Terms and Conditions

Agreement between User and https://sequimcomputer.com

Welcome to https://sequimcomputer.com. The https://sequimcomputer.com website (the “Site”) is comprised of various web pages operated by Assai Tech, LLC (“Assai Tech”). https://sequimcomputer.com is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein (the “Terms”). Your use of https://sequimcomputer.com constitutes your agreement to all such Terms. Please read these terms carefully, and keep a copy of them for your reference.

https://sequimcomputer.com is an E-Commerce Site.

Assai Tech provides technology services and sales. We repair devices such as computers, laptops, tablets, and phones. We provide technology consultations, design and manage websites, provide web hosting, website maintenance, and business services.

Electronic Communications

Visiting https://sequimcomputer.com or sending emails to Assai Tech constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communications be in writing.

Your Account

If you use this site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that Assai Tech is not responsible for third party access to your account that results from theft or misappropriation of your account. Assai Tech and its associates reserve the right to refuse or cancel service, terminate accounts, or remove or edit content in our sole discretion.

Children Under Thirteen

Assai Tech does not knowingly collect, either online or offline, personal information from persons under the age of thirteen. If you are under 18, you may use https://sequimcomputer.com only with permission of a parent or guardian.

Links to Third Party Sites/Third Party Services

https://sequimcomputer.com may contain links to other websites (“Linked Sites”). The Linked Sites are not under the control of Assai Tech and Assai Tech is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. Assai Tech is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Assai Tech of the site or any association with its operators.

Certain services made available via https://sequimcomputer.com are delivered by third party sites and organizations. By using any product, service or functionality originating from the https://sequimcomputer.com domain, you hereby acknowledge and consent that Assai Tech may share such information and data with any third party with whom Assai Tech has a contractual relationship to provide the requested product, service or functionality on behalf of https://sequimcomputer.com users and customers.

No Unlawful or Prohibited Use/Intellectual Property

You are granted a non-exclusive, non-transferable, revocable license to access and use https://sequimcomputer.com strictly in accordance with these terms of use. As a condition of your use of the Site, you warrant to Assai Tech that you will not use the Site for any purpose that is unlawful or prohibited by these Terms. You may not use the Site in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party’s use and enjoyment of the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site.

All content included as part of the Service, such as text, graphics, logos, images, as well as the compilation thereof, and any software used on the Site, is the property of Assai Tech or its suppliers and protected by copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.

You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the Site. Assai Tech content is not for resale. Your use of the Site does not entitle you to make any unauthorized use of any protected content, and in particular you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your personal use, and will make no other use of the content without the express written permission of Assai Tech and the copyright owner. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to the intellectual property of Assai Tech or our licensors except as expressly authorized by these Terms.

Use of Communication Services

The Site may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, “Communication Services”). You agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service.

By way of example, and not as a limitation, you agree that when using a Communication Service, you will not: defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents; upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer; advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages; conduct or forward surveys, contests, pyramid schemes or chain letters; download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner; falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded; restrict or inhibit any other user from using and enjoying the Communication Services; violate any code of conduct or other guidelines which may be applicable for any particular Communication Service; harvest or otherwise collect information about others, including e-mail addresses, without their consent; violate any applicable laws or regulations.

Assai Tech has no obligation to monitor the Communication Services. However, Assai Tech reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. Assai Tech reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.

Assai Tech reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Assai Tech’s sole discretion.

Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. Assai Tech does not control or endorse the content, messages or information found in any Communication Service and, therefore, Assai Tech specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts are not authorized Assai Tech spokespersons, and their views do not necessarily reflect those of Assai Tech.

Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you upload the materials.

Materials Provided to https://sequimcomputer.com or Posted on Any Assai Tech Web Page

Assai Tech does not claim ownership of the materials you provide to https://sequimcomputer.com (including feedback and suggestions) or post, upload, input or submit to any Assai Tech Site or our associated services (collectively “Submissions”). However, by posting, uploading, inputting, providing or submitting your Submission you are granting Assai Tech, our affiliated companies and necessary sublicensees permission to use your Submission in connection with the operation of their Internet businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission.

No compensation will be paid with respect to the use of your Submission, as provided herein. Assai Tech is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in Assai Tech’s sole discretion.

By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.

International Users

The Service is controlled, operated and administered by Assai Tech from our offices within the USA. If you access the Service from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use the Assai Tech Content accessed through https://sequimcomputer.com in any country or in any manner prohibited by any applicable laws, restrictions or regulations.

