1. Ownership of Custom Code:
- All custom code, scripts, and software developed by ZARJA Dynamic Solutions for client websites remain the exclusive property of ZARJA Dynamic Solutions, unless otherwise agreed upon in writing.
2. License to Clients:
- ZARJA Dynamic Solutions grants clients a non-exclusive, non-transferable license to use the custom code developed for their websites for the intended purpose specified in the project agreement.
3. No Duplication or Redistribution:
- Clients are expressly prohibited from duplicating, reproducing, or redistributing any custom code developed by ZARJA Dynamic Solutions without prior written consent. Violation of this provision may result in legal action.
4. GPL Compliance:
- ZARJA Dynamic Solutions adheres to the principles of the General Public License (GPL) when using open-source software components. Any open-source components integrated into custom code will be done in compliance with the respective open-source licenses.
5. Third-Party Contractors:
- Clients are free to hire third-party contractors to work on websites developed by ZARJA Dynamic Solutions. However, these contractors must agree to abide by the terms of this Intellectual Property Policy, and they are not permitted to duplicate or redistribute custom code.
- ZARJA Dynamic Solutions and its clients agree to keep all proprietary information, including custom code, confidential. This obligation extends to employees, contractors, and any third parties involved in the project.
7. Modification and Updates:
- ZARJA Dynamic Solutions retains the right to modify and update custom code as needed for maintenance, improvements, or to address security vulnerabilities. Clients will be informed of any significant modifications that may impact the functionality of their websites.
8. Transfer of Ownership:
- Upon full payment of the agreed-upon fees, clients may request to negotiate the transfer of ownership of custom code. Any such transfer must be agreed upon in writing and may be subject to additional fees.
9. Dispute Resolution:
- Any disputes arising from this Intellectual Property Policy will be resolved through arbitration in accordance with the laws of Alberta, Canada and the prevailing party will be entitled to recover reasonable attorney fees and costs.
10. Governing Law:
- This Intellectual Property Policy is governed by the laws of Edmonton Metropolitan Region.
11. Maintenance Fees and Service Terms:
11.1 Maintenance Fees:
- Clients engaging ZARJA Dynamic Solutions for website development are subject to a standard maintenance fee of $450 per year for each hosting plan. This fee starts from the launch date of the website and automatically renews annually.
11.2 Scope of Maintenance:
- Maintenance fees cover updates and backup services related to the core system of the website developed by ZARJA Dynamic Solutions. This includes security patches, bug fixes, and improvements to the core functionality of the website.
11.3 Exclusions from Maintenance:
- Maintenance fees do not cover physical changes to the website content, such as text, images, videos, graphics, or design elements. Additionally, networking calls or modifications outside the core system are not included in the maintenance plan.
11.4 Additional Inquiries:
- Any additional inquiries beyond the scope of the maintenance plan, including but not limited to requests for content changes, design modifications, or troubleshooting arising from client actions, may be subject to additional charges.
11.5 Client-Induced Issues:
- Inquiries resulting from direct faults or issues caused by the client, including but not limited to unauthorized modifications, third-party integrations, or alterations made by third-party developers hired by the client, may be subject to charge at the prevailing hourly rate.
11.6 Fee Structure:
- ZARJA Dynamic Solutions will provide clients with a clear breakdown of fees associated with additional inquiries or services not covered under the maintenance plan. Clients will be informed and required to approve any additional charges before services are rendered.
11.7 Payment Terms:
- The standard maintenance fee of $450 per year will be invoiced annually, starting from the launch date of the website. Payment is due within 10 days of the invoice date.
11.8 Automatic Renewal:
- Maintenance fees will automatically renew on an annual basis, unless the client provides written notice of cancellation at least 30 days before the renewal date.
11.9 Modification of Maintenance Fee:
- The standard maintenance fee of $450 per year is not subject to change unless mutually agreed upon in writing through a formal contract amendment.
12. Licensing Terms for Paid Vector Files and Images:
12.1 Common Use License:
- All vector files and images that are paid for by the client come with a common use license. This license grants the client the right to use the vector files and images within the scope of the specific project for which they were purchased.
12.2 Tailoring for Specific Purposes:
- The common use license includes the flexibility to tailor the vector files and images for specific purposes related to the project. For example, clients may customize vector files and images for print media, digital usage, or any other purposes aligned with the original project.
12.3 Usage Within Agreed-Upon Scope:
- Clients are permitted to use paid vector files and images in ways that fall within the agreed-upon scope of the project for which the files were created. This may include, but is not limited to, incorporating the vector files and images into promotional materials, advertisements, websites, and other project-related elements.
12.4 Non-Exclusive License:
- The common use license provided with paid vector files and images is non-exclusive, meaning that ZARJA Dynamic Solutions retains the right to license the same vector files and images to other clients for different projects.
12.5 Prohibited Uses:
- Clients are prohibited from using paid vector files and images for purposes outside the agreed-upon scope of the project or in a manner that violates local laws or infringes upon the rights of third parties.
12.6 Unlimited Copies Within Project Scope:
- The common use license allows clients to create an unlimited number of copies or reproductions of the vector files and images within the scope of the project. However, any usage beyond the project scope may require additional licensing or fees.
12.7 No Transfer of License:
- Clients are not permitted to transfer or sublicense the common use license for paid vector files and images to third parties without express written permission from ZARJA Dynamic Solutions.
12.8 Modifications Within Scope:
- Clients may modify the paid vector files and images within the agreed-upon scope of the project. Any substantial modifications or uses beyond the original scope may require additional licensing or fees.
12.9 Acknowledgment of Ownership:
- While clients have the right to use paid vector files and images under the common use license, ZARJA Dynamic Solutions retains ownership of the original vector files and images and associated intellectual property rights.
12.10 Modification of Licensing Terms:
- ZARJA Dynamic Solutions reserves the right to modify the licensing terms for paid vector files and images with written notice to clients. Clients will have the option to accept the modified terms or decline additional services.