Initiating the Microtronix ESolutions, LLC project process or using our services implies your acceptance of these terms. Microtronix ESolutions, LLC reserves the right to modify this Agreement and will notify the client via email if any changes to the agreement are made. If you do not agree to these terms and conditions, please notify Microtronix ESolutions, LLC in email via our contact form to terminate your account. Continued use of the service shall constitute your approval. Client represents and warrants to Microtronix ESolutions, LLC that he/she is eighteen (18) years of age or older or is another type of legal entity, such as a corporation, individual or small business.
BILLING TERMS
Invoices not paid in full within 3 days of the due date will be considered late. Invoices not paid in full within 5 days past their due date may result in account suspension and or termination. All web sites and client work stored by Microtronix ESolutions, LLC or on one of our servers will be removed from our systems once any invoice is not paid in full and 5 days past the due date.
THEME TERMS
If you choose to purchase a theme from Theme Forest, you are purchasing a license to use that theme. The license you buy allows different rights to use theme in different ways. Explained here: Theme Forest Terms– Microtronix ESolutions, LLC are not charging you for this theme creation or theme you bought, as we did NOT create any theme’s bought from Theme Forest. The particular theme you choose belongs to it’s respectable author at Theme Forest, NOT to Microtronix ESolutions, LLC.
** There are the regular and extended licenses, explained here: Licenses
Make sure to go through them and understand your rights, as we abide by them to the fullest.
Users are NOT charged for the theme they bought from Theme Forest. Users are only charged for our time customizing, installing content management system, adding content etc. (more listed below) that particular theme. Such customization, but not limited to, are listed below:
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Installation of CMS (WordPress, Drupal or Joomla, or other)
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Adding content to CMS
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Modifications (Programming or Coding)
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SEO
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Adjusting color scheme, text font, tables, buttons, images, sections, sliders, column layouts, message box styles, pull quotes, block quote styles, video portfolio, typography, sitemap, testimonials, tabs, list styles, drop caps, widgets, dividers and any other applicable styles or features as necessary.
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Updating CMS (WordPress, Drupal or Joomla, or other)
DOMAIN NAME AND HOSTING REGISTRATION TERMS
All terms set forth in our Hosting Terms and Conditions apply to this agreement with you if you are hosting content on one of our servers or renting a server through us. By accepting this agreement set forth you are also accepting the terms and other policies listed in the following links: Terms of Service, Acceptable Use Policy, Privacy Policy, Backup Terms of Service, Service Level Agreement, and Resellers Agreement.
ACCESS EMAIL AND TRANSACTIONS TERMS
To better suit your time management and ours we will need to access your primary email accounts to activate any Hosting, Theme, cpanel, domain name, DNS servers, and any other activation processes you may need in order to begin your web development creation. We DO NOT open any emails other than primary activation web development emails we need to activate your accounts that are created for you by Microtronix ESolutions, LLC. We review with you, the owner, and confirm credit card information before any activation of accounts.
Your privacy is important to us, we DO NOT perform any unauthorized transactions. If contract signed, you give us authorization to purchase discussed accounts at meeting(s), such as, Theme Forest etc… These are non-refundable transactions. When purchase made through third party web site, such as, Theme Forest, you are responsible for your own actions with that account. Microtronix ESolutions, LLC takes no responsibility for falsifications of any records, account numbers, etc…
REVISIONS TERMS
When putting a website together the client is responsible for supplying content that goes into website unless otherwise stated in contract or via email (we do not accept additions or amendments to contracts via phone). Microtronix ESolutions, LLC will only perform 2 revisions under any contract signed by client. Example, you don’t like the initial design of website, you alert us, give us detailed information on what you want changed, such as, the theme needs a different background color (give us color to change to) and you want different buttons for contact us page (give us example of buttons you want with color and text styles). After receiving your request, we review and complete it to your standards. With your request fulfilled, one full revision is now completed. Now you would have 2 more revisions if decide to change anything else on website. We will alert you when your revisions are coming to the end (total 2). If you want to continue revisions that are specific, then it is your responsibility to let us know. Your extra revisions will be added to your bill owed. Anything over 2 revisions is considered extra and can be charged by individual revision payment. Termination or suspension of service shall not relieve Client from the obligation to satisfy outstanding invoices. In the event collection effort is required, all outstanding invoices, including payments, charges and fees are immediately due in full and the Client shall be responsible for all costs of collections including attorney fees, court costs and associated fees.
