I have a contract problem.

What is the name of your state (only U.S. law)? Julio Los angeles, California.


I have a contract with a web site development company to complete my e- commerce site. They have done a poor job on developing this site its been over 4 moths now and it has not meet my expectations as we discuss. We had a verbal agreement that it would take 2 months to complete. It does not state that on the contract but is some thing we discuss. I want a 90% refund on my site because there not completing my site to terms and conditions we set. Can i do a charge back on my payments? I have tried several times to ask them to give me a REFUND but they refuse. What should i do Charge back or Small Claims Court? I would appreciate your advice.

dingo213 said:

What is the name of your state (only U.S. law)? Julio Los angeles, California.


I have a contract with a web site development company to complete my e- commerce site. They have done a poor job on developing this site its been over 4 moths now and it has not been done. We had a verbal agreement that it would take 2 months to complete. It does not state that on the contract but is some thing we discuss. I want a 90% refund on my site because there not completing my site to terms and conditions we set. Can i do a charge back on my payments? I have tried several times to ask them to give me a REFUND but they refuse. What should i do Charge back or Small Claims Court? I would appreciate your advice.

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What exactly was put in writing regarding the terms and conditions of your contract? Anything done verbally would likely be challenged, and without proof of some sort that such an agreement was made, you would have difficulty enforcing it.

I would say Small Claims. If you do a chargeback, there's a possibility they will challenge the dispute and you'll be right back where you started.

Better yet, try hiring a mediator to see if you can work out some compromise. If you do this, then you can know you have done everything possible to resolve the issue before going to court. If they come up with a solution that all parties agree upon, they can have both of you sign an agreement that is binding in court if it comes down to it.

This is the contract to contract promble

Client: My company
Date: December 14, 2010

Service Product:
Client contracts with Company Providing Services to design, document, test, produce, and deliver the following service product:

I. Website Process, Phase I:
a. Client, upon signature of this contract, authorizes Company Providing Services to design, document, test, produce, and deliver the above service product. Company Providing Services shall assign a designer and project manager (PM) to the clients project. Once the client is assigned a team, designer will begin mockup phase based off the logo, content, images website samples and specifications provided to by designated consultant. Client shall provide in an electronic format to Company Providing Services all assets necessary to complete the service product. Assets shall include, but are not limited to, any logos, colors, content, images, or ideas for the successful production of the service product.

b. After receiving requested material, Company Providing Services will create and present to Client an Index Comp. This Index Comp shall be a reflection of the design direction for the website production pursuant to sec. Ia. At this time, Client shall give more specifications and direction for how the service product shall look until final approval, which is not to exceed 50% of the estimated hours as described in sec IV.

c. Once the correct direction is in place, Client has a maximum of eight (8) sets of revisions allotted to the mockup prior for approval. If revisions exceed (8) there will be may an additional hourly charge of $65 per hour. Client will be notified of any charges prior for client approval plus a notification to aware the client that we are getting close to the maximize time allowed before we get to the 8th revision. All additional charges will be charged to the card on file unless client specifies not to use the specified card on file.

d. All correspondence is requested via Word document form provided by designer and correspondence via email for record archiving.

II. Website Production, Phase II:
a. After the initial design is agreed to by Company Providing Services and Client, which is approval of Index Comp, Company Providing Services shall create all final assets for the service product according to the Design of Client. During Production, Phase II, client shall be able to view progress of the service product online. Client’s PM will confirm all project specifications in order to program and develop the internal functions of the site. Functional Specification pertains to web sites navigation abilities including, but not limited to, the number of pages, the appropriate links, and title of each web page, payment gateway and merchant information, flash and or gallery presentation as described in sec IV. Populating products in a dynamic cart is the responsibility of Client. If there are any design changes after initial design is agreed (converted) by client and needing template rework, there may be an additional $65 per hour. Client will be notified of any charges prior for client approval plus a notification to aware the client that we are getting close to the maximize time allowed.

b. All scripting performed by Company Providing Services is on Linux platform. If Client does not host with Company Providing Services, it is Client’s responsibility to ensure hosting compatibility.

c. Once all the specifications are properly scripted into the design, Client has a maximum of ten (10) sets of revisions to the temporary beta site for approval. If revisions exceed ten (10) there may be an additional hourly charge of $65 per hour. Client will be notified of any charges prior for client approval plus a notification to aware the client that we are getting close to the maximize time allowed before we get to the 10th revision. All additional charges will be charged to the card on file unless client specifies not to use the specified card on file.