Indemnification

You agree to indemnify, defend and hold harmless Assai Tech, its officers, directors, employees, agents and third parties, for any losses, costs, liabilities and expenses (including reasonable attorney’s fees) relating to or arising out of your use of or inability to use the Site or services, any user postings made by you, your violation of any terms of this Agreement or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations. Assai Tech reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Assai Tech in asserting any available defenses.

Arbitration

In the event the parties are not able to resolve any dispute between them arising out of or concerning these Terms and Conditions, or any provisions hereof, whether in contract, tort, or otherwise at law or in equity for damages or any other relief, then such dispute shall be resolved only by final and binding arbitration pursuant to the Federal Arbitration Act, conducted by a single neutral arbitrator and administered by the American Arbitration Association, or a similar arbitration service selected by the parties, in a location mutually agreed upon by the parties. The arbitrator’s award shall be final, and judgment may be entered upon it in any court having jurisdiction. In the event that any legal or equitable action, proceeding or arbitration arises out of or concerns these Terms and Conditions, the prevailing party shall be entitled to recover its costs and reasonable attorney’s fees. The parties agree to arbitrate all disputes and claims in regards to these Terms and Conditions or any disputes arising as a result of these Terms and Conditions, whether directly or indirectly, including Tort claims that are a result of these Terms and Conditions. The parties agree that the Federal Arbitration Act governs the interpretation and enforcement of this provision. The entire dispute, including the scope and enforceability of this arbitration provision shall be determined by the Arbitrator. This arbitration provision shall survive the termination of these Terms and Conditions.

Class Action Waiver

Any arbitration under these Terms and Conditions will take place on an individual basis; class arbitrations and class/representative/collective actions are not permitted. THE PARTIES AGREE THAT A PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN EACH’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PUTATIVE CLASS, COLLECTIVE AND/ OR REPRESENTATIVE PROCEEDING, SUCH AS IN THE FORM OF A PRIVATE ATTORNEY GENERAL ACTION AGAINST THE OTHER. Further, unless both you and Assai Tech agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.

Liability Disclaimer

THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. ASSAI TECH, LLC AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE SITE AT ANY TIME.

ASSAI TECH, LLC AND/OR ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. ASSAI TECH, LLC AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ASSAI TECH, LLC AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF ASSAI TECH, LLC OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

Termination/Access Restriction

Assai Tech reserves the right, in its sole discretion, to terminate your access to the Site and the related services or any portion thereof at any time, without notice. To the maximum extent permitted by law, this agreement is governed by the laws of the State of Washington and you hereby consent to the exclusive jurisdiction and venue of courts in Washington in all disputes arising out of or relating to the use of the Site. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Assai Tech as a result of this agreement or use of the Site. Assai Tech’s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of Assai Tech’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by Assai Tech with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and Assai Tech with respect to the Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and Assai Tech with respect to the Site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that this agreement and all related documents be written in English.

Changes to Terms

Assai Tech reserves the right, in its sole discretion, to change the Terms under which https://sequimcomputer.com is offered. The most current version of the Terms will supersede all previous versions. Assai Tech encourages you to periodically review the Terms to stay informed of our updates.

Contact Us

Assai Tech welcomes your questions or comments regarding the Terms:

Assai Tech, LLC

1160 Cays Rd.

Sequim, Washington 98382

Email Address:

admin@assai.tech

Telephone number:

(360) 809-0838

Effective as of May 01, 2011

Website Maintenance Agreement


This Website Maintenance Agreement (the “Agreement”) is entered into as of May 25, 2019 (the “Effective Date”) by and between Assai Tech, LLC (the “Provider”), and (the “Company,” and together with the Provider, the “Parties”).

RECITALS

WHEREAS, the Company is engaged in ; and
WHEREAS, the Provider is engaged in the business of maintaining and updating websites to keep them current; and
WHEREAS, the Company wishes to engage the Provider as an independent contractor for the Company for the purpose of providing maintenance services to the Company’s website (the “Website”); and
WHEREAS, the Provider wishes to provide maintenance services to the Website and agrees to do so under the terms and conditions of this Agreement; and
WHEREAS, each Party is duly authorized and capable of entering into this Agreement.
NOW THEREFORE, in consideration of the above recitals and the mutual promises and benefits contained herein, the Parties hereby agree as follows:

