The BottiVerde Group Inc.

Web Site Design
and Maintenance Agreement
The BottiVerde Group Inc.

1215 Soderlind Street
Ottawa, Ontario  K2C 3B6


(To be used in conjunction with the Web Site Planning Worksheet.)

Contact Name __________________________________________________ 

Phone _________________________  FAX __________________________

Company/Client ________________________________________________ 

Address _______________________________________________________


City _____________________ Province _____ Postal Code ____ ____

E-mail address _________________________________________________

Present WWW URL (if any):


ISP Username ____________________ Password _____________________

  1. Authorization.

    The above-named Company or Client ("Client") is engaging The BottiVerde Group Inc., a federally incorporated company, located at 1215 Soderlind Street, Ottawa, Ontario, K2C 3B6, as an independent contractor for the specific project of developing and/or improving a World Wide Web site to be installed on the Client's Web space on some Internet Service Provider's computer. The Client hereby authorizes The BottiVerde Group Inc. to access this account, and authorizes the Internet Service Provider to provide The BottiVerde Group Inc. with "write permission" for the Client's Web page directory, cgi-bin directory, and any other directories or programs which need to be accessed for this project. The Client also authorizes The BottiVerde Group Inc. to publicize their completed Web site to Internet search engines, as well as other Internet directories and indices.

  2. Standard Web site Package Elements.

    The BottiVerde Group Inc. includes the following elements in their Standard Web site Packages:

    • Text Content is to be supplied by the Client. Text content may consist of up to 200 words per Web page where not supplied via 3.5" computer diskette or electronic mail. Text content exceeding 1,200 words of text may be subject to additional fees. Text content must be presented as a final version ready for publishing. Text content may be supplied in draft form but will incur additional editorial fees.
    • Links to external pages, up to an average of 2.5 per page.
    • Custom Graphics Package to include a Masthead graphic on the first page; a top-of-page graphic for all other pages in the Client Web site; and various emphasis elements (viz lines and bullets, and colored and textured background). The Masthead will be in the form of a simple custom graphic incorporating the company logotype of the Client. As with other graphic elements the company logotype will be supplied by the Client in a form suitable for displaying on the Web.
    • Photos and other miscellaneous graphic images as supplied by the Client (up to an average of 1.3 per page), in addition to the Masthead and top-of-page graphic. Graphic images must be supplied in a "ready to use" form that is suitable for displaying in a graphical Web browser, in GIF or JPEG format. Graphic images may be supplied in other forms but will incur additional fees for conversion to GIF or JPEG and the quality of the result cannot be guaranteed.
    • Installation of Web pages on an Internet Service Provider host computer of the Client's choosing.
    • Minor updates and changes to existing Web pages for six months. Includes up to one hour per page in total, subject to the limits outlined below. Additional changes will be billed at the hourly rate.
    • Site publicity registration to no less than ten of the major Web search engines (viz Yahoo, AltaVista, InfoSeek, WebCrawler, Lycos, HotBot).
    • Legal link to be included on each Web page to a page giving terms of use, copyright notices, and other legal information. The content of the target page will be supplied by the Client. The BottiVerde Group Inc. will not undertake to edit the content of this page content.
  3. The Content.

    The content of the Web pages will be supplied by the Client and executed as specified by the Client in the "Web site Planning Worksheet" dated _______________.

    This Web site includes up to ___________ Web pages.

    In case the Client desires additional standard Web pages beyond the original number of pages specified above, the Client agrees to pay The BottiVerde Group Inc. an additional $_______ for each additional Web page.

    Graphics or photos beyond the allowed average of 1.3 per Web page shall be billed at an additional $____ each. Transparencies incur an extra charge of $_____ each. Where custom graphic work (beyond the scope of the "Custom Graphics Package" detailed above) is requested, it will be billed at the hourly rate specified below.

  4. Maintenance and Hourly Rate.

    This agreement includes minor Web page maintenance to regular Web pages over a six-month period up to an average of one hour per regular page, including updating links and making minor changes to the text content. Substantial changes to page content will be billed at the rate of $_____ per hour. If the Client or an agent other than The BottiVerde Group Inc. makes changes the Client's pages, the time required to return the pages to their original form will be assessed at the rate of $_____ per hour, and is not included as part of time allowed for the six-month maintenance period. The six-month maintenance period commences upon the date the Client signs this contract. Changes requested by the Client beyond those limits will be billed at the rate of $_____ per hour.

  5. Changes to Submitted Text.

    Please send us your final text. Time required to make substantive changes to Client submitted text after the Web pages have been constructed will be billed at the rate of $_____ per hour.

  6. Internet Services.

    The Client understands that internet services require a separate contract with an Internet Service Provider (ISP) of the Client's choosing. The Client agrees to select an ISP which allows The BottiVerde Group Inc. full access to the Web site and a cgi-bin directory via ftp and telnet.

