Thursday, February 23, 2012

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Terms

Block Services LLC Terms & Conditions

These terms are comprehensive and include the terms that we must agree to with all of our vendors. Through the use of this site and/or by registering and placing orders on this site, you hereto agree to all of the terms and conditions of this agreement and your payment represents that you have the full authority to enter into this agreement and to bind your respective party to all of the terms and conditions herein.

1. DEFINITIONS.
As used herein and throughout this Agreement:

1.0 "Designer" will refer to Block Services LLC.

1.1 "Client" will refer to the customer of Block Services LLC

1.2 “Agreement” means the entire content of this Basic Terms and Conditions document, the Proposal document(s), Schedule A, together with any other Supplements designated below, together with any exhibits, schedules or attachments hereto.

1.3 "Client Content” means all materials, information, photography, writings and other creative content provided by Client for use in the preparation of and/or incorporation in the Deliverables.

1.4 “Copyrights” means the property rights in original works of authorship, expressed in a tangible medium of expression, as defined and enforceable under U.S. Copyright Law.

1.5 “Deliverables” means the services and work product specified in the Proposal to be delivered by Designer to Client, in the form and media specified in the Proposal.

1.6 “Final Art” means all creative content developed or created by Designer, or commissioned by Designer, exclusively for the Project and incorporated into and delivered as part of the Final Deliverables, including and by way of example, not limitation, any and all visual designs, visual elements, graphic design, illustration, photography, animation, sounds, typographic treatments and text, modifications to Client Content, and Designer’s selection, arrangement and coordination of such elements together with Client Content and/or Third Party Materials.

1.7 “Final Deliverables” means the final versions of Deliverables provided by Designer and accepted by Client.

1.8 “Preliminary Works” means all artwork including, but not limited to, concepts, sketches, visual presentations, or other alternate or preliminary designs and documents developed by Designer and which may or may not be shown and or delivered to Client for consideration but do not form part of the Final Art.

1.9 “Project” means the scope and purpose of the Client’s identified usage of the work product as described in the Proposal.

1.10 “Services” means all services and the work product to be provided to Client by Designer as described and otherwise further defined in the Proposal.

1.11 “Third Party Materials” means proprietary third party materials which are incorporated into the Final Deliverables, including without limitation stock photography or illustration.

1.12 “Trademarks” means trade names, words, symbols, designs, logos or other devices or designs used in the Final Deliverables to designate the origin or source of the goods or services of Client.

2. PROPOSAL.
The terms of all written and oral Proposals/Estimates shall be effective for 30 days after presentation to Client. In the event this Agreement is not executed by Client within the time identified, the Proposal, together with any related terms and conditions and deliverables, may be subject to amendment, change or substitution.

3. FEES AND CHARGES.

3.1 Fees. In consideration of the Services to be performed by Designer, Client shall pay to Designer fees, expenses, and additional costs in the amounts and according to the payment schedule set forth in the Proposal/Estimate/Invoice/Statement Of Work, and all applicable sales, use or value added taxes, even if calculated or assessed subsequent to the payment schedule. In certain cases, Block Services LLC and the Client will agree to monthly payments for a service or services that will include an initial mandatory period. For example, webmaster services may cost $1000 per month with a 12 month minimum. Block Services LLC will include language referencing this minimum on the initial Client invoice and Client agrees that it will pay the full 12 month term.

3.2 Expenses. Client shall pay Designer’s expenses incurred in connection with this Agreement and stated in Proposal as follows: (a) incidental and out-of-pocket expenses including but not limited to costs for telephone calls, postage, shipping, overnight courier, service bureaus, typesetting, blueprints, models, presentation materials, photocopies, computer expenses, parking fees and tolls, and taxis at cost, and, if applicable, a mileage reimbursement at rate equivalent to current IRS standard mileage deduction rate per mile; and (b) travel expenses including transportation, meals, and lodging, incurred by Designer with Client’s prior approval. Any and all outside costs that are required in addition to Proposal pricing, including, but not limited to, equipment rental, photographer’s costs and fees, photography and/or artwork licenses, prototype production costs, talent fees, music licenses, and online access or hosting fees, that are not a part of original Proposal but are deemed necessary for completion of project will be submitted to Client for approval prior to any expense being incurred.

3.4 Invoices. All invoices are payable upon receipt. A 1.5% monthly service charge is payable on all overdue balances. Payments will be credited first to late payment charges and next to the unpaid balance. Client shall be responsible for all collection or legal fees necessitated by late or default in payment. Designer reserves the right to withhold delivery and any transfer of ownership of any current work if accounts are not current or overdue invoices are not paid in full. All grants of any license to use or transfer of ownership of any intellectual property rights under this Agreement are conditioned upon receipt of payment in full which shall be inclusive of any and all outstanding Additional Costs, Taxes, Expenses, and Fees, Charges or the costs of Changes.

4. CHANGES.

4.1 General Changes. If excessive amounts of revisions are requested, Client shall pay additional charges for changes requested by Client which are outside the scope of the Services on a time and materials basis, at Designer’s standard hourly rate of $150.00 per hour. Such charges shall be in addition to all other amounts payable under the Proposal, despite any maximum budget, contract price or final price identified therein. Designer may extend or modify any delivery schedule or deadlines in the Proposal and Deliverables as may be required by such Changes.

4.2 Substantive Changes. If Client requests or instructs Changes that amount to a revision in or near excess of twenty five percent (25%) of the time required to produce the Deliverables, and or the value or scope of the Services, Designer shall be entitled to submit a new and separate Proposal to Client for written approval. Work shall not begin on the revised services until a fully signed revised Proposal and, if required, any additional retainer fees are received by Designer.

4.3 Timing. Designer will prioritize performance of the Services as may be necessary or as identified in the Proposal, and will undertake commercially reasonable efforts to perform the Services within the time(s) identified in the Proposal. Client agrees to review Deliverables within the time identified for such reviews and to promptly either, (i) approve the Deliverables in writing or (ii) provide written comments and/or corrections sufficient to identify the Client’s concerns, objections or corrections to Designer. The Designer shall be entitled to request written clarification of any concern, objection or correction. Client acknowledges and agrees that Designer’s ability to meet any and all schedules is entirely dependent upon Client’s prompt performance of its obligations to provide materials and written approvals and/or instructions pursuant to the Proposal and that any delays in Client’s performance or Changes in the Services or Deliverables requested by Client may delay delivery of the Deliverables. Any such delay caused by Client shall not constitute a breach of any term, condition or Designer’s obligations under this Agreement.

