Website Designing and
Hosting Agreement
ocstoc Legal Agreements
This Website Designing and Hosting Agreement can be used by a Customer
who wishes to have his Website designed, and also, who is willing to
procure Hosting services from a Provider.
ALL INFORMATION AND FORMS ARE PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED
WARRANTY, INCLUDING AS TO LEGAL EFFECT OR COMPLETENESS. They are for guidance and should be
modified by you or your attorney to meet your specific needs and the laws of your state. Use at your own
risk. Docstoc, its employees or contractors who wrote or modified any form, are NOT providing legal or any other
kind of advice and are not creating or entering into an Attorney-Client relationship. The information and forms
®
are not a substitute for the advice of your own attorney. Subject to our Terms of Service
(http://www.docstoc.com/popterm.aspx?page_id=15). See back cover page and read more here
(http://www.docstoc.com/popterm.aspx?page_id=114) for additional disclaimers and more. This document is
not approved, endorsed by, or affiliated with any State, or governmental or licensing entity.
Entire document © Docstoc, Inc., 2010, 2011
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Attorney Drafted
WEBSITE DESIGNING AND HOSTING AGREEMENT
THIS WEBSITE DESIGNING AND HOSTING AGREEMENT (hereinafter “Agreement”) is
made as of ____ [Month] ____ [Date], 20____, by and between ________________________
[Instruction: Insert the name of provider], having address at _________________________
[Instruction: Insert address of the provider] (hereinafter “Provider”), and
________________________ [Instruction: Insert the name of customer] having address at
_________________________ [Instruction: Insert address of the customer] (hereinafter
“Customer”). The Provider and the Customer may individually be referred to as “Party”, or,
collectively as “Parties”.
WHEREAS, Provider is engaged in designing and hosting of electronic data and documents
(hereinafter “Web Site”);
WHEREAS, Customer desires to use the services of Provider for designing and hosting of
his Web Site for advertising or conducting lawful business activity on the internet;
WHEREAS, Provider wishes to enter in this Agreement to perform such services on the
terms and conditions set forth herein;
NOW, THEREFORE, in consideration of the mutual promises, covenants, warranties, and
other good and valuable consideration as set forth herein, and intending to be legally bound, the
Parties hereto agree as follows:
1. DESCRIPTION OF SERVICES
Provider shall conduct design and implementation services as well as optional services as
chosen by Customer from amongst a listing of service options currently available and listed
by Provider at _________________ [Instruction: Insert the website of provider] Customer
shall submit a written request (by U.S. mail, electronic mail or by facsimile) to Provider
detailing the services that the Customer desires (the “Initial Service”). Services shall
generally include the following: graphical design, conversion of conventional media into
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electronic form, design of HTML code for document formatting, an internet account to host
the implemented Web Site, help with submission of Web Site identification address to search
engines. The Initial Services may be extended or modified, at the electronic written request
of Customer, to encompass design work that is in addition or in deviation to those outlined
by Customer as the Initial Services (the “Additional Service”).
2. LAUNCH DATE
The projected launch date of the Web Site is ____ [Month] ____ [Date], 20____,
provided the Customer provides Provider with all necessary materials and support personal.
Customer understands that any delays in providing all necessary materials and support
personal will prolong the launch date of the Web Site.
3. PAYMENT
Payment shall be made by credit card, cash, check, or money order, in US dollars, made
payable to Provider. All monthly hosting fees contracted will commence monthly billing on
the first of the month after contract is received by Provider and domain is registered or
transferred. All prices are subject to change with ___________ (___) [thirty (30)]day written
notice to Customer. The charge for Additional Services, as mentioned in paragraph 1 above
shall be billed at the per hour rate listed by Provider under the heading of “Additional
Services” on _________________ [Instruction: Insert the website of provider]
4. DELINQUENT PAYMENT PENALTIES
Provider reserves the right to render the site inaccessible if monthly invoices are delinquent
by ___________ (___) [◊ fifteen (15)] days or more. Also, the customer support center will
remain inaccessible until all outstanding invoices are paid in full. In the event that the
Customer's invoices are delinquent for a period of ___________ (___) [forty five (45)] days
or more, the Provider reserves the right to terminate this Agreement under the provisions as
mentioned in paragraph 12 below.