  7. Completion Date.

    The BottiVerde Group Inc. and the Client must work together to complete the Web site in a timely manner. We agree to work expeditiously to complete the Web site no later than _________________________.

    If the Client does not supply The BottiVerde Group Inc. complete text and graphics content all Web pages contracted for within six weeks of the date this contract was signed, the entire amount of the contract becomes due and payable. If the Client has not submitted complete text and graphics content within two months after signing of this contract, an additional continuation fee of 10% of the total contract price will also be assessed each month until the Web site is advertised.

  8. Payment of Fees.

    Fees to The BottiVerde Group Inc. are due and payable on the following schedule: 50% upon signing this contract, 50% when the Web pages have been constructed according to the Client's original written specifications. If the total amount of this contract is less than $600, the total amount shall be paid upon signing this contract. In case the Client has not secured Web space on an Internet Service Provider computer by the time the Web pages are completed, the Web pages may be delivered to the Client on diskette or attached to an e-mail message. Advertising the pages to Web search engines and updating occur only after the final payment is made and the Web site is publicly reachable.

  9. Assignment of Project.

    The BottiVerde Group Inc. reserves the right to assign subcontractors to this project to insure the right fit for the job as well as on-time completion.

  10. Legal.

    The BottiVerde Group Inc. does not warrant that the functions contained in these Web pages or the Internet Web site will meet the Client's requirements or that the operation of the Web pages will be uninterrupted or error-free. The entire risk as to the quality and performance of the Web pages and Web site is with Client. In no event will The BottiVerde Group Inc. be liable to the Client or any third party for any damages, including any lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate these Web pages or Web site, even if The BottiVerde Group Inc. has been advised of the possibility of such damages.

    Delinquent bills will be assessed a $25 charge if payment is not received within 10 days of the due date. If an amount remains delinquent 30 days after its due date, an additional 5% of interest will be added for each month of delinquency. The BottiVerde Group Inc. reserves the right to remove Web pages from viewing on the Internet until final payment is made. In case collection proves necessary, the Client agrees to pay all fees incurred by that process.

  11. Copyrights and Trademarks.

    The Client represents to The BottiVerde Group Inc. and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to The BottiVerde Group Inc. for inclusion in Web pages are owned by the Client, or that the Client has permission from the rightful owner to use each of these elements, and will hold harmless, protect, and defend The BottiVerde Group Inc. and its subcontractors from any claim or suit arising from the use of such elements furnished by the Client.

  12. Laws Affecting Electronic Commerce.

    From time to time governments enact laws and levy taxes and tariffs affecting Internet electronic commerce. The Client agrees that the Client is solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend The BottiVerde Group Inc. and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the Client's exercise of Internet electronic commerce.

  13. Copyright to Web Pages.

    Copyright to the finished collection of Web pages produced by The BottiVerde Group Inc. is owned by The BottiVerde Group Inc. Upon final payment of this contract, the Client 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, source code, work-up files, and computer programs are specifically not transferred to the Client, and remain the property of their respective owners. The BottiVerde Group Inc. and its subcontractors retain the right to display graphics and other Web design elements as examples of their work in their respective portfolios.

  14. Sole Agreement.

    The agreement contained in this "Web site Design and Maintenance Agreement" constitutes the sole agreement between The BottiVerde Group Inc. and the Client regarding this Web site. Any additional work not specified in this contract must be authorized by a written change order. All prices specified in this contract will be honored for six (6) months after both parties sign this contract. Continued services after that time will require a new agreement.

    This agreement becomes effective only when signed by The BottiVerde Group Inc. Regardless of the place of signing of this agreement, the Client agrees that for purposes of venue, this contract was entered into in the Regional Municipality of Ottawa-Carleton, Ontario, and any dispute will be litigated or arbitrated in the Regional Municipality of Ottawa-Carleton, Ontario.

  15. Initial Payment and Refund Policy.

    The total amount of this contract, totaling items detailed in Paragraphs 4 and 5 above, is $______________

    This agreement begins with an initial payment of $_____________. If the Client halts work and applies by registered letter for a refund within 30 days, to The BottiVerde Group Inc., 1215 Soderlind Street, Ottawa, Ontario, K2C 3B6, phone (613) 829-0524, work completed shall be billed at the hourly rate stated above, and deducted from the initial payment, the balance of which shall be returned to the Client. If, at the time of the request for refund, work has been completed beyond the amount covered by the initial payment, the Client shall be liable to pay for all work completed at the hourly rate stated above. No portion of this initial payment will be refunded unless written application is made within 30 days of signing this contract.

The undersigned agrees to the terms of this agreement on behalf of his or her organization or business.

On behalf of the Client:

_______________________________________ Date ________________

On behalf of The BottiVerde Group Inc.

_______________________________________ Date ________________


© Copyright 1996, The BottiVerde Group Inc.®