Site Terms of Service, an Enforceable Legal Agreement.
Last Updated: [7/11/2018]
Terms of the Agreement
All purchasing or any activity on this site is governed by this general express contract that all users through registration on this site and by reading the “Terms of Agreement” and “Privacy Policies” tacitly consent to by virtue of being a user and enjoying the benefits of this proprietary platform and professional network of developers and artists. All agreements made are final and enforceable in a court of law. This site reserves the right to change without notice the terms and conditions at anytime. Broken contracts for monthly payments are enforceable for the total remaining percent of unpaid subscription amounts.
|Purpose of the Agreement
“Who is developing for who?”
|This agreement is to act as a legally binding contract between the Development Contractor (“Customer”) and the Developer(s) (“Bitghost Independent Contractors”) specified in the “Parties in Agreement” section.|
|Scope of Employment
“What are you being contracted to do?”
This contract acts to hire and compensate the Developer solely based on their services as a:
[Type of Developer]
The specific development service being compensated for will be solely those that are outlined on the “Developer’s Services” page of the contract. If service modifications arise, modifications to the compensated services that the Developer is required to complete must be detailed in the “Modifications to Services” section of the contract.
This agreement does not limit the services the Developer may be required to do outside of the scope of that area of development however the services listed are those which are relevant to this agreement and are being compensated for. The terms of this agreement are not subject to change based upon the performance of the intellectual property created under this agreement and nor does this agreement explicitly guarantee performance or sales improvements as these are volatile factors.
The specific development services detailed in this contract are solely for the project under the name of:
|Timeframe of Completion
“When should the work be finished?”
|Start Date End Date|
|Amount & Method of Compensation
“How are you getting paid?”
The established method of payment for the Developer will be in the form of a fixed price through either PayPal, check, or cash.
The project will initialize regardless of the above mentioned “Start Date” once the total development cost is received by the Developer from the Development Contractor as a nonrefundable deposit to ensure trust and work relations or the first monthly payment of a “BitStream Monthly Subscription.” There is an initial 14 day time period where a Customer may withdraw from a contract for a specific reason after the request is reviewed and no amicable resolution can be made, however, after 14 days all sales and subscriptions are final and enforceable. The Development Contractor will tacitly agree to allot the remaining percent of a “BitStream Monthly Subscription” once the end date is met, during the period every month on their respective date of payment, or during a period of a cancellation if both parties are still in working relations regardless of the state of the project. The Developer is responsible for quality purposes reasonable overtime necessary to attain the desired specifications listed on the “Developer’s Services” page by a new completion date if the final date is met and the final payment is made. Both parties must regularly communicate weekly to ensure the active state of the project and meeting the end date. Additional payment invoices may and will be requested by the Developer for necessary materials, tools, and add-on components that are required such as hosting or initial source code purchases. The amount of compensation the Developer will receive is:
| □ PayPal | □ Check | □ Cash (To: Developer) |
I, the Development Contractor, authorize that I enter into this legally binding contract to fulfill all of the conditions detailed in the “Terms of Agreement” to aid the Developer party in meeting all objectives that are outlined in this agreement. All development that is completed under this agreement will adorn the name and thus be the intellectual property of Bitghost. Bitghost reserves the rights to all developed intellectual property completed under the contracted “Developer’s Services” section until final compensation. This agreement is the complete understanding between the parties and supersedes and replaces all previous agreements or representations both written and oral. I agree to compensate the Developer for any and all legal fees that may arise if any of the agreements of this contract are not met and I am found guilty in a court of law. Any amendment or modification to this agreement must be made in writing. I, the development contractor, have read this document completely and have consulted the necessary legal representatives to understand the full terms of this agreement.
Developers under this agreement are under strict nondisclosure guidelines during consultative sessions. Our company values user privacy and expects its participants by using the site whether they may be a client or developer to act in the same accord regarding proprietary trade secrets, operating plans, critical project information, and private user information. By successfully submitting an application to develop and/or signing the developer agreement – user developers are restricted from creating their own company, website, platform, system, or application or disclosing any features from our platform, business model of digital collaboration for ideation purposes, or even the organization structure of this site or platform for a period of 10 years following and initializing from the date of their respective first project acceptance, down payment for a project, or trace of any user activity on our site or platform. Our company has the right to litigate individuals, businesses, or organizations who violate our “Terms of Service,” “Nondisclosure Agreement,” or have been users of our system.