4.4 Testing and Acceptance. Designer will exercise commercially reasonable efforts to test Deliverables requiring testing and to make all necessary corrections prior to providing Deliverables to Client. Client, within five (5) business days of receipt of each Deliverable, shall notify Designer, in writing, of any failure of such Deliverable to comply with the specifications set forth in the Proposal, or of any other objections, corrections, changes or amendments Client wishes made to such Deliverable. Any such written notice shall be sufficient to identify with clarity any objection, correction or change or amendment, and Designer will undertake to make the same in a commercially timely manner. Any and all objections, corrections, changes or amendments shall be subject to the terms and conditions of this Agreement. In the absence of such notice from Client, the Deliverable shall be deemed accepted.

5. CLIENT RESPONSIBILITIES.
Client acknowledges that it shall be responsible for performing the following in a reasonable and timely manner:
(a) coordination of any decision-making with parties other than the Designer; (b) provision of Client Content in a form suitable for reproduction or incorporation into the Deliverables without further preparation, unless otherwise expressly provided in the Proposal; and (c) final proofreading and in the event that Client has approved Deliverables but errors, such as, by way of example, not limitation, typographic errors or misspellings, remain in the finished product, Client shall incur the cost of correcting such errors.

6. ACCREDITATION/PROMOTIONS.
All displays or publications of the Deliverables shall bear accreditation and/or copyright notice in Designer’s name in the form, size and location as incorporated by Designer in the Deliverables, or as otherwise directed by Designer. Designer retains the right to reproduce, publish and display the Deliverables in Designer’s portfolios and Web sites, and in galleries, design periodicals and other media or exhibits for the purposes of recognition of creative excellence or professional advancement, and to be credited with authorship of the Deliverables in connection with such uses. Either party, subject to the other’s reasonable approval, may describe its role in relation to the Project and, if applicable, the services provided to the other party on its Web site and in other promotional materials, and, if not expressly objected to, include a link to the other party’s Web site.

7. CONFIDENTIAL INFORMATION.
Each party acknowledges that in connection with this Agreement it may receive certain confidential or proprietary technical and business information and materials of the other party, including without limitation Preliminary Works (“Confidential Information”). Each party, its agents and employees shall hold and maintain in strict confidence all Confidential Information, shall not disclose Confidential Information to any third party, and shall not use any Confidential Information except as may be necessary to perform its obligations under the Proposal except as may be required by a court or governmental authority. Notwithstanding the foregoing, Confidential Information shall not include any information that is in the public domain or becomes publicly known through no fault of the receiving party, or is otherwise properly received from a third party without an obligation of confidentiality.

8. RELATIONSHIP OF THE PARTIES.

8.1 Independent Contractor. Designer is an independent contractor, not an employee of Client or any company affiliated with Client. Designer shall provide the Services under the general direction of Client, but Designer shall determine, in Designer’s sole discretion, the manner and means by which the Services are accomplished. This Agreement does not create a partnership or joint venture and neither party is authorized to act as agent or bind the other party except as expressly stated in this Agreement. Designer and the work product or Deliverables prepared by Designer shall not be deemed a work for hire as that term is defined under Copyright Law. All rights, if any, granted to Client are contractual in nature and are wholly defined by the express written agreement of the parties and the various terms and conditions of this Agreement.

8.2 Designer Agents. Designer shall be permitted to engage and/or use third party designers or other service providers as independent contractors in connection with the Services (“Design Agents”). Notwithstanding, Designer shall remain fully responsible for such Design Agents’ compliance with the various terms and conditions of this Agreement.

8.3 No Solicitation. During the term of this Agreement, and for a period of two (2) years after expiration or termination of this Agreement, Client agrees not to solicit, recruit, engage, or otherwise employ or retain, on a full-time, part-time, consulting, work-for-hire, or any other kind of basis, any Designer, employee or Design Agent of Designer, whether or not said person has been assigned to perform tasks under this Agreement. In the event such employment, consultation or work-for-hire event occurs, Client agrees that Designer shall be entitled to an agency commission to be the greater of, either (a) 25% of said person’s starting salary with Client, or (b) 25% of fees paid to said person if engaged by Client as an independent contractor. In the event of (a) above, payment of the commission will be due within 30 days of the employment starting date. In the event of (b) above, payment will be due at the end of any month during which the independent contractor performed services for Client. Designer, in the event of nonpayment and in connection with this section, shall be entitled to seek all remedies under law and equity.

8.4 No Exclusivity. The parties expressly acknowledge that this Agreement does not create an exclusive relationship between the parties. Client is free to engage others to perform services of the same or similar nature to those provided by Designer, and Designer shall be entitled to offer and provide design services to others, solicit other clients and otherwise advertise the services offered by Designer.

9. WARRANTIES AND REPRESENTATIONS.

9.1 By Client. Client represents, warrants and covenants to Designer that (a) Client owns all right, title, and interest in, or otherwise has full right and authority to permit the use of the Client Content, (b) to the best of Client’s knowledge, the Client Content does not infringe the rights of any third party, and use of the Client Content as well as any Trademarks in connection with the Project does not and will not violate the rights of any third parties, (c) Client shall comply with the terms and conditions of any licensing agreements which govern the use of Third Party Materials, and (d) Client shall comply with all laws and regulations as they relate to the Services and Deliverables.

9.2 By Designer. (a) Designer hereby represents, warrants and covenants to Client that Designer will provide the Services identified in the Agreement in a professional and workmanlike manner and in accordance with all reasonable professional standards for such services. (b) Designer further represents, warrants and covenants to Client that (i) except for Third Party Materials and Client Content, the Final Deliverables shall be the original work of Designer and/or its independent contractors, (ii) in the event that the Final Deliverables include the work of independent contractors commissioned for the Project by Designer, Designer shall have secure agreements from such contractors granting all necessary rights, title, and interest in and to the Final Deliverables sufficient for Designer to grant the intellectual property rights provided in this Agreement, and (iii) to the best of Designer’s knowledge, the Final Art provided by Designer and Designer’s subcontractors does not infringe the rights of any party, and use of same in connection with the Project will not violate the rights of any third parties. In the event Client or third parties modify or otherwise use the Deliverables outside of the scope or for any purpose not identified in the Proposal or this Agreement or contrary to the terms and conditions noted herein, all representations and warranties of Designer shall be void. (c) EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES STATED IN THIS AGREEMENT, DESIGNER MAKES NO WARRANTIES WHATSOEVER. DESIGNER EXPLICITLY DISCLAIMS ANY OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR COMPLIANCE WITH LAWS OR GOVERNMENT RULES OR REGULATIONS APPLICABLE TO THE PROJECT.

