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This Services Agreement (the “Agreement”) contains the complete terms and conditions which govern your subscription of Website Design, Development, and other Internet-related services provided by Webnoah (the “Services”). As used in this Agreement, “Webnoah” means Webnoah (A web development company), and “Client”, “you”, or “your” means you. You acknowledge that you have read the Agreement, and you agree to its terms and conditions and all policies posted on the Webnoah site. As referred to in this Agreement, “Site” refers to a World Wide Web site, and “Webnoah Site” refers to the Site located at the URL https://1.webnoah.com/.in or any other successor Sites owned or maintained by Webnoah.
The following terms and conditions apply to all website development/design services provided by Webnoah to the Client.
It is not necessary for any Client to have signed an acceptance of these terms and conditions for them to apply. If a Client accepts a quote then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full.
Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.
Charges for services to be provided by Webnoah are defined in the project quotation that the Client receives via e-mail. Quotations are valid for a period of 15 days. Webnoah reserves the right to alter or decline to provide a quotation after the expiry of the 15 days.
Unless agreed otherwise with the Client, all website design services require an advance payment of a minimum of fifty (50) percent of the project quotation total before the work is supplied to the Client for review. The remaining fifty (50) percent of the project quotation total before completion of the work, prior to upload to the server or release of materials.
Payment for services is due by Payment Gateway, net banking, or bank transfer. Cheques should be made payable to Webnoah and sent to Webnoah. Bank details will be made available on invoices.
Webnoah will provide the Client with an opportunity to review the appearance and content of the website during the design phase and once the overall website development is completed. At the completion of the project, such materials will be deemed to be accepted and approved unless the Client notifies Webnoah otherwise within ten (5) days of the date the materials are made available to the Client.
Webnoah will install and publicly post or supply the Client’s website by the date specified in the project proposal, or at date agreed with Client upon Webnoah receiving initial payment, unless a delay is specifically requested by the Client and agreed by Webnoah.
In return, the Client agrees to delegate a single individual as a primary contact to aid Webnoah with progressing the commission in a satisfactory and expedient manner.
During the project, Webnoah will require the Client to provide website content; text, images, videos, and sound files or whatsoever related to the project/ work.
Webnoah is a small business, to remain efficient we must ensure that work we have programmed is carried out at the scheduled time. On occasions, we may have to reject offers for other work and inquiries to ensure that your work is completed at the time arranged.
This is why we ask that you provide all the required information in advance. On any occasion where progress cannot be made with your website because we have not been given the required information in the agreed time frame, and we are delayed as result, we reserve the right to impose a surcharge.
If you agree to provide us with the required information and subsequently fail to do within two weeks of project commencement we reserve the right to close the project and the balance remaining becomes payable immediately.
NOTE: Text content should be delivered as a Microsoft Word, email (or similar) document with the pages in the supplied document representing the content of the relevant pages on your website.
Invoices will be provided by Webnoah upon starting or completion but before publishing the live website. Invoices are normally sent via email; however. Invoices are due upon receipt.
The client agrees to reimburse Webnoah for any additional expenses necessary for the completion of the work. Examples would be the purchase of graphic designing, special fonts, stock photography, etc.
Webnoah makes every effort to ensure websites are designed to be viewed by the majority of visitors. Websites are designed to work with the most popular current browsers (e.g. Firefox, Internet Explorer, Google Chrome, etc.). The client agrees that Webnoah cannot guarantee correct functionality with all browser software across different operating systems.
Webnoah cannot accept responsibility for web pages that do not display acceptably in new versions of browsers released after the website has been designed and handed over to the Client. As such, Webnoah reserves the right to quote for any work involved in changing the website design or website code for it to work with updated browser software.
Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on Webnoah’s Web space, Webnoah will, at its discretion, remove all such material from its web space. Webnoah is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client’s account. Cheques returned for insufficient funds will result in the Client’s account being immediately be considered to be in default until full payment is received. Clients with accounts in default agree to pay Webnoah reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by Webnoah in enforcing these Terms and Conditions.
Termination of services by the Client must be requested in a written notice and will be effective on receipt of such notice. Telephone requests for termination of services will not be honored until and unless confirmed in writing. The Client will be invoiced for work completed to the date of first notice of cancellation for payment in full within thirty (45) days.
All Webnoah services may be used for lawful purposes only. You agree to indemnify and hold Webnoah harmless from any claims resulting from your use of our service that damages you or any other party.
The Client retains the copyright to data, files, and graphic logos provided by the Client, and grants Webnoah the rights to publish and use such material. The Client must obtain permission and rights to use any information or files that are copyrighted by a third party. The Client is further responsible for granting Webnoah permission and rights for use of the same and agrees to indemnify and hold harmless Webnoah from any and all claims resulting from the Client’s negligence or inability to obtain proper copyright permissions. A contract for website design and/or placement shall be regarded as a guarantee by the Client to Webnoah that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.
