Professional Services Agreement

Last updated: January 9, 2024

PLEASE REVIEW THIS AGREEMENT CAREFULLY. IT GOVERNS YOUR LEGAL RIGHTS AND OBLIGATIONS.

1. Overview

This Professional Web Services Agreement ("Agreement") is entered into by Praxis AG, Inc. ("Praxis AG" or "we") and you, the client ("Client" or "you"). This Agreement governs your use of Praxis AG's Professional Web Services ("Services") and represents the entire agreement between the parties regarding the subject matter herein.

By paying for or using Praxis AG's Products or Services, you acknowledge that you have read, understood, and agreed to be bound by this Agreement and Praxis AG's Universal Terms of Service, incorporated herein by reference, in addition to all published policies, procedures, standard practices, as well as the terms contained within your project or service agreement.

We reserve the right to modify this Agreement at any time, with changes effective upon posting to our website. Your continued use of our Services after such changes constitutes acceptance of the revised Agreement.

2. Core Services

2.1 Website Development

We offer standard WordPress website development using pre-designed themes, as well as custom WordPress and non-WordPress website development. Services may include design, content integration, programming, testing, and launch.

2.2 Online Stores

We offer the development of online stores using platforms such as WordPress, Magento, or other e-commerce solutions, including design, product catalog setup, and launch.

2.3 Logo Design

Our logo design services include the creation of custom logos based on your specifications, with multiple initial design concepts and revisions.

2.4 SEO Services

We provide search engine optimization (SEO) services to improve your website's online visibility, adhering to ethical practices and algorithms.

2.5 Social Media Management

We offer social media management services, including content creation, scheduling, and engagement, following platform-specific best practices.

2.6 Additional Services

We offer various other services, such as website maintenance, web hosting, paid media management, email marketing, and custom programming (including Artificial Intelligence). Service details and pricing vary and are available upon request.

3. Client Obligations

3.1 Reasonable Requests

You agree that all requests will be reasonable and within the scope of the purchased Services. Any unreasonable requests, including anything illegal, will not be accepted.

3.2 Subscription Maintenance

Services are associated with a specific website or online store at the time of purchase and are not transferable. Continued provision of Services is contingent upon maintaining an active subscription in good standing.

3.3 Content and Feedback

You are responsible for providing all necessary content, such as copy, images, and product information promptly unless you have hired Praxis AG to do the work. You agree to respond to requests for content, feedback, or approval within three (3) business days.

3.4 Legal Compliance

You are solely responsible for ensuring legal compliance with all content, processes, age restrictions, tax collection, and other aspects of your website or online store.

3.5 Right to Terminate Service

We reserve the right to terminate your Service if you fail to provide requested information or approvals within specified timeframes, or for any other reason at our sole discretion.

4. Ownership and Licenses

4.1 Content Ownership

Upon completion of Services, we transfer all rights and ownership of the delivered work product (e.g., website design, logo) to you, excluding any third-party software, content, or programs.

4.2 Content License

By submitting content for Services, you grant us an unrestricted license to use such content for creating the work product and displaying it in our marketing materials.

4.3 Third-Party Materials

Any third-party images, software, or other materials used in providing the Services are subject to the respective third-party license agreements and terms of use.

5. Limitations and Restrictions

5.1 Reasonable Expectations

While we strive to meet your expectations, we do not guarantee results if requests are unreasonable or outside the scope of the purchased Services.

5.2 Delay Caused by Client

We are not responsible for additional fees or delays caused by your lack of or untimely response, feedback, or approval.

5.3 Prohibited Content

We reserve the right to refuse any project involving illegal, pornographic, hateful, or otherwise objectionable content, as determined at our sole discretion.

5.4 Online Store Restrictions

You are responsible for ensuring that any products sold in your online store comply with all applicable laws and regulations. We reserve the right to prohibit the sale of illegal or prohibited items.

5.5 SEO Restrictions

We reserve the right to determine whether the content and keywords of a site are illegal, prohibited, or otherwise not appropriate for our SEO services, and to cancel such services without refund.

5.6 Social Media Restrictions

We reserve the right to deny social media management services for websites or businesses that do not comply with the respective platform's advertising policies.

6. Refunds and Cancellation

Refunds and credits are governed by our Refunds and Credits Policy, available on our website. You may cancel Services by providing written notice as specified in the applicable Service description.

7. Miscellaneous

7.1 Independent Covenants

Each covenant and agreement in this Agreement is construed as a separate and independent covenant or agreement.

7.2 Severability

If any provision of this Agreement is held to be illegal, invalid, or unenforceable, the remaining provisions shall remain valid and enforceable to the fullest extent permitted by law.

7.3 English Language

This Agreement is executed in the English language. In the event of any conflict between the English version and any translated version, the English version shall control, unless otherwise required by law.

7.4 Conflicts

In the event of a conflict between this Agreement and the Universal Terms of Service, the provisions of this Agreement shall prevail.

In the event of a conflict between a provision in a fully executed agreement (or amendments) and a published policy on the Praxis AG website, the provision in the fully executed agreement (or amendment) will take precedence. A fully executed agreement is defined as any agreement that has been signed by all parties.

7.5 Updates

All of Praxis AG's published agreements, policies, procedures, and standard practices on its website (praxisag.com) are in effect upon publication. We may update agreements, policies, procedures, and standard practices from time to time, and we will provide reasonable notice (e.g., website banner) of any material changes.

Questions

If you have any questions about this Professional Services Agreement, please contact us at [email protected].