Clients and developers are restricted by using this site platform equally from creating their own company, website, platform, system, or application similar to our platform idea of digital collaboration for ideation purposes or even the organization structure of this site or platform for a period of 10 years following and initializing from the date of their respective first project acceptance, down payment for a project, or trace of any user activity on our site or platform. Our company has the right to litigate individuals, businesses, or organizations who violate our “Terms of Service,” “Noncompete Agreement,” or have been users of our system.
User Prohibited From Illegal Uses
User shall not use, and shall not allow any person to use, the Site or Services in any way that violates a federal, state, or local law, regulation, or ordinance, or for any disruptive, tortious, or illegal purpose, including but not limited to harassment, slander, defamation, data theft or inappropriate dissemination, or improper surveillance of any person.
User represents and warrants that:
- User will use the Services only as provided in these Terms;
- User is at least 18 years old and has all right, authority, and capacity to agree to these Terms;
- User will provide accurate, complete, and current information to the Site and its owner(s);
- User will notify the Site and its owner(s) regarding any material change to information User provides, either by updating and correcting the information, or by alerting the Site and its owner(s) via the functions of the Site or the email address provided below.
Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SITE PROVIDES THE SERVICES “AS IS,” WITH ALL FAULTS. THE SITE DOES NOT WARRANT UNINTERRUPTED USE OR OPERATION OF THE SERVICES, OR THAT ANY DATA WILL BE TRANSMITTED IN A MANNER THAT IS TIMELY, UNCORRUPTED, FREE OF INTERFERENCE, OR SECURE. THE SITE DISCLAIMS REPRESENTATIONS, WARRANTIES, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, WRITTEN, ORAL, CONTRACTUAL, COMMON LAW, OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES, DUTIES, OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OR THAT MAY ARISE FROM A COURSE OF DEALING OR USAGE OF TRADE.
Liability Is Limited
THE SITE SHALL NOT BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOST PROFITS (REGARDLESS OF WHETHER WE HAVE BEEN NOTIFIED THAT SUCH LOSS MAY OCCUR) OR EXPOSURE TO ANY THIRD PARTY CLAIMS BY REASON OF ANY ACT OR OMISSION. THE SITE SHALL NOT BE LIABLE FOR ANY ACT OR OMISSION OF ANY THIRD PARTY INVOLVED WITH THE SERVICES, SITE OFFERS, OR ANY ACT BY SITE USERS. THE SITE SHALL NOT BE LIABLE FOR ANY DAMAGES THAT RESULT FROM ANY SERVICE PROVIDED BY, OR PRODUCT OR DEVICE MANUFACTURED BY, THIRD PARTIES.
NOTWITHSTANDING ANY DAMAGES THAT USER MAY SUFFER FOR ANY REASON, THE ENTIRE LIABILITY OF THE SITE IN CONNECTION WITH THE SITE OR SERVICES, AND ANY PARTY’S EXCLUSIVE REMEDY, SHALL BE LIMITED TO THE AMOUNT, IF ANY, ACTUALLY PAID BY USER TO THE SITE OWNER DURING THE 12 MONTHS PRIOR TO THE EVENT THAT USER CLAIMS CAUSED THE DAMAGES.
The Site shall not be liable for any damages incurred as a result of any loss, disclosure, or third party use of information, regardless of whether such disclosure or use is with or without User’s knowledge or consent. The Site shall have no liability for any damages related to: User’s actions or failures to act, the acts or omissions of any third party, including but not limited to any telecommunications service provider, or events or causes beyond the Site’s reasonable control. The Site has no obligations whatever, and shall have no liability to, any third party who is not a User bound by these Terms. Limitations, exclusions, and disclaimers in these Terms shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.
Third party products, links, and actions
The Site may include or offer third party products or services. The Site may also have other users or members who interact with each other, through the Site, elsewhere online, or in person. These third party products and any linked sites have separate and independent terms of service and privacy policies. We have no control or responsibility for the content and activities of these linked sites, sellers, and third parties in general, regardless of whether you first were introduced or interacted with such businesses, services, products, and people through the Site, and therefore you agree that we are not liable for any of them. We do, however, welcome any feedback about these sites, sellers, other users or members, and third parties.
Changes to the Site and the Services
The owners and contributors to the Site will work to improve the Site for our users, and to further our business interests in the Site. We reserve the right to add, change, and remove features, content, and data, including the right to add or change any pricing terms. You agree that we will not be liable for any such changes. Neither your use of the Site nor these terms give you any right, title, or protectable legal interest in the Site or its content.
