⚠️ IMPORTANT LEGAL NOTICE: This is a template document. You should have this agreement reviewed by a qualified lawyer licensed in your province (Alberta) before using it with clients. This template does not constitute legal advice.
Agreement Date:
1. PARTIES
This Master Services Agreement ("Agreement") is entered into between:
SERVICE PROVIDER: Adams Web Design
Email:
("Provider" or "Adams Web Design")
Adams Web Design agrees to provide the following services to the Client:
Web Design & Development: Custom website design, development, and deployment
Website Hosting: Managed hosting services with guaranteed uptime
Domain Management: Domain registration, renewal, and DNS management
Email Services: Professional email account setup and management
Website Maintenance: Regular updates, backups, security monitoring, and technical support
Content Updates: Monthly content and design updates as specified in the service package
3. TERM AND TERMINATION
3.1 Initial Term
This Agreement begins on the date signed and continues for an initial term of:
Initial Term: months
3.2 Renewal
This Agreement automatically renews on a month-to-month basis after the initial term unless either party provides written notice of termination at least 30 days prior to the renewal date.
3.3 Termination
Either party may terminate this Agreement:
With 30 days written notice after the initial term
Immediately for material breach by the other party
Immediately if the other party becomes insolvent or files for bankruptcy
3.4 Effect of Termination
Client must pay all outstanding invoices for services rendered
Provider will provide Client with website files and data within 14 days
Hosting services will continue for 30 days to allow migration
Client retains ownership of all custom content and materials provided
Payment must be made via e-transfer, credit card, or as otherwise agreed
Late payments incur a fee of 2% per month (24% annually)
Services may be suspended for accounts more than 15 days overdue
4.3 Additional Services
Services not included in the monthly package will be billed at:
Additional pages: $75 per page
Custom development: $75 per hour
Emergency support: $125 per hour
E-commerce integration: Starting at $500
5. INTELLECTUAL PROPERTY
5.1 Client Content
Client retains all rights to content, images, text, and materials provided to Provider. Client grants Provider a license to use these materials solely for providing the services under this Agreement.
5.2 Custom Development
Upon full payment, Client owns all custom design work, graphics, and content specifically created for Client's website. Provider retains rights to underlying code, frameworks, and reusable components.
5.3 Third-Party Components
Provider may use third-party libraries, frameworks, and components subject to their respective licenses. Client must comply with all applicable licenses.
5.4 Portfolio Rights
Provider may display Client's website in its portfolio and marketing materials unless Client requests otherwise in writing.
6. CLIENT RESPONSIBILITIES
Client agrees to:
Provide timely feedback and approvals (within 7 business days)
Provide all necessary content, images, and materials
Ensure all provided content is legally owned or licensed
Maintain current contact information and respond to communications
Pay all invoices on time
Not modify website code without Provider approval (may void warranty)
7. PROVIDER RESPONSIBILITIES
Provider agrees to:
Deliver services in a professional and timely manner
Maintain website hosting with 99.9% uptime guarantee
Monitor website security and apply necessary updates
Respond to support requests within 24 business hours
Provide monthly usage reports upon request
8. WARRANTIES AND DISCLAIMERS
8.1 Provider Warranties
Provider warrants that:
Services will be performed in a professional manner
Website will be free from major defects for 30 days after launch
All work will comply with applicable web standards
8.2 Disclaimers
EXCEPT AS EXPRESSLY PROVIDED HEREIN, SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
Provider does not warrant:
Uninterrupted or error-free operation
Specific search engine rankings or traffic levels
Compatibility with all browsers or devices
Freedom from security breaches or hacking attempts
9. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
Provider's total liability shall not exceed the fees paid by Client in the 12 months preceding the claim
Provider is not liable for indirect, incidental, consequential, or punitive damages
Provider is not liable for loss of profits, data, revenue, or business opportunities
Client must notify Provider of any claims within 30 days of discovery
10. INDEMNIFICATION
Client agrees to indemnify and hold harmless Provider from any claims, damages, or expenses arising from:
Content provided by Client
Client's violation of any laws or regulations
Client's infringement of third-party rights
Client's breach of this Agreement
11. CONFIDENTIALITY
Both parties agree to keep confidential any proprietary or sensitive information disclosed during the course of this Agreement. This obligation survives termination of the Agreement for 3 years.
12. FORCE MAJEURE
Neither party shall be liable for failure to perform due to circumstances beyond reasonable control, including natural disasters, acts of government, internet service failures, or other force majeure events.
13. GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta, Canada. Any disputes shall be resolved in the courts of Alberta.
14. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements or understandings. This Agreement may only be modified in writing signed by both parties.
15. SEVERABILITY
If any provision of this Agreement is found to be unenforceable, the remaining provisions shall remain in full force and effect.
16. NOTICES
All notices under this Agreement must be in writing and sent to the addresses listed above. Email notices are acceptable.