Client Policy and Procedures 2010

LIMITATION OF LIABILITY

In no event will NCG be liable to Client or any third party for any damages, including any lost profits, or other incidental, consequential or special damages arising out of the operation of, or the inability to operate, these web pages or website, even if NCG has been advised of the possibility of such damages. NCG does not warrant results, profitability or the number of times the web pages are accessed.  In no event shall NCG ever be liable to Client for any breach of this Agreement for an amount in excess of the amount Client paid NCG for development of the site.

This Agreement shall be governed by the laws of New Hampshire without regard to conflicts of law principles. Any claim or action arising out of this Agreement shall be brought, prosecuted and decided only in the courts of the State of New Hampshire sitting in Carroll County.  Client hereby submits to the jurisdiction of such courts.

All services fall under a contract that constitutes the sole agreement between NCG and Client regarding the work and services to be provided to Client. Any previous discussions or agreements, whether electronic, written or oral, are superceded by this Agreement and have no force or effect. If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.

Client agrees that Client is solely responsible for complying with all laws and hereby indemnifies NCG and agrees to hold NCG harmless from, and to pay all costs to defend NCG and its staff and subcontractors from any claim, action or lawsuit arising from arising from Client's use of electronic commerce , Internet advertising or the website developed by NCG.

Client represents and warrants that any elements of text, graphics, photos, designs, trademarks, or other artwork Client will furnish to NCG for inclusion in web pages are owned by Client or that Client has legal authority from the rightful owner to use each and all of these elements.  Client shall indemnify NCG and hold NCG harmless, and pay all costs to defend NCG and its staff and subcontractors from any claim, action or lawsuit arising from the use of any such elements furnished by Client.

Copyright to the finished, assembled work of web pages produced by NCG is owned by NCG, and is transferred to Client, upon final payment hereunder. Code elements and algorithms are owned by NCG and licensed to Client upon final payment.  NCG retains the right to display its graphics and other Web design elements to others in conjunction with NCG’s advertising and design portfolio.

Unless otherwise provided herein, all invoices and statements are due within 7 days of their date. Client will be assessed a $25 late charge if payment is not timely received by NCG. If any invoice remains unpaid for 30 days, NCG may, in its sole discretion terminate work on Client’s web site and/or remove all files from the server, and cancel any license to use the website. In the event collection of an account through legal process or otherwise becomes necessary, Client shall pay all costs of collection, including reasonable attorney’s fees and court costs and any other fees and expenses incurred by NCG. If account has been disabled for non-payment a $25 reinstatement fee will occur.

Either party may terminate this Agreement by written notice sent via certified mail, return receipt requested. NCG shall be entitled to be paid at its standard hourly rate for all work completed at the time of termination and , except as provided in the succeeding sentence, Client shall be entitled to a refund for any work paid for but not yet completed.   If Client terminates for any reason other than NCG’s breach of this contract, Client will pay NCG for all completed work plus 50% of the remaining balance due under this Agreement.