This site organizes, processes, and develops virtual goods and services for individuals, businesses, and organizations. All goods and services are priced variably based upon a submission process that is proprietary to the functioning and operations of this platform. All transactions are final and under no way does our site or platform guarantee quality assurance in any manner to a “money back” guarantee nor any sort of refund processes for claims of any manner as performance of our work is relative to user satisfaction and opinion. All digital ecommerce transactions are independently contracted endeavors based upon the availability this site provides to users with the assistance of the proprietary organizational infrastructure this site offers. Developers via this organization are strictly reviewed during the application process for the highest degrees of performance and know-how as to the various costs associated with the development and/or ideation process of the “designs,” “solutions,” and “networks” our site houses – as a result clients waive the ability to take legal actions of litigation in a court of law against our company due to our entrusted expertise and cooperative nature of striving for continued performance improvements.
This site and some delivery modes of our product are built on the WordPress platform. For information about intellectual property rights, including General Public License (“GPL”) terms under which the WordPress software is licensed, see here http://wordpress.org/about/gpl/
The Site grants User a revocable, non-transferable, and non-exclusive license to use the Site solely in connection with the Site and the Services, under these Terms.
Copyright in all content and works of authorship included in the Site are the property of the Site or its licensors. Apart from links which lead to the Site, accurately attributed social media references, and de minimus text excerpts with links returning to the Site, no text, images, video or audio recording, or any other content from the Site shall be copied without explicit and detailed, written permission from the Site’s owner. User shall not sublicense or otherwise transfer any rights or access to the Site or related Services to any other person.
The names and logos used by the Site, and all other trademarks, service marks, and trade names used in connection with the Services are owned by the Site or its licensors and may not be used by User without written consent of the rights owners. Use of the Site does not in itself give any user any license, consent, or permission, unless and then only to the extent granted explicitly in these Terms.
All rights not expressly granted in these Terms are reserved by the Site.
Usernames, Passwords, and Profiles
If prompted, Users must provide a valid email address to the Site, at which email address the User can receive messages. User must also update the Site if that email address changes. The Site reserves the right to terminate any User account and/or User access to the Site if a valid email is requested but is not provided by the User.
If the Site prompts or allows a User to create a username or profile, Users agree not to pick a username or provide any profile information that would impersonate someone else or that is likely to cause confusion with any other person or entity. The Site reserves the right to cancel a User account or to change a username or profile data at any time. Similarly, if the Site allows comments or user input, or prompts or allows a User to create an avatar or upload a picture, User agrees not to use any image that impersonates some other person or entity, or that is otherwise likely to cause confusion.
You are responsible for protecting your username and password for the Site, and you agree not to disclose it to any third party. We recommend that you use a password that is more than eight characters long. You are responsible for all activity on your account, whether or not you authorized it. You agree to inform us of unauthorized use of your account, by email to email@example.com. You acknowledge that if you wish to protect your interactions with the Site, it is your responsibility to use a secure encrypted connection, virtual private network, or other appropriate measures. The Site’s own security measures are reasonable in terms of their level of protection, but are not helpful if the interactions of you or any other User with Site are not secure or private.
We are based in Fort Myers, Florida and you are contracting to use our Site. These Terms and all matters arising from your use of the Site are governed by and will be construed according to the laws of Fort Myers, Florida, without regard to any choice of laws rules of any jurisdiction. The federal courts and state courts that have geographical jurisdiction over disputes arising at our office location in the Fort Myers, Florida will be the only permissible venues for any and all disputes arising out of or in connection with these Terms or the Site and Service.
Notwithstanding anything that may be contrary within the “Disputes” provisions above, all matters, and all arbitrable claims within a multi-claim matter, including all claims for monetary damages, shall be decided by a single arbitrator to be selected by us, which arbitrator shall hold hearings in or near Fort Myers, Florida, under the rules of the American Arbitration Association.
Any cause of action User may have relating to the Site or the Services must be commenced within one (1) year after the claim or cause of action arises.
Both parties waive the right to a jury trial in any dispute relating to the Terms, the Site, or the Services.
If for any reason a court of competent jurisdiction finds any aspect of the Terms to be unenforceable, the Terms shall be enforced to the maximum extent permissible, to give effect to the intent of the Terms, and the remainder of the Terms shall continue in full force and effect.
