Axis Creative Group, LLC.
TERMS OF AGREEMENT

The term "Service Provider" or "Axis Creative Group" or "us" or "we" refers to the owner of the website, Axis Creative Group, LLC., whose registered office is P.O. Box 7244, Lancaster, PA 17604.

The term "Client" or "You" refers to anyone who enters into any contract or agreement with Service Provider for products and/or services to be provided by Service Provider, including without limitation ordering any products or services through the Service Provider's web site or signing up as a client.

You hereby agree to abide by, comply with and be legally bound by the policies, terms and conditions hereinafter set forth (these "Terms and Conditions").

For purposes of these Terms and Conditions, references to the products and/or services provided by Service Provider shall include, without limitation, logos, designs, names, graphics or similar materials or information, whether or not protectable, printing services, web design, stationery, brochures, marketing materials, search engine marketing, other design services, application development, custom programming applications, and related services offered by Service Provider, and any and all future product or service offerings of Service Provider.

1) Service Provider agrees to provide products and/or services for Client ("Work") in accordance with specific Project Agreement(s) to be negotiated and signed separately. Service Provider and Client ("Parties") agree that the policies of these Terms and Condition's will apply to any Project Agreement as though incorporated therein, unless specifically contradicted in the Project Agreement. It is the Parties' intent that these Terms and Conditions be a standing agreement affecting all work done by Service Provider for Client at any time.

2) The performance by Service Provider of its duties under these Terms and Conditions will be in the role of an independent contractor, and nothing in these Terms and Conditions or any Project Agreement will create or imply a relationship of regular employment, agency, joint venture or partnership between Service Provider and Client.

1) All information relating to Client that is known to be confidential or proprietary, or which is clearly marked as such, will be held in confidence by Service Provider and will not be disclosed or used except to the extent necessary to the performance of Service Provider's duties under these Terms and Conditions and any Project Agreement(s) with Client.

2) All information relating to Service Provider that is known to be confidential or proprietary, or which is clearly marked as such, will be held in confidence by Client and will not be disclosed or used except to the extent necessary to the performance of Client's duties under these Terms and Conditions and any Project Agreement(s).

3) These obligations of confidentiality do not apply to the extent necessary to conform with lawful demands made by any law enforcement agency of the United States or its subdivisions.

4) These obligations of confidentiality apply indefinitely despite completion or termination of these Terms and Conditions or any Project Agreement, and are binding upon the Parties and their legal representatives, successors, and assigns.

1) Service Provider warrants that the Work will be provided in a workmanlike manner, in conformity with generally prevailing industry standards.

2) Web design, Application development and Custom programming solutions are inherently complex and ongoing tasks. Although Service Provider will thoroughly test its Work before delivery, Service Provider does not agree that the Work will be bug-free. If Client or Service Provider can identify any application bugs, deficiencies or other application defects, and Service Provider is able to reproduce the problems and determine that they are caused by Service Provider's error, Service Provider will make every effort to remedy these problems. In most cases these fixes are performed within a twenty-four (24) hour period, though this speed cannot be guaranteed. This bug-fixing warranty applies for one hundred and twenty (120) days after Client's final acceptance of the Work.

3) Notification of Service Provider by Client of any defects in the Work must be made in writing (e-mail or letter), and should if possible include all the information necessary to find and reproduce the problem, so that it can be solved as quickly as possible.

4) In the absence of notice by Client that defects remain, the Work will be deemed accepted by Client after one hundred and twenty (120) days from the Work's delivery.

5) THESE WARRANTIES ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND INCLUDING ANY ORAL OR WRITTEN REPRESENTATIONS MADE ON OR PRIOR TO THE DATE OF THIS AGREEMENT.

1) In no event will Service Provider be liable for any loss of profit or revenue by Client, or for any other consequential, incidental, indirect or economic damages suffered by Client, whether in contract, in tort or otherwise, arising because of or related to the Work. This limitation applies even if Client has warned Service Provider of the possibility of such harm. The total liability of Service Provider for all claims of any kind arising from or related to these Terms and Conditions, or due to any act or omission by Service Provider, will not exceed the amount actually paid by Client to Service Provider during the twelve (12) month period before the date the claim arises.

2) Client will indemnify and hold Service Provider harmless against any claims by third parties, including all costs, expenses and attorneys' fees incurred by Service Provider therein, arising out of or in conjunction with Client's performance under or breach of these Terms and Conditions.