10. INDEMNIFICATION/LIABILITY.

10.1 By Client. Client agrees to indemnify, save and hold harmless Designer from any and all damages, liabilities, costs, losses or expenses arising out of any claim, demand, or action by a third party arising out of any breach of Client’s responsibilities or obligations, representations or warranties under this Agreement. Under such circumstances Designer shall promptly notify Client in writing of any claim or suit; (a) Client has sole control of the defense and all related settlement negotiations; and (b) Designer provides Client with commercially reasonable assistance, information and authority necessary to perform Client’s obligations under this section. Client will reimburse the reasonable out-of-pocket expenses incurred by Designer in providing such assistance.

10.2 By Designer. Subject to the terms, conditions, express representations and warranties provided in this Agreement, Designer agrees to indemnify, save and hold harmless Client from any and all damages, liabilities, costs, losses or expenses arising out of any finding of fact which is inconsistent with Designer’s representations and warranties made herein, except in the event any such claims, damages, liabilities, costs, losses or expenses arise directly as a result of gross negligence or misconduct of Client provided that (a) Client promptly notifies Designer in writing of the claim; (b) Designer shall have sole control of the defense and all related settlement negotiations; and (c) Client shall provide Designer with the assistance, information and authority necessary to perform Designer’s obligations under this section. Notwithstanding the foregoing, Designer shall have no obligation to defend or otherwise indemnify Client for any claim or adverse finding of fact arising out of or due to Client Content, any unauthorized content, improper or illegal use, or the failure to update or maintain any Deliverables provided by Designer.

10.3 Limitation of Liability. THE SERVICES AND THE WORK PRODUCT OF DESIGNER ARE SOLD “AS IS.” IN ALL CIRCUMSTANCES, THE MAXIMUM LIABILITY OF DESIGNER, ITS DIRECTORS, OFFICERS, EMPLOYEES, DESIGN AGENTS AND AFFILIATES (“DESIGNER PARTIES”), TO CLIENT FOR DAMAGES FOR ANY AND ALL CAUSES WHATSOEVER, AND CLIENT’S MAXIMUM REMEDY, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE, SHALL BE LIMITED TO THE NET PROFIT OF DESIGNER. IN NO EVENT SHALL DESIGNER BE LIABLE FOR ANY LOST DATA OR CONTENT, LOST PROFITS, BUSINESS INTERRUPTION OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE MATERIALS OR THE SERVICES PROVIDED BY DESIGNER, EVEN IF DESIGNER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

11. TERM AND TERMINATION.

11.1 This Agreement shall commence upon the Effective Date and shall remain effective until all Services are completed and delivered or Agreement is terminated.

11.2 This Agreement may be terminated at any time by either party effective immediately upon notice, or the mutual agreement of the parties, or if any party: (a) becomes insolvent, files a petition in bankruptcy, makes an assignment for the benefit of its creditors; or (b) breaches any of its material responsibilities or obligations under this Agreement, which breach is not remedied within ten (10) days from receipt of written notice of such breach.

11.3 In the event of termination, Designer shall be compensated for the Services performed through the date of termination in the amount of (a) any advance payment, (b) a prorated portion of the fees due, or (c) hourly fees for work performed by Designer or Designer’s agents as of the date of termination, whichever is greater; and Client shall pay all Expenses, fees, out of pockets together with any Additional Costs incurred through and up to, the date of cancellation.

11.4 In the event of termination by Client and upon full payment of compensation as provided herein, Designer grants to Client such right and title as provided for in Schedule A of this Agreement with respect to those Deliverables provided to, and accepted by Client as of the date of termination.

11.5 Upon expiration or termination of this Agreement: (a) each party shall return or, at the disclosing party’s request, destroy the Confidential Information of the other party, and (b) other than as provided herein, all rights and obligations of each party under this Agreement, exclusive of the Services, shall survive.

12. GENERAL.

12.1 Modification/Waiver. This Agreement may be modified by the parties. Any modification of this Agreement must be in writing, except that Designer’s invoices may include, and Client shall pay, expenses or costs that Client authorizes by electronic mail in cases of extreme time sensitivity. Failure by either party to enforce any right or seek to remedy any breach under this Agreement shall not be construed as a waiver of such rights nor shall a waiver by either party of default in one or more instances be construed as constituting a continuing waiver or as a waiver of any other breach.

12.2 Notices. All notices to be given hereunder shall be transmitted in writing either by facsimile or electronic mail with return confirmation of receipt or by certified or registered mail, return receipt requested, and shall be sent to the to the addresses identified below, unless notification of change of address is given in writing. Notice shall be effective upon receipt or in the case of fax or e-mail, upon confirmation of receipt.

12.3 No Assignment. Neither party may assign, whether in writing or orally, or encumber its rights or obligations under this Agreement or permit the same to be transferred, assigned or encumbered by operation of law or otherwise, without the prior written consent of the other party.

12.4 Force Majeure. Designer shall not be deemed in breach of this Agreement if Designer is unable to complete the Services or any portion thereof by reason of fire, earthquake, labor dispute, act of God or public enemy, death, illness or incapacity of Designer or any local, state, federal, national or international law, governmental order or regulation or any other event beyond Designer’s control (collectively, “Force Majeure Event”). Upon occurrence of any Force Majeure Event, Designer shall give notice to Client of its inability to perform or of delay in completing the Services and shall propose revisions to the schedule for completion of the Services.

12.5 Governing Law and Dispute Resolution. The formation, construction, performance and enforcement of this Agreement shall be in accordance with the laws of the United States and the state of Missouri without regard to its conflict of law provisions or the conflict of law provisions of any other jurisdiction. In the event of a dispute arising out of this Agreement, the parties agree to attempt to resolve any dispute by negotiation between the parties. If they are unable to resolve the dispute, either party may commence mediation and/or binding arbitration through the American Arbitration Association, or other forum mutually agreed to by the parties. The prevailing party in any dispute resolved by binding arbitration or litigation shall be entitled to recover its attorneys’ fees and costs. In all other circumstances, the parties specifically consent to the local, state and federal courts located in the state of Missouri. The parties hereby waive any jurisdictional or venue defenses available to them and further consent to service of process by mail. Client acknowledges that Designer will have no adequate remedy at law in the event Client uses the deliverables in any way not permitted hereunder, and hereby agrees that Designer shall be entitled to equitable relief by way of temporary and permanent injunction, and such other and further relief at law or equity as any arbitrator or court of competent jurisdiction may deem just and proper, in addition to any and all other remedies provided for herein.

12.6 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall nevertheless remain in full force and effect and the invalid or unenforceable provision shall be replaced by a valid or enforceable provision.