Unless otherwise specified in the project quotation, this Agreement assumes that any text will be provided by the Client in electronic format (ASCII text files delivered on thumbdrive, CD or via e-mail or FTP) and that all photographs and other graphics will be provided physically in high-quality print suitable for scanning or electronically in .gif, .jpeg, .png or .tiff format. Although every reasonable attempt shall be made by Webnoah to return to the Client any images or printed material provided for use in the creation of the Client’s website, such return cannot be guaranteed.
A link to Webnoah will appear in either a small type or by a small graphic at the bottom of the Client’s website. If a graphic is used, it will be designed to fit in with the overall site design. The Client also agrees that the website developed for the Client may be presented in Webnoah’s portfolio.
If the Client’s website is to be installed on a third-party server, Webnoah must be granted temporary read/write access to the Client’s storage directories which must be accessible via FTP. Depending on the specific nature of the project, other resources might also need to be configured on the server.
Webnoah cannot accept responsibility for any alterations caused by a third party occurring to the Client’s pages once installed. Such alterations include, but are not limited to additions, modifications, or deletions.
These Terms and Conditions supersede all previous representations, understandings, or agreements. The Client’s signature below or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions. Payment online is an acceptance of our terms and conditions.
This Agreement shall be governed by Indian Law.
Webnoah hereby excludes itself, its Employees and or Agents from all and any liability from:
The entire liability of Webnoah to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.
In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal, or unenforceable, the remaining provisions of this Agreement shall be unimpaired and the Agreement shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal, and enforceable provision, which comes closest to the intention of the parties underlying the invalid.
Digital Marketing Package or Digital Strategy Package Terms:
All digital marketing/strategy packages are required to be for a minimum of 6 months period. Thereafter, cancel anytime with clear one month email notice.
They are billed monthly and are payable by the 1st of every month.
Packages are designed with keeping in mind Digital Marketing/Strategy requirements of our clients. There are specific man-hours allocated each month and any unused man-hours are not rolled over to the next month. No third party softwares or marketing expenses are included.
Synapse employs fair use policy, which means that although we don’t formally transfer over any unused time to the next month or formally accumulate unused man-hours, we do understand that your needs may change from month to month, and we allow flexibility in good faith sometimes.
Any extra hours used may be billed separately. Any urgent tasks will be charged separately.
Support requests need to be sent via email to support@webnoah.in
Payment terms:
Payable by the 1st of every month. We strongly recommend our clients to have a direct debit set-up for the same.
An administrative fee of ₹500 will be charged to the clients account for any late payments or declined credit card charges.
There are absolutely no refunds for any fees related to the digital marketing/strategy package.
Termination:
All digital marketing/strategy packages are for a minimum of 6 months period. Thereafter, cancel anytime with clear one month email notice.
Webnoah reserves the right to terminate at anytime with written notice to the Client.
Basic Annual Maintenance Package Terms:
All maintenance packages are for a minimum of 12 months period.
Maintenance packages are billed annually, however are paid monthly via direct debit on the 1st of every month.
Packages may include 12 months basic website hosting, email hosting and DNS hosting.
Packages are designed to serve website maintenance tasks only. The hours may not be used for projects such as full redesign or major functionality add-ons.
Does-not include any Digital Strategy, Business Analysis, Solution Architect, SEO and Digital Marketing work.
Work-hours are tracked in 15minutes blocks. The support time is used once every month to take a full backup of your website. After that, we work on updating your CMS and plugin versions along-with any website fixes that may arise as a result of the updates. Any remaining hours can be used to make changes to the website. Any additional workhours are requested for your approval.
Webnoah employs fair use policy, which means that although we don’t formally transfer over any unused time to the next month or formally accumulate unused man-hours, we do understand that your needs may change from month to month, and we allow flexibility in good faith sometimes.
Any extra hours used will be billed separately @ ₹ 600/hour incl GST.
Support requests need to be sent via email to support@webnoah.in
Any urgent tasks will be charged separately.
The package is auto renewed every year on its anniversary date.
Payment terms:
Monthly maintenance package fees require credit card payment only. No other forms of payment will be accepted for monthly maintenance.
Monthly maintenance package fees will be charged to the clients payment method on file on the 1st day of every month.
An administrative fee of ₹1000 will be charged to the clients account for any late payments or declined credit card charges.
More than three missed payments in a year may attract termination of the package and the client will need to pay immediately the entire remaining amount on the package.
There are absolutely no refunds for any fees related to the monthly maintenance package.
Termination:
In case Client need to cancel the auto annual renewal, please inform us in writing (email) at least one month prior to the renewal date.
Ongoing term: For any reason if the Client decides to terminate an on-going maintenance package then they will need to pay the balance amount of the remaining months.
Webnoah reserves the right to terminate annual maintenance at anytime with written notice to the Client.