  1. PURPOSE.
    The Company hereby engages the Provider, and the Provider hereby accepts such engagement, to perform the services described in Exhibit A attached hereto and made a part hereof, in connection with the maintenance of the Website (the “Services”).
  2. COMPENSATION.
    The compensation for the Services shall include a monthly fee of $, plus any additional compensation at the hourly rate of $64 for maintenance services requested by the Company, plus any applicable tax. These services will be billed monthly and paid no later than 30 days after invoicing.
  3. TERM.
    This Agreement is effective as of the Effective Date and shall continue in force, unless otherwise terminated in accordance with the provisions of Section 4 of this Agreement.
  4. TERMINATION.
    (a) Types of Termination. This Agreement may be terminated:
    (i) By either Party on provision of 14 days’ written notice to the other Party.
    (ii) By either Party for a material breach of any provision of this Agreement by the other Party, if the other Party’s material breach is not cured within 14 days of receipt of written notice thereof.
    (iii) By the Company at any time and without prior notice, if the Provider is convicted of any crime or offense, fails or refuses to comply with the written policies or reasonable directives of the Company, or is guilty of serious misconduct in connection with performance under this Agreement.
    (b) Responsibilities after Termination. Following the termination of this Agreement for any reason, the Company shall promptly pay the Provider according to the terms of Exhibit A for Services rendered before the effective date of the termination (the “Termination Date”). The Provider acknowledges and agrees that no other compensation, of any nature or type, shall be payable hereunder following the termination of this Agreement. The Provider shall return to the Company all materials and information the Company has provided to the Provider in connection with this Agreement, including a complete electronic copy of the then-current Website, no later than 30 days after the Termination Date.
  5. RESPONSIBILITIES.
    (a) Of the Provider. The Provider agrees to do each of the following:
    (i) Provide services as detailed in Exhibit A to this Agreement.
    (ii) Devote as much productive time, energy, and ability to the performance of its duties hereunder as may be necessary to provide the required Services in a timely and productive manner.
    (iii) Perform the Services in a workmanlike manner and with professional diligence and skill, using fully-trained, skilled, competent, and experienced personnel.
    (iv) Maintain password secrecy and notify the Company immediately of any loss or theft of passwords or if the confidentiality of any password has been compromised.
    (b) Of the Company. The Company agrees to do each of the following:
    (i) Engage the Provider to maintain its Website as further detailed in Exhibit A to this Agreement.
    (ii) Provide all assistance and cooperation to the Provider in order to enable the Provider to provide services as detailed in Exhibit A of this Agreement.
    (iii) Provide initial information and supply all materials comprising the then-current Website within 14 days of the Effective Date.
    (iv) Maintain password secrecy and notify the Provider immediately of any loss or theft of passwords or if the confidentiality of any password has been compromised.
  6. CONFIDENTIAL INFORMATION.
    The Provider agrees, during the Term and thereafter, to hold in strictest confidence and not to use, except for the benefit of the Company or as required by law, or to disclose to any person, firm, or corporation without the prior written authorization of the Company, any Confidential Information of the Company. “Confidential Information” means any of the Company’s proprietary information, technical data, trade secrets, or know-how, including, but not limited to, research, product plans, products, services, customer lists, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to the Provider by the Company either directly or indirectly. The Provider may use the Confidential Information to the extent necessary for negotiations, discussions, and consultations with the Company’s personnel or authorized representatives or for any other purpose the Company may hereafter authorize in writing. At the request of the Company, the Provider must promptly return all copies of Confidential Information received from the Company, and must promptly destroy all other Confidential Information prepared by the Provider, including, without limitation, any notes, reports, or other documents.
  7. PARTIES’ REPRESENTATIONS AND WARRANTIES.
    (a) The Parties each represent and warrant as follows:
    (i) Each Party has the full power, authority, and right to perform its obligations under the Agreement.
    (ii) This Agreement is a legal, valid, and binding obligation of each Party, enforceable against it in accordance with its terms (except as may be limited by bankruptcy, insolvency, moratorium, or similar laws affecting creditors’ rights generally and equitable remedies).
    (iii) Entering into this Agreement will not violate the charter or bylaws of either Party or any material contract to which that Party is also a party.
    (b) The Provider hereby represents and warrants as follows:
    (i) The Provider has the sole right to control and direct the means, details, manner, and method by which the Services required by this Agreement will be performed.
    (ii) The Provider has the experience and ability to perform the Services required by this Agreement.
    (iii) The Provider has the right to perform the Services required by this Agreement at any place or location, and at such times as the Provider shall determine.
    (iv) The Services shall be performed in accordance with and shall not violate any applicable laws, rules, or regulations, and the Provider shall obtain all permits or permissions required to comply with such laws, rules, or regulations.
    (v) The Provider is responsible for paying all ordinary and necessary expenses of its staff.
    (c) The Company hereby represents and warrants as follows:
    (i) The Company will make timely payments of amounts earned by the Provider under this Agreement and as detailed in Exhibit A hereto.
    (ii) The Company shall notify the Provider of any changes to its procedures affecting the Provider’s obligations under this Agreement at least 14 days prior to implementing such changes.
    (iii) The Company shall provide such other assistance to the Provider as it deems reasonable and appropriate.
  8. MAINTENANCE REQUESTS.
