Public offer agreement with freelancers
Public Offer Agreement with Freelancers for Design and Related Services
Florida, USA Last updated: May 20, 2023
This document is a public offer, legally binding under the laws of the United States of America and the State of Florida, which upon acceptance (acceptance of the terms) becomes a legally binding contract.
EMPIRE LUXURY INTERNATIONAL CORPORATION (address: 7901 4th Street N, STE 300, St. Petersburg, FL 33702) (hereinafter - the Customer), expresses its intention to enter into a contract for the provision of design and related services (according to the Customer's Specifications) with Contractors (capable adult natural and legal persons represented by their legal representatives who have the necessary qualifications) on the conditions of this offer.
If the Customer does not agree with any point of this Offer, he must refuse to accept its terms and conditions and NOT to accept it!
1. GENERAL PROVISIONS
1.1 Website - a complex of computer hardware and software tools, providing publication of the Contractor's data for public display on the Internet. Access to the site is via a unique email address or its alphabetic designation. It can contain graphic, text, audio, video and other information recorded and read by computer.
1.2 Website Creation - work on the creation of the Website based on the Terms of Reference (Brief) and the approved Draft Design. Website assembly includes development of design, connection and installation of functional modules, processing of text, graphic and other Information materials (provided by the Customer and/or specially created by the Contractor), filling of the Website with Information materials, testing of the Website (in order to check correctness of its reproduction by various programs, designed for viewing of websites).
1.3 Website Design (Design-concept) - the graphical design of the Website and ways of presenting information.
1.4 Terms of Reference (Brief) - an electronic document formed by the Customer. The Terms of Reference becomes an integral part of this Agreement. The Terms of Reference describes the Customer's wishes to the structure, content and functionality of the website. The Customer sends the Terms of Reference to the Contractor electronically by e-mail, social networks or messengers.
1.5 Information materials - text, graphic, audio, video, photo, as well as other materials transferred by the Customer to the Contractor, which are necessary for the Contractor to develop the design and create the site. If necessary, the Executor selects or creates information materials for the Customer.
2. SUBJECT MATTER OF THE CONTRACT
2.1 The Executor undertakes to perform, and the Customer undertakes to pay for one-time services (site development/web-design/ graphic design/marketing, as well as other related services) in accordance with the terms of this Agreement-offer and the Customer's Terms of Reference.
2.2 The Contractor by agreement with the Customer can provide the following services:
- site creation on cms WIX,
-modern and stylish web-design,
-creation of mobile version of a site on WIX
- filling of the site with the content of the Customer
-Selection of photo and video materials at stock sites,
- domain registration on behalf of the Customer
-Purchase of hosting on behalf of the Customer
-Purchase, connection and configuration of additional applications or widgets WIX
- Connecting and configuring galleries, blogs, directories, online stores and online booking and recording systems, feedback forms, interactive elements, etc.
- Writing articles by yourself or with the help of artificial intelligence
As well as other related services by prior arrangement with the customer.
3. WORK PROCEDURE AND TERMS
3.1 The Executor, wishing to accept the terms of this Agreement-offer, and also wishing after registration to receive orders from the Customer, registers at the link https://forms.gle/y8bU5ZmFsbZ9jJcT7 and thereby makes the Acceptance of this Agreement-offer.
3.2 The Customer sends Technical Assignments to the Contractor, after receiving them, the Contractor evaluates the scope of work, informs the Customer about the possibility of performing the required work, its cost and approximate execution time.
Further, in case the Terms of Reference and all other conditions (cost, timing, etc.) are successfully agreed with the Customer, the Contractor shall start rendering services.
4. COST OF WORK AND PAYMENT PROCEDURE
4.1 Cost of services shall be calculated by the Executor individually and agreed with the Customer prior to start of their rendering.
If the Customer is satisfied with the quality of services rendered by the Executor, the Customer will pay for services of the Executor in full by sending money in US dollars to the bank account of the Executor specified in the registration within a month.
4.2 In case of violation of any conditions agreed upon in advance, the Customer has the right not to pay remuneration to the Executor.
5. APPROVAL OF THE STAGES OF WORK
5.1 All approvals and transfer of materials between the Contractor and the Customer shall be done only in Telegram/ Whatsapp/ E-mail or other social networks/ messengers indicated on the Customer's website for not more than 2 working days.
The Customer's representatives are available during normal working hours of the company from 7:00 to 15:00 (UTC-5) from Monday to Friday. Messages received outside of normal business hours will be processed the next business day. If necessary and available, the Customer can contact the Executor on weekends as well.
5.2 The parties have agreed not to draw up written acts of delivery and acceptance of the rendered services. Full payment by the Customer for the services rendered by the Executor confirms the fulfillment of obligations under this Agreement in full, in proper quality and in time.
5.3 In case of any complaints the Customer shall inform the Executor within 3 days.
6. 1. THE EXECUTOR UNDERTAKES:
6.1.1 to start rendering services within 24 hours from the moment of agreeing the terms with the Customer.
6.1.2 To debug and correct errors of the Website developed by him within a day from the moment of creation. Warranty support includes elimination of faults, errors and defects in the developed Website that were not detected before completion and acceptance of work. Warranty obligations shall be cancelled if the Customer interferes with the software code of the Site.
6.1.3. NOT to engage third parties to perform work under this contract. The Contractor shall be liable to the Customer for the proper execution of works under this contract.