3) Client warrants and represents that it is the rightful owner or licensee of all content that it may provide to Service Provider for use in the Work. Client will indemnify and hold Service Provider harmless against any claims for infringement of intellectual property, including but not limited to infringement of any copyright, trademark, patent or trade secret made against Service Provider by any third party.

4) Service Provider may make recommendations for third-party products or services such as a domain name registrar or Web hosting service, but cannot guarantee the quality of such products/services or those who provide them. Service Provider therefore assumes no liability for such recommendations.

1) If Client is not satisfied with the initial drafts provided by Service Provider, and has paid the full fee up-front or fifty-percent (50%) of the full fee, you may request a refund by contacting your project manager either in writing or by email. Upon timely receipt of the refund request, Service Provider will review your request and if Service Provider's management deems they have not delivered services in an efficient, effective and workmanlike manner as promised and in accordance with these Terms and Conditions and the Project Agreement, Quotation or Proposal, a refund will be issued in the amount of your total payment, less a ninety-nine dollar ($99) administration and processing fee. If you paid only ninety-nine dollars ($99) up-front and are not satisfied with the initial drafts provided by Service Provider, you may contact your project manager either in writing or by email and request to cancel the project. If written notice for a refund or to cancel a project is not received within 3 business days from when the initial drafts were presented, you will not be entitled to a refund of any kind. In addition, refunds are only available to the actual Client for whom the services were prepared. No refund is available for design firms or for those who contract our services on behalf of another entity. Furthermore, you shall forfeit the right to the refund outlined above if you request additional revisions to any of the initial concepts. In the event a refund is given we reserve the right to deduct $100 for each re-draw/draft after the first, and $50 for each revision thereafter.

1) Service Provider will award the referring party a one-time commission for each successful new client referral. Commission choices include either seventy-five dollars ($75) in the form of an American Express gift card or six (6) months of Service Providers Basic Hosting service. Referred party must become a client of the Service Provider and begin their first project within ninety (90) days of the referral date. Referral commissions are not recurring. Referral commissions are paid once per new client after the commencement of their first project with Service Provider.

1) Unsolicited Electronic Mail. You are expressly prohibited from sending unsolicited bulk mail messages ("junk mail" or "spam"). This includes, but is not limited to, bulk-mailing of commercial advertising, information announcements, and political tracts. Such material may only be sent to those who have specifically requested it. Malicious or threatening email is also prohibited. We reserve the right to immediately deactivate your use of our service if we discover such activity. Further, you agree to indemnify and hold us harmless from any claim resulting from your use or distribution of electronic mail services through the service provided through this Agreement. Anyone using our services for spamming will be immediately subject to a $250 cleanup/network abuse fee.

2) Service Provider's hosting servers are not to be used for the purpose of hosting scripts or images for data collection or any other purpose to reduce the load on another Web host, or for any other reason. Servers are not to be used for the hosting or serving of file downloads. Any site with traffic or disk usage consisting more than 33% of file downloads (non html traffic) may be suspended. Customers are not permitted to open connections to the server at a rate of more than 3,000,000 connections/month. Customers are not permitted to run scripts on their account with us, to monitor connections and status's of other servers (gaming servers for example). Customers are not permitted to get multiple accounts with Service Provider, for the purpose of getting extra bandwidth only, to avoid bandwidth overage charges. Customers are not permitted to host multiple separate domains (not referring to parked domains) on one account unless this is a feature of they account they have ordered. Service Provider can and will terminate accounts of people using our servers not to host their domain but only scripts.

3) Guaranteed Uptime - The Service Provider network of computers, will have a guaranteed aggregate average uptime of 99.5% over the course of three months (90 days). This does not include scheduled downtime for maintenance on servers, which will be minimal, and necessary. This also doesn't include mass-network problems such as major backbone problems.

4) Minimum server specifications are not guaranteed on all machines, however upon request any account will be moved to a server matching our current minimum server specifications.

5) Service Fees - All payments are due on time, without exception. Accounts with any past due invoices are at risk of suspension and late fees. Any account suspended for more than a 30 day period are terminated without backup.

7) Hosting Liability - SERVICE PROVIDER MAKES NO WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. In no event will Service Provider be liable for any loss of profit or revenue by Client, or for any other consequential, incidental, indirect or economic damages suffered by Client, whether in contract, in tort or otherwise. You assume all risk and liability resulting from the use or functionality of the service, whether used solely or in combination with other goods and/or services. Service Provider neither assumes nor authorizes any person to assume any other liability in connection with the sale or use of the service. Service Provider will not be held liable in any capacity for any service failures including any acts or omissions related to data. In the event of data loss or a service interruption, Service Provider will not be held responsible and will have no liability.