For general website design & development projects we employ the following steps:
We consider ourselves to be very flexible and adaptable and approach all requests with a ‘can do’ attitude. If you require something changed, please feel free to discuss with us. Please contact us if you require further details or have any questions. We look forward to working together with you on your project!
Due date: Is the date on which the payment is due as per the terms on the invoice/proposal
Outstanding Invoice: An invoice is deemed to be outstanding if the payment is still due after 14 days of the expiry of the due date.
Debt Collection: Client is provided a further 7 days after late payment fee is applied to pay the invoice. Failure to pay will result in the outstanding amount referred to a debt collector. Webnoah will not be liable for any costs or charges associated with the recovery of the outstanding amount. Any charges associated with the recovery of the outstanding amount (debt collectors, administration charges, legal fees) will be referred to the client for processing.
Hosting is an annual charge which must be paid in advance for the whole year. Except if the client is under one of our Maintenance packages.
It is the client’s responsibility to renew the hosting in time ie. before the expiry date. Failure to renew in time can lead to loss of files, data, emails, backups etc. All unpaid hostings are disabled or deleted from the server.
All renewals must be paid by seven working days prior to the expiry date. Webnoah will not be responsible for issues relating to delayed payment.
Hosting are on shared and non-shared servers hosted via third party providers. Webnoah ensures best to our ability that our systems and servers are protected from hackers, viruses, intruders and other online and offline problems, however we will not be held liable for any disruption of services if such situation arises.
Client is solely responsible for the content stored on and served by the hosting service purchased and the activity of any scripts or email services created under the hosting service. The Customer must maintain the security of all account passwords and applications or scripts and ensure all scripts under the hosting service are free from malicious content that may harm any part of the Server, other client accounts hosted, or the external systems of visitors viewing the hosted content.
Incase of a malware attack, Webnoah reserves the right to delete files on the hosting service without giving any prior notice.
Cancellation/Termination:
Hosting Cancellation requests must be sent in writing or by email one month prior to the expiry of the same. Once the hosting has been renewed, it cannot be cancelled and must be paid for the full year.
If the hosting is not paid and renewed before the expiry date. We reserve the right to disable the hosting and all associated services including emails and dns records. Additional charges will be applicable to re-enable the hosting. Webnoah will not be responsible for any loss of data, files, emails, backups, restoration costs etc.
If a hosting has been cancelled / disabled then all files, emails, databases and backups will be deleted from the server without any notification to the client.
Once all invoices are paid, it is client’s responsibility to request for the files subject to the below:
– Webnoah CMS is a proprietary CMS of Webnoah. Webnoah owns copyrights of all codes written for any client, unless arrangements are made prior to start of the project. Webnoah warrants a license to use any custom built software for the client, for their use only. This license is granted while paying for the hosting. Webnoah CMS cannot be transferred to any external host; this includes any access to the software codes. FTP and Control panel access is not provided if the website is using Webnoah CMS.
– Webnoah CMS is a proprietary CMS of Webnoah and cannot be transferred to any external host.
Emails:
All emails are to be downloaded on the client’s computer periodically. Email boxes must be kept within their quota limits. Periodical maintenance may be carried out on the email box and emails older than 6 months are deleted.
Client’s must not use the email hosting for inappropriate content and other undesired emails which can result in spamming or infecting the server. Under such circumstances, immediate action will be taken and the required files and data will be deleted without any prior notice.
Webnoah offer packages in co-ordination with third party providers. Changes to the third party provider’s rules and policies may ultimately effect the services we provide or the terms and conditions herein.
Hosting are on shared and non-shared servers hosted via third party providers. Webnoah ensures best to our ability that our systems and servers are protected from hackers, viruses, intruders and other online and offline problems, however we will not be held liable for any disruption of services if such situation arises.
All content of this website is a property of Webnoah unless otherwise specified. Webnoah reserves the right to change the content or policies without any prior notice.
The project related copyrights can be transferred to the client at an additional cost, after the full payment of the project and upon signing the Certificate of Acceptance. Webnoah reserves the rights to refuse the transfer of ownership if irregular circumstances arise.
Copyrights handed over to the client do not include rights to re-use the code for another website or re-sell the programming codes for any commercial or non-commercial purposes. In the case of business restructuring or ownership change, ownership of the website may be transferred from one owner to another. New owners are not allowed to re-sell or re-use for any commercial or non-commercial purpose. Webnoah Synapse Worldwide CMS is a proprietary CMS of Webnoah and can not be transferred to any external host.
In an event of a Webmaster change, site owners are not allowed to display the credits to the new website, unless such time that the website functionality and appearance is changed by over 50% of our original work.
“Webnoah” is a trade mark of Webnoah, along with the symbol which consists of a ‘W’ letter and also the logo “Webnoah: Purpose & Creativity”. Clients, Partners, Suppliers, Sub-contractors and any other 3rd party organisation or individual are not allowed to use Webnoah trademarks including the name, logo and symbol in any way shape or form without a written permission from us.
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