12.7 Headings. The numbering and captions of the various sections are solely for convenience and reference only and shall not affect the scope, meaning, intent or interpretation of the provisions of this Agreement nor shall such headings otherwise be given any legal effect.

12.8 Integration. This Agreement comprises the entire understanding of the parties hereto on the subject matter herein contained, and supersedes and merges all prior and contemporaneous agreements, understandings and discussions between the parties relating to the subject matter of this Agreement. In the event of a conflict between the Proposal and any other Agreement documents, the terms of the Proposal shall control. This Agreement comprises Basic Terms and Conditions, Proposals, Schedule A, Supplement 1, and Supplement 2 as indicated by the approval and agreement of the Client.

Schedule A: Intellectual Property Provisions

IP 1. RIGHTS TO DELIVERABLES OTHER THAN FINAL ART.

IP 1.1 Client Content. Client Content, including all pre-existing Trademarks, shall remain the sole property of Client or its respective suppliers, and Client or its suppliers shall be the sole owner of all rights in connection therewith. Client hereby grants to Designer a nonexclusive, nontransferable license to use, reproduce, modify, display and publish the Client Content solely in connection with Designer’s performance of the Services and limited promotional uses of the Deliverables as authorized in this Agreement.

IP 1.2 Third Party Materials. All Third Party Materials are the exclusive property of their respective owners. Designer shall inform Client of all Third Party Materials that may be required to perform the Services or otherwise integrated into the Final Art. Under such circumstances Designer shall inform Client of any need to license, at Client’s expense, and unless otherwise provided for by Client, Designer shall obtain the license(s) necessary to permit Client’s use of the Third Party Materials consistent with the usage rights granted herein. In the event Client fails to properly secure or otherwise arrange for any necessary licenses or instructs the use of third party art, Client hereby indemnifies, saves and holds harmless Designer from any and all damages, liabilities, costs, losses or expenses arising out of any claim, demand, or action by a third party arising out of Client’s failure to obtain copyright, trademark, publicity, privacy, defamation or other releases or permissions with respect to materials included in the Final Art.

IP 1.3 Preliminary Works. Designer retains all rights in and to all Preliminary Works. Client shall return all Preliminary Works to Designer within thirty (30) days of completion of the Services and all rights in and to any Preliminary Works shall remain the exclusive property of Designer.

IP 1.4 Original Artwork. Designer retains all right and title in and to any original artwork comprising Final Art, including all rights to display or sell such artwork.Client, at request of designer, shall return all original artwork to Designer within thirty (30) days of termination of this agreement.

IP 1.5 Trademarks. Upon completion of the Services and expressly conditioned upon full payment of all fees, costs and out-of-pocket expenses due, Designer assigns to Client all ownership rights, including any copyrights, in and to any artworks or designs comprising the works created by Designer for use by Client as a Trademark. Designer shall cooperate with Client and shall execute any additional documents reasonably requested by Client to evidence such assignment. Client shall have sole responsibility for ensuring that any proposed trademarks or Final Deliverables intended to be a Trademark are available for use in commerce and federal registration and do not otherwise infringe the rights of any third party. Client hereby indemnifies, saves and holds harmless Designer from any and all damages, liabilities, costs, losses or expenses arising out of any claim, demand, or action by any third party alleging any infringement arising out of Client’s use and/or failure to obtain rights to use or use of the Trademark.

IP 16 RIGHTS TO FINAL ART.

IP 2.A Exclusive license, no modification rights: will apply if customer is only purchasing a month to month plan without any upfront cost.

IP 2.2 For all print, online/interactive, and three-dimensional media: Designer hereby grants to Client the exclusive, perpetual and worldwide right and license to use, reproduce and display the Final Art as defined in the Proposal/Statement of Work, and in accordance with the various terms and conditions of this Agreement and the Proposal/Statement of Work. The rights granted to Client are for usage of the Final Art in its original form only. Client may not crop, distort, manipulate, reconfigure, mimic, animate, create derivative works or extract portions or in any other manner, alter the Final Art.

IP 2.3 In the case of a 'work for hire', or if Client pays Designer up front for ownership of final artwork, Client has the right to use the final artwork in any manner. Client understands that they must adhere to all copyright laws pertaining to any third party materials used in the design of any final artwork.

Supplement 1: Interactive and Web Specific Terms & Conditions

I 1. SUPPORT SERVICES.

I 1.1 Warranty Period. “Support Services” means commercially reasonable technical support and assistance to maintain and update the Deliverables, including correcting any errors or Deficiencies, but shall not include the development of enhancements to the Project or other services outside the scope of the Proposal. During the first 6 months following expiration of this Agreement (“Warranty Period”), if any, Designer shall provide up to 20 hours of Support Services at no additional cost to Client. Additional time shall be billed at Designer’s regular hourly rate, then in effect upon the date of the request for additional support.

I 1.2 Maintenance Period. Upon expiration of the Warranty Period and at Client’s option, Designer will provide Support Services for the following 12 months (the “Maintenance Period”) for Designer’s hourly fees of $200.00 per hour or a yearly or monthly rate agreed upon by both parties. The parties may extend the Maintenance Period beyond one year upon mutual written agreement or payment of renewal invoices for maintenance services.

I 2. ENHANCEMENTS.
During the Maintenance Period, Client may request that Designer develop enhancements to the Deliverables, and Designer shall exercise commercially reasonable efforts to prioritize Designer’s resources to create such enhancements. The parties understand that preexisting obligations to third parties existing on the date of the request for enhancements may delay the immediate execution of any such requested enhancements. Such enhancements shall be provided on a time and materials basis at Designer’s then in effect price for such services.

I 3. ADDITIONAL WARRANTIES AND REPRESENTATIONS.

I 3.1 Deficiencies. Subject to the representations and warranties of Client in connection with Client Content, Designer represents and warrants that the Final Deliverables will be free from Deficiencies. For the purposes of this Agreement, “Deficiency” shall mean a failure to comply with the specifications set forth in the Proposal in any material respect, but shall not include any problems caused by Client Content, modifications, alterations or changes made to Final Deliverables by Client or any third party after delivery by Designer, or the interaction of Final Deliverables with third party applications such as Web browsers other than those specified in the Proposal. The parties acknowledge that Client’s sole remedy and Designer’s sole liability for a breach of this Section is the obligation of Designer to correct any Deficiency identified within the Warranty Period. In the event that a Deficiency is caused by Third Party Materials provided or specified by Designer, Designers sole obligation shall be to substitute alternative Third Party Materials.

