Subscription Agreement
We wish to accept AnnexStore-Amphil Tech, Inc.’s (“ATI”) eCommerce WebStore creation proposal letter and its Terms of Service statement, and submit with this Subscription Agreement, the credit card charge authorization or postdated cheques as requested in that proposal letter.
ANNEXSTORE SUBSCRIPTION RATES. The fees to be paid AnnexStore by a subscriber is: $49 per month for the Basic Online Package, or $899 per month for the Professional Full WebStore. All initial website setup charges will be waived by ATI should a subscriber choose to sign up for a 24-month period.
ATI’s CREATIVE TIMELINE. We understand that there is a distinction between ATI’s WebStore and database creativity timeline and our completion of our narrative, graphic and database content. Once the basic structure of our website and any related database has been determined, ATI will proceed to complete all of its work on an orderly basis. This work may be completed before we complete our work on our website’s narrative content or completing our data uploads into the database. We accept ATI’s policy in this instance to remain available for content uploads and final website and database tweaking, for content and performance matters, for up to an additional one month, at no additional cost to us, to allow us some time flexibility for our orderly completion of our website and database content and performance testing matters.
OUT OF SCOPE WORK REQUIREMENTS. We understand that ATI will include a small allowance for what is commonly termed “out of scope work” for this engagement. This may occur where we have given ATI one direction, only to have that direction changed after ATI has completed work that must then be discarded. If the amount of rework and/or new work becomes substantial, then we understand that ATI will provide us with a clear statement of what it understands to be the requirements of the new work and submit an Additional Cost Quotation. Upon this ACQ being accepted by us, a new Updated Total Cost Estimate for the entire engagement will be established. We understand that should we submit our data for our WebStore population in a form or format other than what ATI specifies, we will be charged for ATI’s unbudgeted increase in the time and cost of this engagement.
AUTOMATIC CREDIT CARD CHARGE AUTHORIZATION OR POSTDATED CHEQUES. We understand that the AnnexStore Subscription Program requires a minimum 12-month subscription period, recognizing ATI’s significant investment in creating this Program. To accomplish this, we submit with this Engagement Letter the attached fully executed Automatic Credit Card Charge Authorization form or monthly postdated cheques for the full period of our Subscription Period indicated below, with dates commencing 30 days from the date of this agreement.
CODE OWNERSHIP. We recognize that ATI’s quotation herein is based upon using existing ATI code modules which significantly reduce the cost of this engagement, and which modules will remain the property of ATI. Upon full payment for this engagement, however, ATI will deliver a working copy of these existing code modules, in compiled form, as we may request, which will work under the specific server and environment settings for which they have been designed.
WARRANTIES AND LIABILITY. We recognize that ATI’s fees include ATI’s lifetime money-back database performance guarantee and that there is no time limit to this. As long as ATI hosts our WebStore and its online database, and as long as there are no non-ATI changes to the database code, we have ATI’s guarantee that the database that it creates for us will continue to operate in accordance with the specifications. If there is ever a concern on this matter, all ATI requires is our written notice, and a period of 14 days from its receipt for addressing whatever correction may be required. If ATI is unable to make the necessary correction to bring the operation of the database back into the original performance specifications, ATI will refund the full amount that we have paid for the WebStore function found wanting, for the period that the problem exists. We understand that ATI cannot assume responsibility and will not be liable for functional problems caused by changes made to third-party software that we may choose to use, such as web browsers, nor for any code changes not directly made and applied by ATI.
CONTINUING SERVICES. We understand that ATI and the undersigned will establish and continue their professional relationship on the basis of ATI delivering its professional services on a reliable basis in return for our timely payment for its services. We recognize ATI’s right to terminate this relationship at any time upon thirty days’ written notice should it determine, in it’s sole discretion, that we have violated in any way the attached Terms of Service. ATI will have the right to display its hot-linked logo and name, no larger than 25×85 pixels, at the bottom of any webpage created by ATI for the Undersigned Company, partnership or individual.
TRADEMARKS & COPYRIGHTS. We represent to ATI, and unconditionally guaranty that all elements of text, graphics, photos, designs, trademarks, or other artwork furnished to ATI for inclusion in the database are owned by us, or that we have permission from the rightful owner to use each of these elements, and will hold harmless, protect, and defend ATI from any claim or suit arising from the use of such elements furnished by us.