6.1.4. DO NOT retain the copyrights to the developed Website.
6.1.5 DO NOT place the Site in your portfolio and DO NOT refer to it.
6.2. CUSTOMER UNDERTAKES:
6.2.1. Timely transfer funds for payment under this Agreement-Offer to the Executor's current account.
6.2.2 Ensure timely acceptance of the work performed within not more than 2 working days.
6.2.3 Provide in advance information about internal content of the site, including in foreign languages, required by the Contractor to perform work under this Agreement.
7. LIABILITY OF THE PARTIES
7.1 Contractor does not allow any violations of the current legislation of the USA and is responsible for the accuracy of the information on the site, as well as for the legality of its use on the site.
7.2 Contractor does not bear any legal, material or other responsibility for content, quality and compliance with the current legislation of the USA of information that is placed on the website according to Client's request.
7.3 Responsibility for non-performance or improper performance by the parties of their obligations hereunder shall be according to the current legislation of the USA.
8. DISPUTE RESOLUTION
8.1. All disputes arising in connection with the performance of this contract shall be resolved through negotiations.
8.2 If a dispute between the parties cannot be resolved by negotiation, it shall be submitted to arbitration in the State of Florida, USA.
9. TERM AND TERMINATION OF THE AGREEMENT
9.1 This contract shall enter into force upon acceptance (acceptance) and shall be considered in force until the Parties perform their obligations under this contract.
9.2 The Contractor accepts the Offer by registering at the link https://forms.gle/y8bU5ZmFsbZ9jJcT7 and thus concludes a legally binding contract by accepting all the terms and conditions of the offer.
9.3 The Customer reserves the right to change the Offer conditions and/or withdraw the Offer at any time at his own discretion. In case the Customer makes any changes to the Offer, such changes shall take effect from the date of publication, unless another effective date is additionally determined at the time of their publication. The Contractor agrees and acknowledges that making changes to the Offer entails making these changes to the Agreement concluded and entered into between the Customer and the Contractor, and these changes to the Agreement come into force simultaneously with such changes in the Offer. Any annexes to the Offer are its integral part.
9.4 Early termination of this Agreement can take place upon mutual agreement of the parties or on the grounds provided by the current legislation of the USA.
9.5 In case of violation of the terms of this Agreement by one of the Parties, the other Party may unilaterally terminate the Agreement by giving prior notice to the other Party at least 2 business days prior to termination of the Agreement.
10. CONFIDENTIALITY POLICY
10.1 Any information regarding the conclusion and execution of this Agreement, including commercial activities, commercial and technical knowledge and solutions, software used, which has become known to the Contractor, is confidential and shall not be disclosed to third parties.
10.2 The Contractor is obliged not to disclose in any way (not to bring to the attention of third parties, except if third parties are authorized by law) the confidential information of the Contractor, to which he had access during the conclusion of this Agreement and during the performance of obligations arising from the Agreement.
10.3 Contractor is obliged to ensure the confidentiality of its employees or other persons engaged by it in connection with the conclusion and execution of this Agreement, and is responsible for their compliance with the confidentiality regime in relation to the information received.
10.4 Any information provided by the Customer to the Executor shall be used only for execution of this Agreement.
10.5. Obligations of Parties on confidentiality observance (pp. 10.1.-10.3.) are fulfilled by Parties within the term of this Agreement and within three years after its termination.
11. PROTECTION OF PERSONAL DATA
11.1 The Contractor has given its consent to the collection, storage, processing and forwarding of its personal data to third parties (should this be necessary in the course of performing the terms of this agreement)
12. ADDITIONAL TERMS
12.1 Content Management System for the Website - Wix.com
12.2. hosting provider - Wix.com
12.3. Domain name registrar - Wix.com or other.
12.4 The Customer has a right to refuse an order in case of noncompliance with any of the terms of the contract by the Executor, as well as in case of rude or disrespectful treatment, violation of the terms of agreement of stages of work, biased assessment of work, in case of inability to perform for technical reasons or health problems, as well as other actions committed by the Contractor, which are damaging to the business reputation of the Client.
12.5 If any provision of this agreement is deemed illegal, invalid or unenforceable for any reason, such a provision shall be considered separate from this agreement and shall not affect the validity and applicability of any other provisions.
12.6 The Contractor waives all copyrights and can not use the project as a part of his portfolio, and also write about the project on the sites, in magazine articles and books on web-design.
12.7 The Contractor guarantees to the Client that any elements of text, graphics, photographs, drawings, trademarks or other works of art that he uses on the site either belong to him or he has permission to use them.
12.8 Contractor is an independent contractor (freelancer) and not an employee of Client or any company affiliated with Client. The Contractor shall provide the Services under the general direction of the Employer, but shall determine the manner and means of providing the Services. This Agreement does not create a partnership or joint venture, and neither Party is authorized to act as agent or bind the other Party except as expressly provided in this Agreement. The Contractor and the results produced by it shall not be considered work for hire as that term is defined in the Copyright Act. All rights, if any, granted to the Client are contractual in nature and are fully determined by the express agreement of the Parties and the various terms of this Agreement.
12.9. FORCE MAJEURE. Either party shall be excused from liability for delays in the performance or non-performance of its obligations under this Agreement to the extent that delays or failures occur as a result of causes beyond the reasonable control of the party (force majeure), including,
but not limited to: failure of third party software; acts of God or war; acts of the United States or other governments; strikes; lack of communication or network/internet connectivity due to accident, flooding; epidemics; shipping embargoes and other force majeure events.
13. CONTRACTOR'S DETAILS
EMPIRE LUXURY INTERNATIONAL CORPORATION
7901 4th Street N, STE 300.
St. Petersburg, FL 33702
Telegram +1 (786) 46-07-007
The president is Alexander Pavlov.