I 3.2 Designer Tools. Subject to the representations and warranties of the Client in connection with the materials supplied by Client, Designer represents and warrants that, to the best of Designer’s knowledge, the Designer Tools do not knowingly infringe the rights of any third party, and use of same in connection with the Project will not knowingly violate the rights of any third parties except to the extent that such violations are caused by Client Content, or the modification of, or use of the Deliverables in combination with materials or equipment outside the scope of the applicable specifications, by Client or third parties.

I 4. COMPLIANCE WITH LAWS.
Designer shall use commercially reasonable efforts to ensure that all Final Deliverables shall be designed to comply with the known relevant rules and regulations. Client, upon acceptance of the Deliverables, shall be responsible for conformance with all laws relating to the transfer of software and technology.

I 5. SEARCH ENGINE OPTIMIZATION (SEO)
The service is provided to facilitate the customer in search engine marketing for its website (hereafter referred to as "website"). Block Services LLC will act as virtual media agent for the customer.

I 5.1. Prior Authorization. Block Services LLC is entitled to produce advertising copy and key words pertaining to SEO in its absolute discretion. Block Services LLC is not required to take account of ideas or wishes of the customer. Block Services LLC is not required to obtain the customer's release of any material. In producing advertising copy and key word lists Block Services LLC will also use material appearing on the customer's website. If Block Services LLC uses only certain pages of the customer's website, the customer is required to inform Block Services LLC of the precise URL for these pages. If the customer does not specify any URL for individual pages, Block Services LLC will use material from all pages of the customer's website. Block Services LLC confirms that in producing advertising copy it will not include statements with the following content: sexually explicit offensive material, the portrayal of violence, discriminatory statements or representations relating to race, gender, religion, nationality, disability, sexual orientation or age and radical political material, or any other material that Block Services LLC deems offensive or inappropriate.

I 6. PAY PER CLICK MANAGEMENT
If applicable, Block Services LLC will conduct ongoing SEO so that when internet users input certain key words on search engine and portal websites, Client websites stand a better chance of showing up early on general search results. Block Services LLC will also prepare the key word list. Block Services LLC will decide in its absolute discretion the search engines and directories that will be submitted to and will not reserve any advertising space or submit information to search engine websites which as their exclusive or main theme contain the following material: sexually explicit offensive material, the portrayal of violence, discriminatory statements or representations relating to race, gender, religion, nationality, disability, sexual orientation or age and radical political material, or any other material that Block Services LLC deems offensive or inappropriate.

I 6.1. Storage of Copy. Block Services LLC will store the advertising copy on its own server or with a server of the search engine provider according to Block Services LLC's own choice.

I 6.2. Ongoing SEO. Block Services LLC will also monitor the clicks generated and the relevant performance of the advertising copy and the key words used. Block Services LLC is entitled to alter the advertising copy and key words in its absolute discretion for the purpose of optimizing the service.

I 6.3. ADDITIONAL PAY PER CLICK FEES
If applicable, where a fixed monthly fee has been agreed upon, the following provisions shall apply: Block Services LLC charges a fixed monthly handling fee plus an advertising budget. This advertising budget, which is used to fund pay per click fees, can be adjusted by the customer on a monthly basis. In the event the number of clicks in a given month corresponds to less than 75% of the monthly advertising budget, the customer will receive a pro-rata refund of the monthly advertising budget amount. There will be no refund of the handling fee. In other cases of undersupply, a pro-rata amount will be added to the customer's budget amount for the following month. The customer may request that a campaign be suspended for an entire month by giving Block Services LLC no less than three (3) days' notice via the Block Services LLC Control Panel of such intention prior to commencement of the relevant month. Block Services LLC reserves the right to reject any such request or to impose restrictions on such suspension at Block Services LLC's sole discretion. Where the Search Engine Marketing services are terminated by Block Services LLC or by the customer resulting in an undersupply in the final month of the contractual period the customer will receive a pro-rata refund of the monthly budget. There will be no refund of the handling fee.

I 6.4. Click specific agreements. Where a specified number of clicks per month has been agreed with the customer, the following provisions will apply in the event of an over or under supply of the service: In the case of an oversupply the number of clicks exceeding the agreed number will be included in the clicks for the following month. In case of an undersupply of up to 25% per month the missing clicks will be added to the number of clicks to be supplied in the following month ie. Block Services LLC has the right to supply the missing clicks in the following month. The first clicks of the following month will be set off against the missing clicks for the previous month. In case of an undersupply of more than 25% per month the client will receive a credit corresponding to the value of the missing clicks for the month in question. In determining the number of clicks per month only valid clicks will count. Valid clicks will be recorded and verified on the basis of the transaction systems of the search engine and portal providers and estimated by Block Services LLC. Valid clicks will not include clicks produced automatically by technical means (eg. click generators) or clicks generated through the misperception of the internet user concerning the availability of a hyperlink in the advertising text. Click calculations shall be determined by Block Services LLC in its sole and absolute discretion and shall not be subject to challenge or review. Where the Search Engine Marketing services are terminated by Block Services LLC or by the customer resulting in an undersupply in the final month of the contractual period the customer will receive a refund corresponding to the value of the remaining number of clicks for the month.

I 7. CUSTOMER OBLIGATIONS

I 7.1. The customer shall observe and comply with all applicable laws, including without limitation the laws of the United States of America. As Block Services LLC will provide its services by reference to the material on the customer's website, the customer shall comply with the following requirements relating to the legality of its website.

I 7.2.The customer will not include on its website nor in any pages or sub-pages nor in any banners nor in any e-mail address or other matters appearing in the website anything which is unlawful or immoral or which infringes the rights of third parties (trademarks, protected names, copyright, data protection etc.). In particular the customer will not offer nor allow to be offered any pornographic material or any services connected with gaming nor any material of a pornographic and/or erotic nature (eg. naked images, peep shows etc.) or any material that violates the GT&C, including but not limited to Section 7 therein.

I 7.3. In relation to the website for which the customer uses the services to be provided by Block Services LLC the customer agrees to comply with all applicable laws. Any use which contravenes any local, national, or international laws which may apply to Block Services LLC or the customer's local jurisdiction or any jurisdiction to which the customer or the customer's website may be subject is strictly prohibited.

