VRG specifically denies any responsibility for the accuracy or quality of information obtained through its services. Connection speed represents the speed of an end-to-end connection. VRG does not represent guarantees of speed or availability of end-to-end connections.VRG specifically denies any responsibility for any damages arising as a consequence of such unavailability.
VRG may terminate this Agreement at its sole discretion upon the occurrence of one or more of the following events: 1) failure to comply with any provisions of the Agreement upon receipt of written notice from VRG of said failure, 2) appointment of Receiver or upon the filing of any application by Client seeking relief from creditors, 3) upon mutual agreement in writing of VRG and the Client.
The Client shall indemnify and hold VRG harmless from and against any and all claims, judgments, awards, costs, expenses, damages and liabilities (including all attorney fees) of whatsoever kind and nature that may be asserted, granted or imposed against VRG or its’ employees, and contractors directly or indirectly arising from or in connection with the Client’s marketing or support services of the product or services or the unauthorized representation of the product and services or any breach of this Agreement by the Client.
This document will be considered approved upon any new project requests, payments and hosting renewals. If you are not satisfied with this document, cease business with VRG immediately.
These Terms may be modified from time to time. The date of the most recent revisions will always be listed at the top of this document or at https://www.visualresolvegraphics.com/wp-content/uploads/2016/03/VRGTermsofService.pdf.
It is up to the client to stay informed on the latest Terms of Service. You’ll agree to accept any changes or revisions to the Terms by continuing to use Visual Resolve Graphics.
We welcome any questions, concerns and feedback you might have about these Terms. Please contact VRG at 403-342-0122 if you have any questions regarding your account, projects or this document.