    (a) Procedure for Request. The Company must submit all requests for maintenance (each, a “Company Maintenance Request”) to the Provider via . A Company Maintenance Request must (i) provide the Provider with clear and specific instructions, (ii) be reasonable in nature, and (iii) be within the scope of the Services. All materials transferred to the Provider in connection with a Company Maintenance Request must be in acceptable format, which shall be limited to the following: Detailed email or typed document.
    (b) Review and Inspection. The Provider will promptly notify the Company when the work required under a Company Maintenance Request is complete so that the Company can review and inspect such work to ensure its accuracy. The Company will notify the Provider of any errors, omissions, and other issues via email or telephone as soon as practicable following discovery. The Provider will use best efforts to resolve any such errors, omissions, and issues as quickly as possible.
  9. WEBSITE PROBLEMS; SECURITY.
    The Provider must use commercially reasonable efforts to minimize disruption of the Website and to schedule Website maintenance in accordance with Exhibit A hereto.
    (a) In the event of a problem with the Website, the Provider agrees to provide the following levels of support:
    (i) Urgent Problem. If the Website suffers from an urgent problem, including, but not limited to, the Website becoming unusable, the Provider understands that time is of the essence and will use best efforts to correct the problem as soon as possible. The Provider will continue to update the Company of the status of the problem until the problem is resolved, at which time, the Provider will immediately notify the Company that the problem has been corrected.
    If the Provider becomes aware of an urgent problem before the Company becomes aware of it, the Provider will immediately notify the Company of such problem.
    (ii) Non-Urgent Problem. If the Website suffers from a non-urgent problem, the Provider understands that time is of the essence and will use best efforts to correct the problem as soon as possible. The Provider will continue to update the Company of the status of the problem until the problem is resolved, at which time, the Provider will promptly notify the Company during normal business hours that the problem has been corrected.
    If the Provider becomes aware of a non-urgent problem before the Company becomes aware of it, the Provider will promptly notify the Company during normal business hours of such problem.
    (b) Website Back-up. The Provider must back-up the Website as set forth on Exhibit A hereto.
    (c) Security. The Provider must take commercially reasonable steps to prevent unauthorized access to the Website and any of the Company’s Confidential Information, including, but not limited to, any data collected on the Website as set forth on Exhibit A hereto.
  10. NATURE OF RELATIONSHIP.
    (a) Independent Contractor Status. The Provider agrees to perform the Services hereunder solely as an independent contractor. The Parties agree that nothing in this Agreement shall be construed as creating a joint venture, partnership, franchise, agency, employer/employee, or similar relationship between the Parties, or as authorizing either Party to act as the agent of the other. The Provider is and will remain an independent contractor in its relationship to the Company. The Company shall not be responsible for withholding taxes with respect to the Provider’s compensation hereunder. The Provider shall have no claim against the Company hereunder or otherwise for vacation pay, sick leave, retirement benefits, social security, worker’s compensation, health or disability benefits, unemployment insurance benefits, or employee benefits of any kind. Nothing in this Agreement shall create any obligation between either Party and a third party.
    (b) Indemnification of Company by Provider. The Company has entered into this Agreement in reliance on information provided by the Provider, including the Provider’s express representation that it is an independent contractor and in compliance with all applicable laws related to work as an independent contractor. If any regulatory body or court of competent jurisdiction finds that the Provider is not an independent contractor and/or is not in compliance with applicable laws related to work as an independent contractor, based on the Provider’s own actions, the Provider shall assume full responsibility and liability for all taxes, assessments, and penalties imposed on or against the Provider and/or the Company resulting from such contrary interpretation, including but not limited to taxes, assessments, and penalties that would have been deducted from the Provider’s earnings had the Provider been on the Company’s payroll and employed as an employee of the Company.
  11. NO CONFLICT OF INTEREST; OTHER ACTIVITIES
    The Provider hereby warrants to the Company that, to the best of its knowledge, it is not currently obliged under any existing contract or other duty that conflicts with or is inconsistent with this Agreement. During the Term, the Provider is free to engage in other website maintenance activities; provided, however, the Provider shall not accept work, enter into contracts, or accept obligations inconsistent or incompatible with the Provider’s obligations or the scope of Services to be rendered for the Company pursuant to this Agreement.
  12. INDEMNIFICATION.
    (a) Of Company by Provider. The Provider shall indemnify and hold harmless the Company and its officers, members, managers, employees, agents, contractors, sublicensees, affiliates, subsidiaries, successors, and assigns from and against any and all damages, liabilities, costs, expenses, claims, and/or judgments, including, without limitation, reasonable attorneys’ fees and disbursements (collectively, the “Claims”) that any of them may suffer from or incur and that arise or result primarily from (i) any gross negligence or willful misconduct of the Provider arising from or connected with the Provider’s carrying out of its duties under this Agreement, or (ii) the Provider’s breach of any of its obligations, agreements, or duties under this Agreement. (Optional)
    (b) Of Provider by Company. The Company shall indemnify and hold harmless the Provider from and against all Claims that it may suffer from or incur and that arise or result primarily from (i) its maintenance or usage of the Company’s Website in connection with the carrying out of its duties under this Agreement or (ii) the Company’s breach of any of its obligations, agreements, or duties under this Agreement; provided, however, none of the foregoing result from or arise out of the actions or inactions of the Provider.
