Site Minions Agency
Terms of Services
By using the Site Mininons Agency, you agree to be bound by the following terms and conditions. Site Mininons Agency reserves the right to change the Terms and Conditions at any time without notice, and your continued use of Site Mininons Agency constitutes your consent to such changes.
1. DESCRIPTION OF SERVICES. Site Minions will provide an ongoing set of online services, including website design, copy and editorial development, search engine optimization, and website updates as described on the signup page for each specific service.
2. LIMITATIONS OF SCOPE. Site Minions will not be responsible for work that is beyond the scope of services set forth in the subscription plan in effect at the time Client initiates the service. Any changes to the scope of services will not be effective unless approved by both parties.
3. MANAGEMENT RESPONSIBILITY. Site Minions will provide certain tools, methods, and resources to Client that are intended to help Client grow and build its business. However, Client is fully and exclusively responsible for its own business performance and Client satisfaction. In addition, Client has full and exclusive responsibility for understanding and ensuring compliance with any regulatory, legal, or contractual obligations related to Client’s business, including without limitation, data held by Client and its Clients, information provided by Client to Clients and/or other third parties and any safeguarding and security measures that may be required. Site Minions may participate in implementing needed systems services and functions, but Client is solely responsible for the final outcomes, actions taken, and results produced.
4. PAYMENT FOR SERVICES. For Websites: Client will be charged their Website Build Fee according to the payment terms in their quote; they will be charged their Support and/or Platform Fee starting immediately after completion of the website build and recurring every thirty (30) days thereafter.
For all Other Services:
The date that Client signs up for their initial recurring service with Site Minions — not including Website Builds — is their “Billing Cycle Date.”
Some services have a one-time Setup Fee which will be charged upon signup (on the initial Billing Cycle Date). For services without a one-time Setup Fee, Client will be charged their Monthly Recurring Fee once Site Minions’s work on a service has commenced (the first charge will be prorated for the month based on the Billing Cycle Date); Client will then be charged their Monthly Recurring Fee in full starting on the next Billing Cycle Date.
If Client opts for a Yearly Recurring Fee for services, they will be charged the full Yearly Recurring Fee upon signup, with subsequent years’ charges on the same date. For all services with One-time Fees and no Monthly Recurring Fee, Client will likewise be charged the full amount upon signup.
Invoices will be generated for every charge, and payment will be made by Client via automated credit card transactions. Site Minions reserves the right to discontinue all services if past due balances are left unpaid for 2 weeks or more and to collect late-payment charges of 5% per month on those balances.
5. COPYRIGHT. All content produced by Site Minions in accordance with Client’s website subscription — including copywriting, graphic design, and WordPress code — is copyrighted by Site Minions and shall remain the exclusive property of Site Minions until Client has paid in full for their Website Build Fee.
After the Client has paid in full for their Website Build Fee, they may take possession of all content at any time — including copywriting, graphic design, and WordPress code — to be used indefinitely by Client for their company website and/or other marketing collateral without infringement on Site Minions’s copyrights. The usage will be restricted to the Client company only, and Client does not have any rights to resell, license, or otherwise allow 3rd-party use of the content.
Site Minions provides three options for sending copyrighted website material to Client upon request: content export, full website backup file, full website backup file with managed migration.
6. CLIENT ACCOUNT. For the duration of the subscription to Site Minions’ services, Client agrees not to take any action that would expose Site Minions Agency or other Site Minions’s clients to any undue risk, including but not limited to uploading malware or other malicious code, or attempting to disrupt, disable, or impair Site Minions services or products. Each Client will have access to a Client Company account wherein individual Client user accounts can be created. Each Client user is solely responsible for the confidentiality, security, and management of their own user account and agrees to accept responsibility for all activities that occur under the account, including but not limited to communications sent or received, services subscribed to, or payments made. If any unauthorized personnel gains access to a Client user account, the authorized user or a Client Company representative will notify Site Minions as soon as practicably possible upon learning of said access. Each Client user will take reasonable steps to ensure the security of their user account, including maintaining confidentiality of their user account password.
7. LINK. Customer hereby acknowledges and agrees that Site Minions shall have the right to use the name of Client, including the Client Web Site, for reference as a customer of Site Minions services for referral and marketing purposes.
8. TERM/TERMINATION. Except for reasons of non-performance by either party, this Agreement shall remain in effect until formally terminated in writing by either party. Site Minions will start Client’s subscription billing in accordance with the payment terms below, and any recurring billing shall automatically renew for subsequent one (1) month periods.