CLIENT RELATIONS/WORKING WITH MICROTRONIX ESOLUTIONS, LLC WITH CONTENT UPDATING AND IN GENERAL TERMS
When signing contract with Microtronix ESolutions, LLC you are obligated to work with us as owner(s) to get the necessary information/content inputted on your website. Microtronix ESolutions, LLC does NOT work with your employees, consultants, trainees, and/or any other staff volunteers etc. We work with the signee(s) and/or individual(s) named on contract/proposal agreement to get the content as accurate as possible on your website.
You as the owner/signee(s)/individual(s) on contract need to make 100% effort to work with our staff without interference of third party as stated above. We strive to make sure all needs are met. We can only do this by working with owner/signee(s)/individual(s) on contract to get content 100% accurate and NOT your employees, consultants, trainees, and/or any other staff volunteers etc.
We advice getting any information needed from your employees, consultants, trainees, and/or any other staff volunteers etc. before giving our staff content to input on your website. Collect the necessary information as the owner/signee(s)/individual(s) on contract and then let our staff know what you want inputted on website. Like stated above, we DO NOT work with third parties (employees, consultants, trainees, and/or any other staff volunteers etc.), only primary owner/signee(s)/individual(s) on contract. This way work flow can be completed without interference.
Why we do this explained: If third party (employees, consultants, trainees, and/or any other staff volunteers etc.) was to state wrong information for us to put up, we loose time. Time lost can result in your business getting charged extra for us having to go to the source owner/signee(s)/individual(s) on contract. This is why we don’t work with employees, consultants, trainees, and/or any other staff volunteers etc., because information can be wrong, we ONLY use the source, which is owner/signee(s)/individual(s) on contract to add content, images, videos, etc. as needed.
If these terms are not met to our standards as stated above, we reserve right to discontinue service from any of our staff and/or business. We also reserve the right to discontinue any monthly maintenance, social media support, content writing, search engine optimization, app development and/or any other services we offer. You will be required to find another solution as our business will no longer work with you on your project.
MONTHLY MAINTENANCE TERMS
Monthly maintenance plans are hourly based. If that time is gone over during the month and need you need more maintenance completed, you are required to pay our hourly rate that’s given to you at that time.
Our Maintenance Services DO NOT include (unless otherwise stated in contract):
- Redesign of the site, including changing any design elements.
- Logo creation.
- Advanced SEO Services (see our Advanced SEO page for details).
- Creation of subdomains or new installations.
- Installing any new, third-party extensions (core extensions being enabled are acceptable).
- Changing of the template and/or style of such.
- Anything else not listed as included in this service.
We reserve right to discontinue our services if you do not abide by our terms. Anything that is not listed in the specific monthly maintenance plan is NOT included. Any additional services not listed above or in contract are extra and will be charged additional to contracted price. If we feel your not abiding by our terms, we reserve the right to discontinue our services without notice.
SOCIAL MEDIA TERMS
Social media plans have specific minutes that are used to increase popularity. We DO NOT go over the specific minutes listed in the plan you choose. If you want us to, you are required to pay extra and will be billed accordingly.
Anything that is not listed in the specific monthly social media plan is NOT included. If we feel your not abiding by our terms, we reserve the right to discontinue our services without notice.
SEARCH ENGINE OPTIMIZATION TERMS
If you use our SEO plan please take into consideration the information listed below:
How long before I can see results?
New sites take longer than old sites to show up in top results. Once the campaign starts, we will provide you with an expected timeline based on technical site review and keyword analysis. Generally, new campaigns can take 6-7 months whereas established sites may take 4-5 months to show improvements.
How will I get project updates?
Depending on the package you choose you can see progression via using PIWIK or Google Analytics. We have an online project team working on your campaign(s) once they are set up. You will be able to use the listed Analytics above to look at your progression, depending if that is under your specific plan chosen.
Anything that is not listed in the specific monthly SEO plan is NOT included. If we feel your not abiding by our terms, we reserve the right to discontinue our services without notice.
CONTENT WRITING TERMS
We charge per word for content writing. Whatever is stipulated in contract for content writing price is what we abide by. We DO NOT write any vulgar content, DO NOT ask us to, we will immediately discontinue any work if asked.
Anything that is not listed in the specific content writing plan is NOT included. If we feel your not abiding by our terms, we reserve the right to discontinue our services without notice.