I 8. BANDWIDTH
Client agrees that bandwidth usage shall not exceed the number of gigabytes per month for the services ordered by Client. Block Services LLC will monitor Client's bandwidth usage and will provide RTG graphs of bandwidth usage for Client to review in the Block Services LLC client portal. Block Services LLC shall have the right to take corrective action if Client's bandwidth usage exceeds the amount allocated by Client's service plan ("Allocation"). Such corrective action may include the assessment of additional charges, disconnection or discontinuance of any and all services, or termination of this agreement, which actions may be taken is in Block Services LLC's sole and absolute discretion. Block Services LLC believes in communicating with our clients and will try to work with our clients to resolve any overage issues before taking action which could cause a client's service to become unavailable.
Bandwidth usage is measured on a monthly basis coinciding with Client's billing cycle. Both incoming and outgoing traffic are counted.
In the event that a customer exceeds the included allocation, Block Services LLC may, at its sole discretion, collect a deposit in the amount of $0.25 per GB for the projected overage for the month, immediately against customer's credit card on file with Block Services LLC.
Client agrees to pay Block Services LLC any additional fees for bandwidth overages within 3 days of the invoicing period at a rate of $0.25 per GB of bandwidth used over the Allocation. Any bandwidth overage bill not paid within three (3) days of invoicing will subject the server and services to suspension.
Unused bandwidth allocations cannot be carried over to future months, or applied to other servers.

I 9. IP ALLOCATIONS
All IP addresses which are assigned to Client must be justified per ARIN Guidelines at http://www.arin.net/policy/nrpm.html. If it is determined that IP addresses which have been assigned to Client are not being used in accordance with these guidelines, they may be revoked.

I 10. SPAM AND UNSOLICITED COMMERCIAL EMAIL (UCE)
Block Services LLC takes a zero tolerance approach to the sending of Unsolicited Commercial Email (UCE) or spam over our network. Very simply this means that customers of Block Services LLC may not use or permit others to use our network to transact in UCE. Clients of Block Services LLC may not host, or permit hosting of, sites or information that is advertised by UCE from other networks. In addition, it is not acceptable to transmit bulk email through remote SOCKS, HTTP or other similar proxies who in turn make a SMTP connection to the destination mail servers. This technique may result in account suspension or termination. Violations of this policy carry severe penalties, including termination of service. In order to prevent unnecessary blacklisting due to spam we reserve the right to occasionally sample bulk email being sent from servers.

I 10.1. Violation of Block Services LLC's email policy, as outlined in the Acceptable Use Policy ("AUP") will result in severe penalties. Upon notification of an alleged violation of our AUP, Block Services LLC will initiate an immediate investigation (within 48 hours of notification). During the investigation, Block Services LLC may restrict customer access to the network to prevent further violations. If a customer is found to be in violation of our AUP, Block Services LLC may, at its sole discretion, restrict, suspend or terminate customer's account. Further, Block Services LLC reserves the right to pursue civil remedies for any costs associated with the investigation of a substantiated policy violation. Block Services LLC will notify law enforcement officials if the violation is believed to be a criminal offense.

I 10.2. First violations of this policy will result in an "Administrative Fee" of $250 and your account will be reviewed for possible immediate termination. A second violation will result in an "Administrative Fee" of $500 and immediate termination of your account. Users who violate this policy agree that in addition to these "Administrative" penalties, they will pay "Research Fees" not to exceed $175 per hour that Block Services LLC personnel must spend to investigate the matter.

I 10.3. As our Clients are ultimately responsible for the actions of their clients over the Block Services LLC network, it is advisable that Clients develop a similar, or stricter, policy for their clients.

I 11. COURTESY TRANSFER SERVICE
Block Services LLC performs all account transfers, account moves, control panel transfers, server transfers and any other service which involves Block Services LLC copying files of yours from a third party service to your Block Services LLC service, hereafter known as a "transfer" as a courtesy service only. By requesting Block Services LLC to perform a transfer you agree indemnify and hold harmless Block Services LLC from any and all liability arising from the transfer and/or copying of your accounts. You also agree Block Services LLC is not responsible for any issues relating to the transfer of your accounts, both on your Block Services LLC service and at any other third party service from which Block Services LLC may be transferring your accounts from, including but not limited to, missing or corrupted files, improperly transferred accounts, any and all fees you may incur from third party services such as bandwidth fees or charges from delays in transferring account, settings or files from third party providers which may not transferred, any downtime or outages, DNS problems, accounts set up on incorrect IP addresses, any issues at third party services which delay or prevent Block Services LLC from performing the service, or any other issues. Block Services LLC makes no guarantees regarding the availability of our transfer service or the amount of time it takes to perform transfers. Block Services LLC can only perform transfers from any service which uses the same control panel that is used on your Block Services LLC service (ie. cPanel). Block Services LLC will still provide "best effort" assistance which includes general advice on file transfer and configurations, DNS settings, MySQL database imports, and other general assistance for Clients whose 3rd party service does not use the same server control panel.

Supplement 2: Print-Specific Terms & Conditions

P 0. This Supplement applies if the Client has requested custom print jobs through Block Services LLC or any of Block Services LLC's websites. In the event of custom printing requests, invoices will be created and processed through the billing system located on Block Services billing website at www.shopgraphic.com.

P 1. Samples.
Client shall provide Designer with 5 samples of each printed or published form of the Final Deliverables, for use in Designer’s portfolio and other self-promotional uses. Such samples shall be representative of the highest quality of the work produced.

P 2. Finished Work.
The printed work, and the arrangement or brokering of the print services by Designer, shall be deemed in compliance with this Agreement if the final printed product is within the acceptable variations as to kind, quantity, and price in accordance with current or standard trade practices identified by the supplier of the print and print-related services. Whenever commercially reasonable and if available, Designer shall provide copies of the current or standard trade practices to Client. Notwithstanding, Designer shall have no responsibility or obligation to negotiate changes or amendments to the current or standard trade practices.

P 3. Change of Terms.
Block Services LLC reserves the right to change the Terms and Conditions at any time and these changes or additions become effective immediately when they become available on partnerprinting.com . Block Services LLC does not assume the obligation to notify you of any changes to the Terms and Conditions. You are responsible for reviewing the Terms and Conditions for any changes and continued use of this site constitutes your consent to these changes.

P 4. Indemnity.
You agree to indemnify and hold Block Services LLC , its parent and affiliate companies, and their respective officers, harmless from any and all claims, including reasonable attorneys' fees, arising out of your breach of any of these Terms and Conditions or in connection with your use of this site.

P 5. Copyright.
Block Services LLC and all of its content are protected by copyright laws of the United States and international treaty provisions. © 2008 Block Services LLC . All rights reserved. This website, its trademark and associated logos, may not, in part or in whole, be copied, imitated, reproduced, modified, transmitted, translated, distributed, adapted or disassembled in any fashion without expressed written permission of Block Services LLC .
Copyright laws also pertain to the content you submit to Block Services LLC . Unlicensed or misuse of copyrighted material from books, magazines, newspapers, photographs, web content, writers, artists, composers, publishers, and other authors is strictly prohibited. Block Services LLC will not assume the responsibility of checking the content of its client's submitted materials for copyright violations. Therefore, Block Services LLC will not be held accountable for any illegal use of copyrighted material by its clients.