Termination of this Agreement and subsequent billing requires a formal written or email notice delivered by Client to Site Minions at least thirty (30) days prior to the desired date of termination. Repeated failures by Client to make payment by billing due dates gives Site Minions the option to immediately terminate this Agreement.
Upon the termination or expiration of this Agreement for non-payment or non-performance by Client, (i) all licenses granted by Site Minions to Client hereunder shall automatically terminate and Client shall immediately cease their use of the licensed content, licensed plugins, and any marketing collateral provided by Site Minions, and (ii) Client’s right to any and all services afforded to them by Site Minions shall automatically terminate.
If your website subscription has not been paid in full at the time of its termination, Site Minions will maintain an archived copy of all content — including copywriting, graphic design, and WordPress code — for six (6) months. All content associated with the canceled website subscription will be permanently deleted after that six (6) month period has ended.
9. MODIFICATIONS TO SERVICES AND PRICING. Site Minions reserves the right to modify or discontinue, either temporarily or permanently, any part of our services at any time by posting updates to our website. We may redesign certain services because we think they would be better, or we may stop accepting new signups to a service.
Sometimes we change the pricing of our services. We usually exempt existing customers from those changes, but we may choose to change pricing for existing customers in certain situations. If we do, we will provide at least 30 days’ notice via your email address on record.
10. ACCEPTABLE USE. As part of the subscription to Site Minions services, Site Minions may provide services which are delivered by third parties and billed to Site Minions. Site Minions reserves the right to monitor the usage of these services, and, in the event that the usage is deemed excessive, to contact the Client to advise of the excessive usage, and to make arrangements to either decrease the usage of the relevant service(s), to bill the Client, in whole or in part, for the services delivered, or to throttle, suspend or terminate the use of the service.
11. WARRANTY. Site Minions shall provide its services and meet its obligations under this Agreement in a timely and professional manner, using knowledge and skills consistent with generally acceptable standards in Site Minions’ industry, and will provide a standard of care based on commercially reasonable efforts. The services and all products provided as part of the services are provided “as is”, and Site Minions disclaims, and Client waives, any warranties, express or implied, as to the merchantability, fitness for a particular use or purpose, title, non-infringement, or any other warranty, condition, guaranty or representation related to the services. Site Minions does not warrant that the software or any products or services provided hereunder will be uninterrupted or error-free. Under no circumstances, including negligence, shall the Company be liable for any direct, incidental, special, or consequential damages or otherwise, including any damages that result from the use of or inability to use the Website. The Company shall not be responsible for any damages whatsoever that result from mistakes, omissions, interruptions, deletion of files, errors, defects, delays in operation or transmission, or any failure of performance.
12. LIMITATIONS OF LIABILITY. Except to the extent finally determined to have resulted from the gross negligence or intentional misconduct of Site Minions, Site Minions’s liability to pay damages for any losses incurred by Client as a result of breach of contract, negligence, or other tort committed by Site Minions, regardless of the theory of liability asserted, is limited to no more than the total amount of the most recent three (3) months of base fees paid under this agreement. In any case, Site Minions and its licensors will not be liable for lost profits or any consequential, indirect, punitive, exemplary, or special damages. In addition, Site Minions shall have no liability to Client arising from or relating to any third-party hardware, software, information or materials. Site Minions is also not liable for direct or indirect damages created by viruses, hackers, or other malicious or accidental destruction of systems or data, though Site Minions will attempt to prevent or minimize exposure to such risks.
13. INDEMNIFICATION. Subject to the provisions hereof, Client shall indemnify, defend and hold harmless from and against any and all amounts payable under any judgment, verdict, court order, or settlement for third party claims brought against Site Minions and its licensors arising from products or services related to this Agreement. Conversely, Site Minions shall indemnify, defend and hold harmless from and against any and all amounts payable under any judgment, verdict, court order, or settlement for third party claims brought against Client arising from the gross negligence or intentional misconduct of Site Minions.
14. GOVERNING LAW. You agree that these Terms and Conditions shall be treated as though they were executed and performed in the State of California (US) and shall be governed by and construed in accordance with the laws of California (without regard to conflict of law principles). All legal proceedings arising out of or in connection with these Terms and Conditions or any other agreement related to the use of Site Minions services shall be brought solely in California. Site Minions Agency. 30650 Rancho California Rd, Suite D406-447, Temecula CA 92591.