GRAPHICS, VECTORS, IMAGES AND PRINT TERMS
If client doesn’t have graphics, vectors, images or any print media, we can create from scratch or give the client options of graphics, vectors, images or any print media from GraphicRiver.net. If you decide to use from Graphic River you have to understand your terms of use with graphics, vectors, images or any print media. Make sure you review Graphic Rivers License usage. Microtronix ESolutions, LLC doesn’t create these graphics, vectors, images or any print media, they come from there respectable owners, you abide by their terms when signing contract with us. Microtronix ESolutions, LLC only uses Graphic River content in work which Microtronix ESolutions, LLC are creating for client’s who have asked us to create it.
When you sign contract with Microtronix ESolutions, LLC and decide to use Graphic River graphics, vectors, images or any print media, you have purchased our time customizing that particular graphics, vectors, images or any print media. This is what we charge you for, our time customizing the graphics, vectors, images or any print media to your liking. We DO NOT charge you for creation of graphics, vectors, images or any print media, as we didn’t create these graphics, vectors, images or any print media, they belong to their respectable owners at GraphicRiver.net. You are responsible for abiding to GraphicRiver.net Terms Of Use, breaking these terms of use will give us no option but to break contract with you as the client, and report you to Graphic River for breach of terms of use.
PAYMENT TERMS
Billing Questions: All billing questions should be submitted in writing via email to Microtronix ESolutions, LLC contact form.
Credit Card Payments: If payment is by credit card, client expressly authorizes for any fees that accrue from month to month. Client also authorizes a $5.00 fee to be charged each time that the credit card is declined. If the customers card issuer submits a chargeback to our payment processor at anytime for any charge we have billed you for work with us, Microtronix ESolutions, LLC reserves the right to charge you, the customer, the processor chargeback fee of $25 for this inconvenience. You agree that if you create, request or allow a chargeback to be issued to our processor on your cards behalf you agree to pay this fee plus any other fee's charged to us by our credit card processor.
Billing Cycle: Billing Cycles are Monthly, Quarterly or Annual depending on your service contract. The account charges are due upon a receipt of an email invoice. Request for changes to your account will be made at the beginning of the next billing cycle.
Payment Deadline: Microtronix ESolutions, LLC must receive payment on or before the first day of each billing cycle. The account will be considered late if payment of all account charges is not received within three (3) days of the beginning of the billing cycle. If an account is still unpaid five (5) days after the first date of the billing cycle, the account will be in default and the client may have their access service interrupted (password protection prompted on website until client pays full payment, after payment is made in full via Paypal or check, the password protection will be removed for public viewing). If the account remains unpaid in full after the five (5) day overdue deadline Microtronix ESolutions, LLC reserves the right to terminate content from our servers and delete without warning. If your services are terminated due to lack of payment after this 5 day grace period you are still liable and agree to pay Microtronix ESolutions, LLC whatever overdue balance your account may have at this time regardless of termination of services.
Late Payments: All overdue invoices will be assessed a minimum service charge of 2% per month up to the maximum limit allowed with a minimum late charge of $25.00. Any account that has been suspended for nonpayment will be charged a reactivation fee of $250.00. File retrieval from archives for deleted accounts is available for $500.00.
Returned Items: If any instrument (Check, Credit Card, etc) received in payment is returned to Microtronix ESolutions, LLC unpaid, the account will be considered to be late/in default and in addition to the amount due, the account will be subject to a minimum late charge of $25.00 and a returned instrument charge of $75.00.
Discrepancies in Billing: Unless Client notifies Microtronix ESolutions, LLC of any discrepancies or irregularities within thirty (30) days of the date of the charge, they will be deemed accepted by you for all purposes, including resolution of inquiries made by card issuer. CLIENT RELEASES Microtronix ESolutions, LLC FROM ALL LIABILITY AND CLAIM OF LOSS RESULTING FROM ANY ERROR OR DISCREPANCY.
TERMINATION
Client Cancellation. Client must notify Microtronix ESolutions, LLC in writing via email to contact form of intent to cancel account(s) 30 days prior to their next billing cycle. Cancellation requests from clients who have fulfilled their 12-month minimum requirement will be terminated on the next billing cycle following the cancellation request. Cancellation requests received from clients who have not fulfilled their 12-month minimum service obligation will be terminated on the next anniversary date following the cancellation request. If the client elects to terminate their service before the 12-month minimum service obligation then a $350.00 early termination fee will be charged for each account that is terminated early plus the remainder due for the contracted terms. Cancellation requests for accounts which have been pre-paid will be terminated on the next anniversary date following the cancellation request. Accounts must be paid in full before any DNS transfer requests will be honored. Client accounts are not monitored for inactivity and Microtronix ESolutions, LLC does not assume a wish to cancel if account is not used. There are no refunds for time not used. Balance Due at Cancellation. Termination or suspension of service shall not relieve Client from the obligation to satisfy outstanding invoices. In the event collection effort is required, all outstanding invoices, including payments, charges and fees are immediately due in full and the Client shall be responsible for all costs of collections including attorney fees, court costs and associated fees.