P 6. Customer Content.
You, as the buyer, understand and agree that all content/information (including but not limited to text, graphics, information and messages) are the responsibility of the sender of that content/information and not Block Services LLC . Furthermore, you are responsible for all information and content that you acquire and/or use from the partnerprinting.com service. In addition, you agree to abide by all rules and regulations pertaining to on-line decency and appropriate and acceptable content. This means that you agree to the following with regards to any product coming from Block Services LLC : You will not upload, post or send any content through the Block Services LLC service containing adult or child pornography, or anything indecent, lewd, or obscene; material that threatens to kidnap or injure anyone, threatens to damage the reputation of anyone or harm their personal property, threatens to accuse anyone of a crime, threatens to announce that a person has violated law/s of the United States, or threatens blackmail; encourages or suggests forcible resistance to any law of the United States, insurrection, or treason; includes fraudulent, libelous or hurtful remarks directed at any other person or business; or infringes upon the intellectual property rights of Block Services LLC or any other party. Let it also be known that Block Services LLC does not control, nor certify the legitimacy, accuracy and/or quality of any information or content posted by our customers. Block Services LLC will not be held liable under any conditions or circumstances for any information, content or material that you may find indecent or offensive.

Block Services LLC provides services and products only for your personal use and you agree to refrain from using such services and products, as well as messages or correspondences for any unauthorized purposes including but not limited to promotional materials, advertising, spam, or any other form of solicitation. You must have a registered account. Protection of passwords and controlling account access is your responsibility. Block Services LLC will not be held responsible for any password or access problems. Furthermore, all orders, actions, etc., placed through your registered account are your responsibility and not the responsibility of Block Services LLC . Block Services LLC reserves the right to remove or refuse any content or information that violates the Terms and Conditions agreement or may otherwise be considered unlawful or objectionable. Out of respect for the employees and guests of Block Services LLC , we define objectionable as any content that is not child-friendly. We reserve the right to refuse to print any such objectionable content. In the event your order is rejected for objectionable content, we will issue a credit for the full value of your order minus 10% to cover processing fees, OR, upon request, we will issue a promotional code for the full value of your order for use on a future project. If you wish for us to review content prior to placing your order, please contact Customer Service. In addition, you agree that content and or information obtained by Block Services LLC may be kept and disclosed if Block Services LLC is required to do so by law, or if Block Services LLC believes, in good faith, that it is necessary to disclose such content in order to comply with any legal proceeding or processes; uphold or enforce the terms of our services; respond to any claims that the content or information is or may be in violation of the rights of another party; that the content or information may be objectionable or offensive; or that the content/information is necessary to protect the rights or property of the public or Block Services LLC in any way.

P 7. Submission of Artwork or Graphics.
All files must be submitted in CMYK format, except for 1 and 2 color letterhead and envelopes. Any files not in CMYK may color shift when processed. A minimum resolution of 275 dpi is required for all raster art and images. Artwork of a lesser resolution may not print as sharp and clean as desired. We strongly suggest that all items except for background images be at least 1/8" from the trim line. Items falling closer to the trim line may be cut off. Please refer to the templates provided on our site for guidelines.

IMPORTANT! If you choose "NO PROOF - PROCEED AS IS" you assume full (100%) responsibility for printing outcome(s).

If customer supplied artwork requires technical or design re-work, charges will apply at the rate of $100 per hour with 1/2 hour minimum. If customer elects to fix the files themselves and avoid these charges, our template must be used to re-submit the file. Templates are available for download at http://partnerprinting.com /index.php?page=graphic_guidelines. Note: Both PDF and Hard Copy proofs are generated within 24 hours of the time and date of art file online upload submission for all "print ready" art files submitted. Weekends and Holidays are not considered part of the 24 hour proof turnaround time period.

P 8. Color Proofing and Matching.
Block Services LLC cannot be held responsible for matching colors or ink densities on screen proofs approved by customers. Screen proofs can be used to help display layout, text accuracy, and image placement and proportion, but not color or density. Note: Both PDF and Hard Copy proofs are generated within 24 hours of the time and date of art file online upload submission for all "print ready" art files submitted. Weekends and Holidays are not considered part of the 24 hour proof turnaround time period.

Block Services LLC will make every effort to match the gradient density of each color, however, we cannot be held responsible for the final appearance of a color. The appearance of printed colors may be affected by UV coating, therefore, Block Services LLC cannot be held responsible for final color appearance of UV-coated products.

P 9. Order Proofs.
It is the client's responsibility to review the final proof and layout of all orders prior to actual printing. Note: Both PDF and Hard Copy proofs are generated within 24 hours of the time and date of art file online upload submission for all "print ready" art files submitted. Weekends and Holidays are not considered part of the 24 hour proof turnaround time period. Once the final proof has been confirmed by the client, no further changes can be made to that order. On orders placed with the NO PROOF option, no changes or cancellations may be made to the order after the order status is changed to Approved Work In Progress. The order is then ready to Schedule for Printing and our automated order processing system cannot accept any changes. This includes changes to bindery and shipping. Please review the final proof carefully prior to completing your order. Block Services LLC will not accept responsibility for typographical errors, errors in spelling, grammar, punctuation, graphics, fonts or content. Block Services LLC will not be held responsible for client errors in finished product sizes, wrong cuts, or missing or incorrect folds. Important Note: Hard copy Epson proofs are always printed on a specialty paper with a satin finish called "Oris Select Proof" paper stock. This proof paper is used for all hard copy Epson proofs regardless of the paper selected for your print project.

This is a standard and accepted print industry policy and procedure. If you order an Epson hard copy proof, it will not be printed on the actual paper stock you've selected for your print project. If you need to make changes to your artwork, after receiving your proof, please resubmit your files. There will be a $10 resubmit fee charged to your account. If you wish to receive a new proof, a fee of $5 for PDF proof will also be charged. For a new hard copy proof, please contact our customer service department as the proof prices vary by specific product order(s) placed. the date the order was placed

P 10. Over/Under.
We consider any order filled within 5% over or under ordered quantity to be delivered in full.

P 11. Change Orders.
If a Change is made to an existing order that results in a credit, a Fee will be charged in the amount of 10% of total credit amount, to cover transaction costs related to this credit. A promo code for the full value of the credit can be issued in lieu of a credit, upon request and prior to the credit processing date.