  13. INTELLECTUAL PROPERTY.
    (a) No Intellectual Property Infringement by Provider. The Provider hereby represents and warrants that the use and proposed use of any software, programs, or applications to maintain, repair, or update the Website does not and shall not infringe, and the Provider has not received any notice, complaint, threat, or claim alleging infringement of, any trademark, copyright, patent, trade secrets, industrial design, or other rights of any third party. To the extent the software, programs, or applications used to maintain, repair or update the Website infringe on the rights of any such third party, the Provider shall obtain a license or consent from such third party permitting the use of such items.
    (b) No Intellectual Property Infringement by Company. The Company represents to the Provider and unconditionally guarantees that all text, graphics, photos, designs, trademarks, hyperlinks, or other content on the Website are owned by the Company, or that the Company has permission from the rightful owner to use each of these elements, and will hold harmless, protect, indemnify, and defend the Provider and its subcontractors from any liability (including attorneys’ fees and court costs), including any claim or suit, threatened or actual, arising from the use of such elements furnished by the Company. The Company further represents to the Provider that its domain names or URL listing does not infringe, dilute, or otherwise violate third party rights or trademarks.
    (c) Company Property Rights. All text, graphics, photos, designs, trademarks, hyperlinks, or other content on the Website are the property of the Company and the Provider has no ownership rights or other intellectual property rights to such items.
  14. LAWS AFFECTING ELECTRONIC COMMERCE.
    From time to time governments enact laws and levy taxes and tariffs affecting Internet electronic commerce. The Company agrees that it is solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend the Provider and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the Company’s exercise of Internet electronic commerce.
  15. AMENDMENTS.
    Provider reserves the right to amend this Agreement. Provider agrees to provide written notice of any changes or amendments within 30 days
  16. ASSIGNMENT.
    The Company may assign this Agreement freely, in whole or in part. The Provider may not, without the written consent of the Company, assign, subcontract, or delegate its obligations under this Agreement, except that the Provider may transfer the right to receive any amounts that may be payable to it for its Services under this Agreement, which transfer will be effective only after receipt by the Company of written notice of such assignment or transfer.
  17. SUCCESSORS AND ASSIGNS.
    All references in this Agreement to the Parties shall be deemed to include, as applicable, a reference to their respective successors and assigns. The provisions of this Agreement shall be binding on and shall inure to the benefit of the successors and assigns of the Parties.
  18. FORCE MAJEURE.
    A Party shall be not be considered in breach of or in default under this Agreement on account of, and shall not be liable to the other Party for, any delay or failure to perform its obligations hereunder by reason of fire, earthquake, flood, explosion, strike, riot, war, terrorism, or similar event beyond that Party’s reasonable control (each a “Force Majeure Event”); provided, however, if a Force Majeure Event occurs, the affected Party shall, as soon as practicable:
    (a) notify the other Party of the Force Majeure Event and its impact on performance under this Agreement; and
    (b) use reasonable efforts to resolve any issues resulting from the Force Majeure Event and perform its obligations hereunder.
  19. NO IMPLIED WAIVER. The failure of either Party to insist on strict performance of any covenant or obligation under this Agreement, regardless of the length of time for which such failure continues, shall not be deemed a waiver of such Party’s right to demand strict compliance in the future. No consent or waiver, express or implied, to or of any breach or default in the performance of any obligation under this Agreement shall constitute a consent or waiver to or of any other breach or default in the performance of the same or any other obligation.
  20. NOTICE. Any notice or other communication provided for herein or given hereunder to a Party hereto shall be in writing and shall be given in person, by overnight courier, or by mail (registered or certified mail, postage prepaid, return-receipt requested) to the respective Parties as follows:
    If to the Company: , . If to the Provider: Assai Tech LLC, 1160 Cays Rd., Sequim, WA 98382
  21. GOVERNING LAW.
    This Agreement shall be governed by the laws of the state of Washington. In the event that litigation results from or arises out of this Agreement or the performance thereof, the Parties agree to reimburse the prevailing Party’s reasonable attorneys’ fees, court costs, and all other expenses, whether or not taxable by the court as costs, in addition to any other relief to which the prevailing Party may be entitled.
  22. COUNTERPARTS/ELECTRONIC SIGNATURES.
    This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which shall constitute one and the same instrument. For purposes of this Agreement, use of a facsimile, e-mail, or other electronic medium shall have the same force and effect as an original signature.
  23. DISCLAIMER OF WARRANTY. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE PARTIES HEREBY SPECIFICALLY DISCLAIM ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SERVICES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE.
  24. LIMTATION OF LIABILITY. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM ANY PROVISION OF THIS AGREEMENT SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFIT OR LOST BUSINESS, COSTS OF DELAY OR FAILURE OF DELIVERY, OR LIABILITIES TO THIRD PARTIES ARISING FROM ANY SOURCE.
  25. SEVERABILITY. Whenever possible, each provision of this Agreement will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other provision or any other jurisdiction, but this Agreement will be reformed, construed, and enforced in such jurisdiction as if such invalid, illegal, or unenforceable provisions had never been contained herein.
  26. ENTIRE AGREEMENT.
    This Agreement, together with Exhibit A hereto, constitutes the final, complete, and exclusive statement of the agreement of the Parties with respect to the subject matter hereof, and supersedes any and all other prior and contemporaneous agreements and understandings, both written and oral, between the Parties.