SERVICE
Microtronix ESolutions, LLC service is provided without warranties of any kind, either express or implied. Microtronix ESolutions, LLC shall not be liable for any damages arising out of the use of the service or inability to use the service. You agree to indemnify and hold without harm Microtronix ESolutions, LLC, its officers, employees, directors, shareholders and other Users from any and all claims, damages, expenses (including attorney’s fees) and liabilities resultant from any and all use of your account whether authorized or not authorized. Lawful Use. Services provided to you through Microtronix ESolutions, LLC may only be used for lawful purposes. Transmission or storage of any data, information or material in violation of any federal or state regulation or law (including, but not limited to, material protected by copyright or trade secrets, and information that is confidential as a matter of law) is strictly prohibited. Microtronix ESolutions, LLC may remove any content that is under investigation for violation of unlawful use. Client may not, under any circumstances, use Microtronix ESolutions, LLC in an unlawful manner, including, but not limited to:
A. posting or transmitting of any unlawful, threatening, abusive, libelous, defamatory, obscene, or pornographic information of any kind, including without limitation any transmissions constituting or encouraging conduct that would constitute a criminal offense or give rise to civil liability;
B. Intercepting or attempting to intercept e-mail; and
C. Uploading files that contain software or other material protected by copyright laws unless you own or control the rights thereto.System Rules. You must use your best efforts to avoid interfering with any other person’s use and enjoyment of the Internet. You agree to comply with the following system rules of Microtronix ESolutions, LLC
The following are strictly prohibited:
A. Any attempt to introduce viruses, worms, Trojan Horses, or any other destructive programs, or to deliberately crash or overload the server systems of Microtronix ESolutions, LLC or any other computer system accessed through Microtronix ESolutions, LLC;
B. Sending unsolicited mail. This includes but is not limited to, mailing of commercial advertising, informational announcements, political announcements and religious information. Such material may only be sent to those who have explicitly requested it;
C. Forwarding or posting chain letters; pyramid schemes; make-money fast schemes; or of any similar type;
D. Forging any message header, in whole or part, of any electronic transmission, originating or passing through Microtronix ESolutions, LLC’s system. Additionally all messages must contain a valid return address;
E. Posting or transmitting any fraudulent information. This means any information that you know or have reason to know is false, and that you intend for others to rely on;
F. Posting or transmitting any advertising or promotional materials that contain false, deceptive, or misleading statements, claims, or representations;
G. Impersonation of any person including but not limited to, a Microtronix ESolutions, LLC official or an information provider, guide, or host, communicate under a false name or a name that you are not entitled or authorized to use in all forms of online communication, including, but not limited to, screen names, client profiles, chat dialogue and message posting;
H. Newsgroup violations including posting the same or similar message to large numbers of newsgroups (excessive cross-posting or multiple-posting, also known as newsgroup spam, posting information that is inappropriate or topics not related to the topics focused on by the particular participants of the particular newsgroup; posting binary files to newsgroups not specifically named for that purpose; posting any unsolicited advertising, promotional materials, or other forms of solicitation to other Clients, individuals, or other entities, except in those areas (e.g., classified areas) that are designated for such a purpose; and violation of newsgroup charter or FAQ. The poster is responsible for determining the etiquette of a given newsgroup, prior to posting to it;
I. User processes that run or are activated on Microtronix ESolutions, LLC’s servers while the user is not logged in;
J. Interference with or attempting to interfere with service to any user, host, or network denial of service attacks. This includes but is not limited to, flooding of networks, deliberate attempts to overload a service, and attempts to crash a host;
K. Sending threatening or harassing e-mail (i.e. threatening physical injury or damage to persons or property);
L. Unauthorized reselling of Microtronix ESolutions, LLC; or
M. Solicitation of Microtronix ESolutions, LLC Clients to become clients of other online services competitive with Microtronix ESolutions, LLC
Failure to comply with system rules may result in suspension or termination of your account. Microtronix ESolutions, LLC reserves the right to discontinue services at any time with valid reason, such as foreseeable client not paying for services. These services include; Monthly Maintenance, Web Design, Web Development, Social Media campaign, Graphical Design, and others services that are in our scheme.