Customer agrees to pay any and all federal, state, or municipal sales or excise taxes that may
apply to the contracted services provided by Provider. Should Provider be found to accrue
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any of these taxes in direct relation to the Customer, the amounts of those taxes will appear
as an adjustment to the prices as mentioned in Paragraph 3above.
5. LIMITATION OF LIABILITY
Provider makes no warranties of any kind, whether expressed or implied, for his services.
Provider specifically disclaims any implied warranties of merchantability or fitness for any
particular purpose. Provider will not be responsible for any losses or damages resulting from
delays, non-deliveries, mis-deliveries, service interruption, downtime, or Customer’s errors
or omissions. In the event that through his own negligence Provider fails to provide services,
Provider’s total liability will be limited to the refund of Customer’s monthly service fee for
the month during which interruption occurred, prorated according to the actual time for
which Provider failed to provide services. Downtime for regularly scheduled maintenance of
Provider’s network shall not be considered failure to provide services. Provider shall have no
liability for failure to provide services resulting from the acts or omissions of third parties.
Provider will not under any circumstances be responsible for consequential damages,
including, but not limited to, any consequential damages arising from Provider’s failure to
provide services in accordance with this Agreement.
6. INDEMNIFICATION
Customer agrees to indemnify, defend and hold Provider harmless from and against all
claims, suits, proceedings, expenses, losses, liabilities, or damages (collectively “Claims”)
arising from the use of services pursuant to this Agreement. This includes but is not limited
to:
a. Claims of third parties, including patrons of Customer, arising out of, resulting from,
or related to Customer’s negligence or any other use of the Web Site by Customer.
b. Any Claims for libel, slander, invasion of privacy, or infringement of copyright for
materials provided by Customer and posted by Provider or posted by Customer.
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Customer agrees to defend Provider against any such Claim he is legally liable for and to
pay, without limitation, all litigation costs, reasonable attorney’s fees and court costs,
settlement payments, and any damages awarded or resulting from any such Claim. Provider
agrees to indemnify, defend and hold harmless the Customer against all claims, suits,
proceedings, expenses, losses, liabilities, or damages (collectively “Claims”) arising from the
use of services pursuant to this Agreement. This includes but is not limited to:
a. Claims of third parties, arising out of, resulting from, or related to Provider’s
negligence.
b. Claims for libel, slander, invasion of privacy, or infringement of copyright for
materials provided by and posted by Provider. Provider agrees to defend the
Customer against any such Claim he is legally liable for and to pay, without
limitation, all litigation costs, reasonable attorney’s fees and court costs, settlement
payments, and any damages awarded or resulting from any such Claim.
7. OFFENSIVE OR ADULT MATERIALS
Provider exercises no control over material available from the internet including material
accessed through the Provider’s network. Some material may be considered offensive or
adult in nature. All responsibility for access to material is with the Customer. Provider may
refuse to host and/or design any web page or site it so chooses. Customer hereby releases and
agrees to indemnify Provider from all claims resulting out of the Customer’s Web Site
content, unless intentionally placed there by someone in direct employment of Provider.
8. OWNERSHIP OF INTELLECTUAL PROPERTY
Copyright to the finished assembled work of web pages produced by Provider is owned by
Provider. The Customer is assigned rights to use as a web site the design, graphics, and text
contained in the finished assembled web site. Rights to photos, graphics, work-up files, and
computer programs are specifically not transferred to the Customer, and remain the property
of Provider. Provider and its subcontractors retain the right to display graphics and other web
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design elements as examples of their work in their respective portfolios. Source code,
graphics and text provided by Customer, is owned by Customer.