Graphic design, Web design, search engine marketing, application development and custom programming are tasks involving the use of personal skill and style to suit a client's needs. For this reason neither Party may assign these Terms and Conditions or any Project Agreement in whole or in part without the prior written consent of the other Party. This Agreement, with the continued restriction on assignment, is binding upon the Parties and their legal representatives, successors, and assigns.

1) On acceptance of final payment for its Work on any project, Service Provider hereby grants Client ownership with all right, title and interest of any intellectual property created as part of the Work.

2) Service Provider reserves the right to use, display or demonstrate its Work to current or prospective clients in a businesslike and prudent manner for purposes of showing competency and/or capabilities unless otherwise specifically stated in a Project Agreement. Any and all confidential or proprietary information is protected as stated below.

1) Unless terminated as provided elsewhere in these Terms and Conditions, any Project Agreement will extend to and terminate upon completion of the Work specified in that Project Agreement.

2) Client may terminate any Project Agreement and/or these Terms and Conditions without cause upon thirty (30) days' written notice. In the event of termination without cause, Client agrees to pay Service Provider for all Work performed up to the date of termination.

3) Either party may terminate these Terms and Conditions or any Project Agreement for material breach on twenty-one (21) days' written notice, provided that opportunity has been given to cure the breach. Termination for breach will not preclude the terminating party from exercising any other remedies for breach.

4) Because these Terms and Conditions contains necessary terms for Project Agreements, termination of these Terms and Conditions will be deemed a termination of all Project Agreements as well.

5) Neither Party will be held responsible for any delay or failure in performance of its duties to the extent that such delay is caused by events or circumstances beyond the delayed party's reasonable control.

1) This Agreement will be governed by and construed in accordance with the laws of the State of Pennsylvania.

2) If any term of these Terms and Conditions if found to be unenforceable or contrary to law, it will be modified to the least extent necessary to make it enforceable, and the remaining portions of these Terms and Conditions will remain in force.

3) Any dispute arising under these Terms and Conditions will be subject to binding arbitration by a single Arbitrator, through the American Arbitration Association, in accordance with its relevant industry rules if any. This arbitration is to take place in Lancaster, Pennsylvania. The Arbitrator will have the authority to grant injunctive relief and specific performance to enforce the terms of these Terms and Conditions. Judgment on any award rendered by the Arbitrator may be entered in any court of competent jurisdiction.

4) If any litigation is needed to enforce the terms of these Terms and Conditions, the prevailing party will be entitled to reasonable attorneys' fees and costs.

5) A waiver of any breach by either Party will not be considered a waiver of any succeeding breach or serve to deny either party any remedy it may have for further breaches. Any waiver must be in writing and signed by the waiving party.

1) The amount due for any specific project will be stated in the Project Agreement.

2) The quoted price in a Project Agreement does not include costs of travel or necessary out-of-pocket expenses such as photocopying, long-distance telephone calls, or mailing. Any applicable taxes are to be paid by Client.

3) The quoted price in a Project Agreement does not include recurring costs such as, maintenance costs, web hosting costs, third-party licensing fees.

4) Payment may be made by check, money order, wire transfer or by credit card. Credit card payments will only be accepted for payment through our website. Credit card transactions may include a 3% processing fee.

5) Client agrees to review invoices promptly upon receipt, and to make any requests for explanation or corrections promptly. Any invoice shall be deemed accepted in full, fourteen (14) days after the invoice date unless Service Provider receives written notice in the form of an e-mail or letter.

6) All invoices are payable within thirty (30) days of receipt. Invoices not paid within thirty-eight (40) days of receipt will be considered overdue and will be charged a service fee of 2% per month. Failure to submit payment within (90) days will result in suspension of services and the commencement of collection proceedings. Service Provider does not transfer intellectual property rights to its work to Client until final payment for a project is accepted (see below). Client may not use any portion of Service Provider's work before payment has been received and accepted in full. Any such uses is an infringement of federal copyright law and may be subject to accompanying penalties.

7) Service Provider reserves the right to change these payment terms based on clients credit history.

These Terms and Conditions together with any Project Agreement(s) or Quotation(s) signed by the Parties constitute the complete agreement between the Parties with respect to their subject matter, and supersedes all contracts, writings or other communications made on or before the date of signing. No other agreements are part of the contract. Any change to these Terms and Conditions or any Project Agreement(s) must be made mutually in writing.