Terms & Conditions

Restrictions on use of Website

This site is owned and operated by KutterGroup, LLC and contains material which is derived in whole or in part from material supplied by us and other sources. The material on this site is protected by international copyright and trademark laws. You may not modify, copy, reproduce, republish, upload, post, transmit, or distribute in any way any material from this site including code. You may download material from this site for your personal, non-commercial use only, provided you keep intact all copyright and other proprietary notices.

Disclaimer

KutterGroup, LLC has provided links and pointers to Internet sites maintained by third parties. We do not operate or control in any respect any information, products or services on these third-party sites. The materials in this site and the third-party sites are provided "as is" and without warranties of any kind either express or implied. To the fullest extent permissible pursuant to applicable law, KutterGroup, LLC disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose. KutterGroup, LLC does not warrant that the functions contained in the materials will be uninterrupted or error-free, that defects will be corrected, or that this site, including bulletin boards, or the server that makes it available, are free of viruses or other harmful components. We do not warrant or make any representations regarding the use or the results of the use of the materials in this site or in third-party sites in terms of their correctness, accuracy, timeliness, reliability, or otherwise. You (and not us) assume the entire cost of all necessary maintenance, repair, or correction.

Limitation of liability

Under no circumstances, including, but not limited to, negligence, shall we be liable for any direct, indirect, incidental, special or consequential damages that result from the use of, or the inability to use, our materials. You specifically acknowledge and agree that KutterGroup, LLC is not liable for any defamatory, offensive or illegal conduct of any user. If you are dissatisfied with any of our material, or with any of our terms and conditions, your sole and exclusive remedy is to discontinue using our website.

Website Hosting and Maintenance Agreement

"Fee Schedule" shall mean the fees for the KutterGroup LLC Services as published on the KutterGroup LLC website, which may be modified at any time.

All expenses incurred and / or any hours above those identified in the maintenance packages, retainer based packages and or web hosting will be billed out at a flat hourly rate of $135 an hour, to the next half hour, unless for annual website maintenance plans, Client enters into a new maintenance agreement for additional hours. For Monthly website maintenance, all hours incurred within a month above those retained will be billed at the flat hourly rate in the next coverage period invoice. Hours cannot be "banked" or "borrowed" from one period to the next. Any hours not used within a period will be lost. Consultant will provide basic website hosting either internally or with a vendor of choice at no additional charge. If Client wishes to maintain an existing hosting vendor and plan, they may choose to do so at the Clients own expense. Websites that require special setup or configuration, high volume websites (greater than 10,000 page views a month as reported by Google) and websites that experience compute cycles in excess of 666 per month will incur additional hosting charges. All new development is billed separate and subject to the current hourly rates. Setup fee is waived if the website was recently developed and deployed by Consultant.

Billing & Payment
Consultant shall be paid prior to the start or at the beginning of the coverage period. Coverage periods will run for one month for monthly maintenance plans and for one year for annual maintenance plans. Invoices will be issued prior to or at the start of the coverage period. Client shall pay the amounts due within 30 days of the date of billing. Late payments by Client shall be subject to late penalty fees of 2% per month, at an annual percentage rate of 24%, of the total outstanding balance from the due date until the amount is paid.

Term of Service / Cancellation Policy
Contract term will be for a total of 12 months starting in the month of the first maintenance period. This agreement will terminate on the earlier of:
1 year from the first month of web maintenance or
the date a party terminates the Agreement by providing a minimum of 60 days notice.
All work performed after the expiration date (pending new contract signed) will be subject to the rates published at that time.

Consultant's Materials
Consultant owns or holds a license to use and sublicense various materials in existence before the start date of this Agreement ("Consultant's Materials"). Consultant may, at it's option, include Consultant's Materials in the work performed under this Agreement.
Consultant retains all right, title, and interest, including all copyright, patent rights, and trade secret rights, in Consultant's Materials. Subject to full payment of the consulting fees due under this Agreement, Consultant grants Client a nonexclusive worldwide license to use and sublicense the use of Consultant's Materials for the purpose of developing and marketing its products, but not for the purpose of marketing Consultant's Materials separate from its products. The license shall have a perpetual term and may not be transferred by Client. Client shall make no other commercial use of Consultant's Materials without Consultant's written consent.

Confidentiality
During the term of this Agreement and for 1 year afterward, Consultant will use reasonable care to prevent the unauthorized use or dissemination of Client's confidential information. Reasonable care means at least the same degree of care Consultant uses to protect its own confidential information from unauthorized disclosure.
Confidential information is limited to information clearly marked as confidential, or disclosed orally and summarized and identified as confidential in a writing delivered to Consultant within 15 days of disclosure. Confidential information does not include information that:
the Consultant knew before Client disclosed it
is or becomes public knowledge through no fault of Consultant
Consultant obtains from sources other than Client who owe no duty of confidentiality to Client, or
Consultant independently develops.

Warranties / Refund
Consultant warrants that all services performed under this Agreement shall be performed consistent with generally prevailing professional or industry standards. Client must report any deficiencies in Consultant's services to Consultant in writing within 30 days of performance to receive warranty remedies.
Client's exclusive remedy for any breach of the above warranty shall be the reperformance of Consultant's services.
THIS WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND ANY ORAL OR WRITTEN REPRESENTATIONS, PROPOSALS, OR STATEMENTS MADE PRIOR TO THIS AGREEMENT.

Return Policy
All sales of third party hardware and or software are final.

Limitation on Consultant's Liability to Client
In no event shall Consultant be liable to Client for lost profits of Client or special, incidental, or consequential damages (even if Consultant has been advised of the possibility of such damages).
Consultant's total liability under this Agreement for damages, costs, and expenses, regardless of cause, shall not exceed the total amount of fees paid to Consultant by Client under this Agreement.
Client shall indemnify Consultant against all claims, liabilities, and costs, including reasonable attorney fees, of defending any third-party claim or suit, other than for infringement of intellectual property rights, arising out of or in connection with Client's performance under this Agreement. Consultant shall promptly notify Client in writing of such claim or suit, and Client shall have the right to fully control the defense and any settlement of the claim or suit.

Applicable Law
This Agreement will be governed by the laws of the state of New York.

Notices
All notices and other communications in connection with this Agreement shall be in writing and shall be considered given as follows:
when delivered personally to the recipient's address as stated on this Agreement
three days after being deposited in the United States mail, with postage prepaid to the recipient's address as stated on this Agreement, or
when sent by fax or electronic mail, such notice is effective upon receipt provided that a duplicate copy of the notice is promptly given by first class mail, or the recipient delivers a written confirmation of receipt.

No Partnership
This Agreement does not create a partnership relationship. Neither party has authority to enter into contracts on the other's behalf.

Customer Service
For additional questions, please contact Customer Service at:
1285 Route 9, Suite 14D
Wappingers Falls, NY 12533
(845) 592-1113
support(at)kuttergroup.com

Last Updated: May 17th, 2011