User may not assign his or her rights or delegate his or her responsibilities under these Terms or otherwise relating to the Site or its Services.
There shall be no third party beneficiaries under these Terms, except for the Site’s affiliates, suppliers, and licensors, or as required by law.
Use of the Site and its Services is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including without limitation this paragraph.
The failure of the Site to exercise or enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.
|Terms of Profit Sharing & Right To Audit|
“2% Net Sales / Monthly”
|This Profit Sharing Agreement (the “Agreement”) is entered into as of [START DATE] by and between [PERSONAL GUARENTOR WHOM IS DEVELOPMENT CONTRACTOR] having his principal place of business located at [BUSINESS LOCATION OF DEVELOPMENT CONTRACTOR] – and the developer who is (the “Company”) Bitghost Inc. all of whom agree to be bound by this Agreement.|
|Right To Audit
“30 Day Notice”
|[Development Contractor] shall establish and maintain a reasonable accounting system that enables [Bitghost] to readily identify assets, expenses, costs of goods, and use of funds. [Bitghost] and its authorized representatives shall have the right to audit, to examine, and to make copies of or extracts from all financial and related records (in whatever form they may be kept, whether written, electronic, or other) relating to or pertaining to this [Contract or Agreement] kept by or under the control of the [Development Contractor], including, but not limited to those kept by the [Development Contractor], its employees, agents, assigns, successors, and subcontractors. Such records shall include, but not be limited to, accounting records, written policies and procedures; subcontract files (including proposals of successful and unsuccessful bidders, bid recaps, etc.); all paid vouchers including those for out‐of‐pocket expenses; other reimbursement supported by invoices; ledgers; cancelled checks; deposit slips; bank statements; journals; original estimates; estimating work sheets; contract amendments and change order files; backcharge logs and supporting documentation; insurance documents; payroll documents; timesheets; memoranda; and correspondence. [Development Contractor] shall, at all times during the term of this [Contract or Agreement] and for a period of ten years after the completion of this [Contract or Agreement], maintain such records, together with such supporting or underlying documents and materials. The [Development Contractor] shall at any time requested by [Bitghost], whether during or after completion of this [Contract or Agreement], and at [Development Contractor]’s own expense make such records available for inspection and audit (including copies and extracts of records as required) by [Bitghost]. Such records shall be made available to [Bitghost] during normal business hours at the [Development Contractor]’s office or place of business and [subject to a thirty day written notice/without prior notice]. In the event that no such location is available, then the financial records, together with the supporting or underlying documents and records, shall be made available for audit at a time and location that is convenient for [Bitghost]. [Development Contractor] shall ensure [Bitghost] has these rights with [Development Contractor]’s employees, agents, assigns, successors, and subcontractors, and the obligations of these rights shall be explicitly included in any subcontracts or agreements formed between the [Development Contractor] and any subcontractors to the extent that those subcontracts or agreements relate to fulfillment of the [Development Contractor]’s obligations to [Bitghost]. Costs of any audits conducted under the authority of this right to audit and not addressed elsewhere will be borne by [Bitghost] unless certain exemption criteria are met. If the audit identifies overpricing or overcharges (of any nature) by the [Development Contractor] to [Bitghost] in excess of one‐half of one percent (.5%) of the total contract billings, the [Development Contractor] shall reimburse [Bitghost] for the total costs of the audit. If the audit discovers substantive findings related to fraud, misrepresentation, or non‐performance, [Bitghost] may recoup the costs of the audit work from the [Development Contractor]. Any adjustments and/or payments that must be made as a result of any such audit or inspection of the [Development Contractor]’s invoices and/or records shall be made within a reasonable amount of time (not to exceed 90 days) from presentation of [Bitghost]’s findings to [Development Contractor].|
|During the instance that the [Development Contractor] sells the developer “Company” Bitghost Inc. will receive 2% of the total gross amount of the sale of the contract for the purchase price and the new [Development Contractor] will inherit the structured agreement from past until 5 years from the original start date or pay the full amount and then renegotiate after this buyout period.|
If you have any questions about these Terms, please address them to firstname.lastname@example.org.
Contact Your Lawyer
If at all you are unsure, unfamiliar, or not understanding these Terms of Service, Use, or Agreement – please consult your respective lawyer for legal consultation before you press the “I Agree” button or subscribe to any services. These Terms are intended to protect user privacy and content produced prior to subscribing and content or services developed hereafter.
These terms were last updated on [7/11/2018]