By purchasing a package (collectively, the “Services”) you (hereafter known as the “Client”) and Migman Media, LLC (“we,” “us,” “our”) agree to be bound by the following Terms of Service, which may be modified by us at any time. These Terms of Service are a legal contract between the Client and Migman Media, LLC. Please read these Terms of Service carefully before agreeing to purchase a package
- DESCRIPTION OF SERVICES. Migman Media will provide the services listed in the package you selected (collectively, the “Services”).
- PAYMENT FOR SERVICES. The Client will put their credit card on file using the provided form and be charged monthly for the package fee amount.
- RELATIONSHIP OF PARTIES. It is understood by the parties that Migman Media, LLC is an independent contractor with respect to the Client and not an employee of the Client. The Client will not provide fringe benefits, including health insurance benefits, paid vacations, or any other employee benefit, for the benefit of Migman Media, LLC, or its assigns.
- CONFIDENTIALITY. Migman Media, LLC or its assigns will not at any time or in any manner, either directly or indirectly, use for the personal benefit of Migman Media, LLC (or its assigns) or divulge, disclose, or communicate in any manner any information that is proprietary to the Client. Migman Media, LLC will protect such information and treat it as strictly confidential. This provision shall continue to be effective after the termination of this Agreement.
- OWNERSHIP. Upon Migman Media, LLC receipt of full payment (not including payments made pursuant to Cancellation), the ownership of original artwork shall transfer to Client with the Services.
- INDEMNIFICATION. The Client agrees to indemnify and hold harmless Migman Media, LLC or its assigns against any and all claims, costs, and expenses, including attorney’s fees, due to materials included on the Services at the request of the Client
- DEFICIENCIES. Subject to the representations and warranties of Client in connection with Client Content, Migman Media, LLC represents and warrants that the Final Deliverables will be free from Deficiencies. For the purposes of this Agreement, "Deficiency" shall mean a failure to comply with the specifications set forth in the Proposal in any material respect, but shall not include any problems caused by Client Content, modifications, alterations or changes made to Final Deliverables by Client or any third party after delivery by Migman Media, LLC, or the interaction of Final Deliverables with third-party applications such as Web browsers other than those specified in the Proposal. The parties acknowledge that Client's sole remedy and Migman Media's sole liability for a breach of this Section is the obligation of Migman Media, LLC to correct any Deficiency identified within the Warranty Period. In the event that a Deficiency is caused by Third Party Materials provided or specified by Migman Media, LLC, our sole obligation shall be to substitute alternative Third Party Materials.
- FORCE MAJEURE. We won’t be in breach of this agreement if fire, earthquake, illness, death, an act of God, labor dispute, or other events beyond our control prevent us from providing services in a timely fashion. We’ll notify you about the situation and work with you to establish a timeline for completing our services, if possible.
- TERM OF AGREEMENT. This Agreement shall terminate automatically upon completion by Migman Media, LLC of the Services. Migman Media LLC shall not be obligated to provide any other services beyond what is described in this Agreement and shall have no ongoing duty to provide services of any type to Client after the Services are concluded.
Additionally, either party can terminate this agreement on 15 days’ notice and any outstanding invoices will be paid within 30 days of the termination date.
- AUTHORITY TO SIGN. Each of the undersigned represents that he/she is authorized to sign this Agreement and to promise payment for the Services.
- NOTICES. All notices, consents, waivers, and other communications hereunder shall be in writing and shall be deemed to have been duly given and received when delivered in person or by overnight courier or when delivered by facsimile confirmed by telephone, to the parties at the address above or to such other address or addresses as each party may, from time to time, designate by notice, as provided herein. Notices of changes of address shall be effective only upon receipt.
- HEADINGS. Headings for each paragraph are provided for convenience only. They won’t be given legal effect in interpreting or limiting the scope of the agreement.
- ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement, whether oral or written.
- SEVERABILITY. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
- APPLICABLE LAW. This Agreement shall be governed by the laws of the State of New Jersey.
These Terms of Service shall be binding to the Client and its successors and assigns.