P 12. Order Cancellation.
Prior to proof approval, Block Services LLC allows customers to cancel orders. Cancellation requests should be submitted through "My Account". We will inform you of any charges depending on the stage of the order. Orders placed without proofs can not be cancelled once the order has been processed through Pre-press and the order status of Approved Work in Progress(WIP) has been posted. The order is then Ready to Schedule for Printing and our automated order processing system cannot accept any changes. Cancellation fees will be calculated based on the age of the order and whether a proof was created. Age will be calculated in calendar days from the date the order was placed.

Age in Calendar Days And Fee
· 0-30 days 10%
· 31-60 days 25%
· 61-90 days 50%
· 91+ days No Refund
We will automatically cancel any orders that remain in the same status for 90. You will not get a credit but upon request may get a promo code for the entire dollar amount of the order. The cost of proofs plus administrative fees (calculated in the above table) will be subtracted from the total refund. NO CANCELLATIONS ON ORDERS PAID FOR BY TELECHECK. A Promo Code for the Order Amount will be provided to Client in lieu of a credit.

P 13. Returns and Refunds.
Customer orders have no re-sale value. Therefore, ALL SALES ARE FINAL. If the error is verifiably due to Block Services LLC , we will re-print the order at our cost. Any defect/s discovered in your shipment must be reported to Block Services LLC within 10 days of your order's receipt. To qualify for a free replacement order, you must return your entire product (at your own expense) within 15 days from the time THE product was delivered. All Charges related to expedited orders (rush printing or shipping) are NON REFUNDABLE UNLESS UPS FAILS DELIVERY OR DELIVERS DAMAGED PRODUCT. ANY CREDIT DUE WILL BE PROCESSED WITHIN 4 to 6 WEEKS. If a change is made to an existing order that results in a credit, a processing fee equal to 10% of total credit amount will be charged to cover transaction costs related to this credit. Upon request a promo code for the full value of the credit can be issued in lieu of a credit, if we are contacted prior to the credit processing date.

P 14. Shipping and Delivery of Products.
Block Services LLC will always strive to avoid any delays in production or shipping, however, we will not be held responsible for any consequences or damages due to delayed production or delivery. Our shipment and delivery dates are based upon estimates provided by our shipment suppliers. Block Services LLC will not be responsible for delays in shipments due to shipping company delays, international customs issues, weather conditions or any other circumstances beyond our control. Block Services LLC will strive to ensure that all delivery schedules are met in a timely manner. There will be an additional charge if any changes to the shipping address must be made after the order is placed.

However, unexpected production or shipment delays may occur as a result of technical problems or equipment malfunction or failure. Rush charges/fees will be refunded or waived by Block Services LLC , where applicable, for a delay caused by technical difficulty. However, order cancellations will not be allowed due to technical difficulty.

P 15. Shipping Errors and Lost Packages.
In order to file a lost or damaged claim the following must apply: Claims can only be placed within 30 days from package shipment. Block Services LLC cannot be held responsible for shipping errors, delays or lost or damaged products due to 3rd party errors. In the case that a customer supplies the wrong address causing a package not to be delivered on time, Block Services LLC will reship the package (to the corrected address) with an additional shipping fee for the re-shipment.

P 16. Limitations & Liability.
OUR LIABILITY IS LIMITED UP TO THE TOTAL AMOUNT OF YOUR PURCHASE (AT THE SPECIFIC TIME AND DATE OF YOUR PURCHASE) AND SHALL NOT INCLUDE ANY CONSEQUENTIAL DAMAGES OR DAMAGES FOR PROFIT LOSS. WE HAVE THE RIGHT TO HOLD CUSTOMER PROPERTY (a lien) AS SECURITY FOR UNPAID BILLS. Block Services LLC reserves the right to refuse service to any party for any reason it deems fit. PLEASE NOTE: ANY SUPPLIED MEDIA WILL NOT BE RETURNED. PLEASE DO NOT SEND ANY ORIGINAL MEDIA.

P 17. Tax Exemption.
If you have product shipped to a state within which we have physical operations, sales tax will be applied to your order. There are only three ways to be tax exempt: 1. You must have a re-sale certificate on file with Block Services LLC . 2. Order is processed and mailed from our facility and a Printed Sales Message Sales Tax Exemption Certificate is on file for the project. 3. Order is shipped directly to a mail house and a Printed Sales Message Sales Tax Exemption Certificate is faxed over with the order number written on it.

P 18. Mailing Service Terms and Conditions.
We are not responsible for lost or non-delivered mail. The U.S. Postal Service does not track mail. Our responsibilities end when the U.S. Postal Service accepts your mailing from us. We will have a proof of mailing statement (3602-R for standard class, 3602-NP for the Non-Profit and 3600 for first class mail.) that can be faxed to you upon request. First Class mail takes 1 - 5 days (average) to reach its destination. Standard Class and Non Profit mail take 7 - 20 days (average) to reach its destination. The U.S. Postal Service will not give a refund on postage for non-delivered mail. We are not responsible nor do we guarantee a response to your mailing. Industry average is a 1 - 2% response rate. Your results may vary. You should always have a copy of your list with you. In the event of a mistake or error, we will only accept liability up to the cost of goods and services provided. By using our services we will not accept liability for any loss of revenue, business or implied damages.

P 19. Paper Stock Policy.
In order to maintain the most competitive print prices, we must utilize a number of paper stock sources and paper mills. We reserve the right to change our paper suppliers as necessary to assure you the best quality paper stocks available at the industry’s most competitive prices. We will make every effort to assure our online paper stock offerings remain consistent, reliable and predictable over time. However, we cannot control or be held accountable for paper production variances caused by independent paper mills and sources which are beyond our control. Although the stated weights of our featured paper stocks will remain constant, there could be a slight difference in caliper, brightness or texture. Slight differences may or may not be evident when printing the exact same project, on the exact same selected paper stock, and using the exact same art file but ordered and printed on a different date. For example, you order a print project today (we’ll call it XYZ Flyers project) and you order it printed as 4/0 on 70 lb. Opaque Offset Smooth (Recycled). Three months from today, you place the exact same order, exact same art, same named paper stock, same project (XYZ Flyers). When you receive the project, you notice a slight difference in the paper stock (be it caliper, brightness or texture). The slight difference will be within print industry standards for paper stock and mill industry tolerance levels (very similar to slight dye lot variations common in the carpet or fabric industry). We will not be held personally responsible or accountable, in any way, for these slight differences. Our position is a common print industry policy with regard to paper stock grades, paper mills and the varying slight differences from one source or mill to another concerning like weight and like named paper stocks purchased from different manufacturing resources.