This agreement is made between Client Name, as defined above (the “Client”) and Mission Minded (the “Agency”) for the provision of ad hoc website maintenance services. The agreement covers ad hoc maintenance requests and special or urgent requests, as described below.
1. Scope of Services
1.1 Ad Hoc Maintenance Requests
The Client may submit ad hoc maintenance requests for tasks that include, but are not limited to:
- Fixing broken links, forms, or buttons
- Resolving plugin or functionality conflicts
- Regular performance optimizations
Each request will be prioritized and handled based on complexity and availability. Work will be billed at the hourly rate of $300/hour, tracked in 15-minute increments.
Distinction Between Ad Hoc Maintenance and New Web Projects
- Ad Hoc Maintenance Requests are routine tasks required to keep the website functioning without significant changes to its structure or design.
- New Web Projects involve creating new features, sections, major design overhauls, integrations, or significant changes that go beyond routine maintenance. These will require separate scoping and budgeting.
Examples of New Web Projects include:
- Adding new sections or pages with custom layouts
- Integrating third-party applications or tools
- Major content overhauls or redesigns
- Extensive custom development
2. Special or Urgent Requests
For any special or urgent requests, such as immediate bug fixes, emergency support, or additional website support, the Client will receive priority service.
- Urgent Requests: The Client is asked to provide at least five (5) business days’ notice for urgent requests whenever possible. While Mission Minded aims to respond quickly, not all urgent requests can be completed within an hour or two, as timing will depend on complexity.
- Outside Business Hours: Urgent requests made outside regular business hours hours will be addressed on the next business day.
3. Billing and Payment
All ad hoc maintenance tasks and special or urgent requests will be billed at the rate of $300/hour in 15-minute increments.
- Invoices will be issued on the 15th of each month
- Payments are due within 15 of receipt.
- Late payments may result in the suspension of services. Mission Minded reserves the right to charge a late fee of 1.5% per month for any invoice unpaid after 30 days.
- Payments should be made via the ACH (Automated Clearing House) payment links provided on monthly invoices.
4. Termination & Final Payment
This agreement will commence on 11/23/2024 and continue on an ongoing basis. Either party may terminate the agreement with 30 days’ written notice. Mission Minded will continue to provide ad hoc website maintenance services through the month of the requested cancellation and invoice for such services as final payment. Any work completed prior to termination will be billed according to the terms of this agreement. Final payment for these services will be due upon receipt of the final invoice.
5. Client Responsibilities
The Client agrees to provide Mission Minded with all necessary access, information, and approvals required to perform maintenance services. Any delays caused by the Client’s failure to provide this information may result in adjusted timelines and additional costs.
Contact Person
The Client will designate a Contact Person who will serve as Mission Minded’s primary point of contact for coordinating any work identified. If no task-specific contact person is named in relation to a task, Mission Minded’s developers will follow up with the designated Contact Person for further coordination.
Request Submission
All ad hoc and urgent requests must be submitted through the form on Mission Minded’s website. Requests will be addressed in the order received based on priority and availability.
6. Limitation of Liability
Mission Minded will not be liable for any damages, losses, or issues caused by third-party plugins, hosting providers, or other external factors beyond the scope of routine maintenance. The Client agrees that Mission Minded is not responsible for any lost revenue, data loss, or website downtime arising from such issues.
7. Force Majeure
Neither party will be held liable for any delay or failure in performance under this agreement caused by events beyond reasonable control, including but not limited to natural disasters, power outages, or third-party service interruptions (e.g., hosting provider downtime).
8. Indemnification
The Client agrees to indemnify and hold harmless Mission Minded from any claims, damages, or expenses arising from the use of third-party tools, content provided by the Client, or actions taken by the Client that result in legal action or disputes.
9. Intellectual Property and Ownership
Mission Minded retains ownership of any proprietary code, plugins, or tools developed specifically for the Client’s website. Upon termination of this agreement, the Client will retain ownership of any content or custom work paid for in full. Any proprietary tools or custom code developed by Mission Minded remain the property of the Agency.
10. Exclusion of Warranties
Mission Minded makes no warranties, express or implied, regarding the performance or security of third-party plugins, themes, or integrations used on the website. The Client understands that while Mission Minded will take reasonable steps to ensure website uptime and functionality, no guarantees are made regarding the performance or security of third-party services.
11. Dispute Resolution
Any disputes arising from this agreement will be resolved through mediation or binding arbitration, rather than litigation. Both parties agree to engage in good-faith negotiations before pursuing legal action.