9. USEBYCUSTOMER
Customer agrees and represents to Provider that Customers use of the Web Site shall be for
lawful activities only.
10. LAWSAFFECTINGELECTRONICCOMMERCE
From time to time governments enact laws and levy taxes and tariffs affecting internet
electronic commerce. The Customer agrees that the Customer is solely responsible for
complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend
Provider and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the
Customer’s exercise of internet electronic commerce.
11. TERMANDTERMINATIONOFAGREEMENT
The term of this Agreement shall be one year from the day and year first written above unless
terminated pursuant to the provisions of this paragraph 12.
Customer may terminate this Agreement without cause. If Customer chooses for any reason
to terminate this Agreement prior to the term as listed above, the Customer agrees to
reimburse Provider for any outstanding invoices due and for any services provided but
unbilled as of the date of termination.
Provider may terminate this Agreement at any time without cause and in such event,
Customer will not be liable for any additional costs under this Agreement. However, in the
event Provider terminates this Agreement for the reasons as specified in paragraph 4,
Customer shall remain liable for any invoices unpaid and for any services provided and
unbilled at the time of termination.
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12. WAIVER
Failure to invoke any right, condition, or covenant in this Agreement by either Party shall not
be deemed to imply or constitute a waiver of any rights, condition, or covenant and neither
Party may rely on such failure.
13. HEADINGS
The various headings and titles used in this Agreement are for convenience only and shall not
affect the interpretation of any of the provisions of this Agreement.
14. COUNTERPARTS
This Agreement may be executed in counterparts, all of which when taken together shall be
deemed a fully executed original.
15. SEVERABILITY
If any part of this Agreement is unenforceable, the unenforceable part shall be construed to
reflect as nearly as possible, the original intentions of the Parties. However, the other
provisions of this Agreement shall remain in full force and effect.
16. AMENDMENT
No amendment, modification or extension of this Agreement shall be valid and binding on
the Parties unless in writing and signed by both Parties.
17. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement of the Parties with regard to the subject
matter hereof, and replaces and supersedes all other agreements or understandings, whether
written or oral.
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18. GOVERNING LAW
This Agreement shall be construed according to and governed by the laws of Iowa without
regard to the conflicts of laws or provisions thereof.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed the day and
year set forth above.
PROVIDER CUSTOMER
____________________ ____________________
Signature of Provider Signature of Customer
_________________________ __________________________
Printed/typed name of Provider Printed/typed name of Customer
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Note: Carefully read and follow the Instructions and Comments contained in this document for
your customization to suit your specific circumstances and requirements. You will want to
delete the Instructions and Comments from open bracket (“[“) to close bracket (“]”) after
reading and following them. You (or your attorney) may want to make additional modifications
to meet your specific needs and the laws of your state
◊Where within this document you see this symbol: ◊ or an instruction states “Insert any number you choose◊,”
or something similar, or there is a blank for the user to complete, please note that although Docstoc believes the
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information or number should be, you might want to verify this, including by consulting with your own attorney
practicing in your state, and be reasonable.
INFORMATION AND FORMS ARE PROVIDED "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTY
OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT OF
INTELLECTUAL PROPERTY, OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL
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WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS
INTERRUPTION, LOSS OF INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE
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Your use of this document is deemed to be your agreement to the foregoing, the disclaimers on the cover page,
and that you have read and agree to our Terms of Service
(http://www.docstoc.com/popterm.aspx?page_id=15), as well as our disclaimer that Legal information is not
legal advice, and the important content available here: Read More
(http://www.docstoc.com/popterm.aspx?page_id=114)
“Docstoc is unable to and does not provide legal advice, and please further note that laws change and are
regularly amended, therefore, the names and section numbers of statutes within this document may not be
100% correct as they may be partially or wholly out of date and some relevant ones may have been omitted or
misinterpreted. You may wish to consult with your own attorney practicing in your state to confirm the
accuracy of statutory references."
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