HEADINGS.
Headings used in this Agreement are provided for convenience only and shall not be used to construe meaning or intent.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written.

COMPANY

On behalf of
by , its .

PROVIDER

On behalf of Assai Tech, LLC
by David Dumdei, its Limited Liability Member

EXHIBIT A
DUTIES, COMPENSATION, AND SERVICES

  1. SERVICES.
    In exchange for the Maintenance Fee, as defined in Section 2 below, the Provider will provide the following services:
     
  2. COMPENSATION.
    As compensation for the Services, the Company agrees to pay the Provider, $ per (the “Maintenance Fee”) plus an hourly rate of $64.
  3. PAYMENT SCHEDULE.
    The Provider will invoice the Company the Maintenance Fee on a monthly basis. Invoices will be paid monthly. 
  4. REIMBURSEMENT. The Provider will invoice the Company for any reimbursements of actual out-of-pocket costs permitted under Section 1 of this Exhibit A on a basis. Invoices for reimbursement will be paid monthly; provided, however, that receipts for all such costs have been received by the Company. The Company will own any equipment or products for which the Company provides reimbursement to the Provider.

By signing below, the Parties agree to comply with all of the requirements contained in this Exhibit A.

COMPANY

On behalf of
by , its .

PROVIDER

On behalf of Assai Tech, LLC
by David Dumdei, its Limited Liability Member

Leave this empty:

Signed by David Dumdei
Signed On: November 5, 2018

Assai Web Design https://assaiwebdesign.com
Signature Certificate
Document name: Website Maintenance Agreement
Unique Document ID: b1e6ae6ec0d433383dc714b743cb8bdcbedd0e7b
TimestampAudit
July 6, 2018 1:40 pm PDTWebsite Maintenance Agreement Uploaded by David Dumdei - david@assai.tech IP 172.92.67.183