ADVICE VIA COMMENTS or ANY ADVICE GIVING VIA POSTS
Advice given by Microtronix ESolutions, LLC, is just that, advice, you can choose to use it or disregard it. Microtronix ESolutions, LLC is NOT responsible for advice giving by us on our comment(s) and post(s) areas. By coming to our website you are responsible for actions that are taken from Microtronix ESolutions, LLC. You are also responsible for any advice given or taken from Microtronix ESolutions, LLC, Microtronix ESolutions, LLC is NOT responsible for any issues you may have due to advice giving on our website, you take responsibility of advice taken from our website when coming to our website and using any advice on Microtronix ESolutions, LLC.
By submitting Content to Microtronix ESolutions, LLC for inclusion on our Website, you grant Microtronix ESolutions, LLC a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content exclusively for the reason of displaying, distributing and promoting your blog.
With no restrictions any of those representations or warranties, Microtronix ESolutions, LLC has the right (though not the obligation) to, in Microtronix ESolutions, LLC sole discretion decline or eliminate any content that, in Microtronix ESolutions, LLC sensible opinion, violates any Microtronix ESolutions, LLC privacy policy or is in any way damaging or offensive, or terminate or deny access to and use of the Website to any individual or entity for any reason, in Microtronix ESolutions, LLC sole discretion. CONTACTING US TERMS When contacting Microtronix ESolutions, LLC for any of our services please understand that we have a maximum client count. This gives us the opportunity to conduct our best work for each client. If we do not get back with you within said business days via contact form response, please don’t continue to message our staff, as we have reached our client maximum and cannot bring on anymore clients. We thank you for your consideration in using Microtronix ESolutions, LLC.
OTHER CONDITIONS
Severability. In the event that any portion of this Service Agreement is held to be invalid or unenforceable, the invalid or unenforceable portion shall be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties and the remainder of the provisions shall remain in full force and effect, And all provisions of this Service Agreement which operate to protect the rights of Microtronix ESolutions, LLC shall continue in force even in the event of termination of this Service Agreement on other grounds.
No Waiver. Microtronix ESolutions', LLC failure to insist upon or enforce strict performance of this Service Agreement shall not be construed as a waiver of any provision or right. Governing Law. This agreement is governed by the laws of the State of Ohio. Both parties consent to the exclusive jurisdiction and venue of courts in Lucas count, Ohio in all disputes arising out of or relating to this Service Agreement. Captions and Headings. The various sections of this Service Agreement are for convenience only and carry no legal effect and shall no way effect the interpretation or construction of the revisions of this agreement. Relationship of Parties. Client agrees not to hold itself out as a representative, agent or employee of Microtronix ESolutions, LLC, and that Microtronix ESolutions, LLC will not be liable by reason of any representation, act or failure to act by the Client.
Application, website, and system development terms:
You as a company will be responsible for any unforeseen lawsuits and will not hold Microtronix ESolutions LLC liable for said lawsuits or actions against your company, such as but not limited to, if your company is sued due to lack of knowledge of an employee(s) not understanding how to use application. Training can be provided to your employee(s) at specific hourly wage stipulated via contract, but if the employee(s) can’t understand the application, site or system or doesn’t fill out applicable fields correctly with no training or even with training, and you claim it’s an application development problem or lack of training, NEITHER the outsourced development company or Microtronix ESolutions LLC will be held liable if you get sued by your own client’s, customer's or third party.
Microtronix ESolutions LLC and outsourcing company claim no responsibility for lack of understanding or training that should be provided via your company. If your company doesn’t want to provide the adequate amount of training that your employee(s) need to comprehend the application, site or system, then you as a company are liable for any unseen lawsuit events that may occur. As stipulated, even if company provides training and an employee doesn’t correctly add a field or content and your company gets sued due to lack thereof, your company is responsible for any unseen lawsuit(s) that may arise, Microtronix ESolutions LLC and outsourced company will NOT be held liable for any court fees or lawsuits your company may acquire.
You agree to never hold Microtronix ESolutions LLC, or our outsourced providers or partners, liable for any damage or legal actions against your company that may or may not be directly related to but not limited to software, website(s), applications, networking, IT work, or other work we have provided for you or your company. You agree that any product or service we deliver to you or your company becomes your direct responsibility and you agree that Microtronix ESolutions LLC and our providers/partners are not liable for any problems, or lawsuit(s) that may arise from use of our services against you or your company.
Last Revised: 3/29/2016 Version: 2.5.1