III. Website Test and Launch:
a. Company Providing Services will test the Service Product for functionality that was scripted by Company Providing Services. After successful test completion, Company Providing Services shall present the Final Product to Client by a link or uploading to the clients. Client shall have 10 days to test the Final Product for functionality and design. Client shall then report any desired Revisions to the Final Product to Company Providing Services. Client shall have a total of three (3) Revisions after the Final Product. Revisions shall include those slight or minor changes to functionality or design such a text, images, color adjustments, font adjustment, but shall not include a complete redesign or complete change in the design makeup of the Final Product after client has approved the layout.

b. Company Providing Services shall have the right to refuse any Revision requests Company Providing Services determines is a redesign or complete change to the design makeup of the Final Product. If client exceed the contracted number of hours, Company Providing Services may charge additional sixty-five dollars ($65) per hour. Client will be notified of any charges prior for client approval plus a notification to aware the client that we are getting close to the maximize time allowed. All additional charges will be charged to the card on file unless client specifies not to use the specified card on file.

c. Once Client approves the Final Product, Client shall notify Company Providing Services Acceptance of the Final Product or if the site runs live or files are zipped via email, this too is acceptance of the final product. Acceptance shall end all duties and responsibilities of Company Providing Services to Client.





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IV. Cost and estimated time frame:
According to the terms listed above, the description and cost for this service product shall be as follows:
Client has requested an ecommerce website for the printing industry. Client gets the standard cart, unlimited categories and products, merchant gateway connection, shipping module and custom design. Client also gets the calculator form on the right for up to 20 categories. Each category gets the form on the right to select certain criteria, once that criteria is selected the price automatically adjusts for checkout.
Shopping can upload file to admin through website, including pdf, ai, jpg, psd.
There will be about 15 downloadable template samples online.

Total: $ 1800.00 Deposit: 900 Contracted Hours:65

Second part

Second Part

V. Deposit and Payment:
a. Informational sites, static ecommerce sites:
A deposit of half the total amount is required at the signing of this contract. The remaining balance of this contract shall be due upon Client’s approval or acceptance of the Index Comp as described in sec IIa. Deposits and payments are nonrefundable. All sites include the following: Meta tags include up to 30. $50 for each additional 25
Each project is inclusive of one form, any additional form is $50
Standard images are up to 20 per project unless otherwise negotiated.
All projects that exceed 60 days from contract date will be charged the balance in full.

b. Database sites, dynamic ecommerce sites:
A deposit of half the total amount is required at the signing of this contract. 25% of the total amount shall be due upon Client’s approval or acceptance of the Index Comp as described in sec IIa. Final payment of 25% of the total amount shall be due upon 75% completion of project which is when the system cart or database is installed. Standard dynamic cart includes merchant set up through authorize.net, dynamic cart, member login’s, shipping module set up with UPS. Any desired functions beyond the standard will be an additional charge.
All items in cart and all database entries are done by the client through the admin. Company Providing Services is to script and
embed the system and add in 5 items for testing purposes.

c. All projects that exceed 60 days from contract date will be put on hold status until client is ready to proceed with completion of the project. Projects that are put on hold status for over 1 year from the day of signing will have a fee of $75 reactivation fee. The fee can be waived if arrangements are made by both parties in advance.

d. Logo production costs are paid 100% in full prior to beginning the development.

e. The said price of the project is based on certain number of hours estimated for the project. In the even that the hours are over the estimate provided, Company Providing Services has the right to charge to the exceed amount of hours caused by revisions or changes requested by client. Anything errors done by Company Providing Services will not be counted. No additional charges will be applied with out the knowledge of the client prior to charge for additional work. All additional charges will be charged to the card on file. If the revisions or changes are due to negligence of Company Providing Services, the hours will not be counted for.

f. If client request additional pages, forms, functions, additional scripting or additions outside of the specs agreed to by both parties, Company Providing Services will charge additional cost. Any changes after approval of Final Product as described in sec IIIc. would reflect hourly charges.

g. If Client wishes to settle scheduled payments using alternative form of payment other than original card on file, Client shall provide Company Providing Services all necessary payment information.

VI. Logo Production and graphic design work:
a. If Client has contracted for the development of Logo Production or graphic design work as described in sec. IV, Company Providing Services will send a set of questions to client pertaining to the direction of the logo identity design. Once client returns questionnaire, Company Providing Services shall provide a maximum of five (5) comps for Client’s review. Client shall have a maximum of five (5) Revisions. If Client requests additional comps, Company Providing Services will provide 2 new comps for an additional $150.00 fee. If a client requests a new direction after the first set of comps are provided, there will be another logo design charge billed to client of the same value.

b. Client is to provide a direction for which Company Providing Services should use as reference along with creativity of Company Providing Services designer to complete development. The Logo Client approves and accepts shall be the exclusive intellectual property of Client. All other logos presented in development stages prior to Final Appoval shall be the sole and exclusive intellectual property of Company Providing Services.

c. For any graphic design work, Client shall give to Company Providing Services all assets necessary to complete the service product. Assets shall include, but are not limited to, any logos, colors, content, images, or ideas for the successful production of the service product. Client shall have a maximum of five (5) Revisions. If revisions exceed (5) there may be an additional hourly charge of $65 per hour. Client will be notified of any charges prior for client approval plus a notification to aware the client that we are getting close to the maximize time allowed. All additional charges will be charged to the card on file. Final accepts shall be the exclusive intellectual property of Client.

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VII. Hosting and P-CMS:
a. If Client has contracted for hosting described in sec. IV with Company Providing Services at $24.99/mo to receive CMS, there is a 1-year minimum, after the completion of the year it will lapse to a month-t -month contract. If Client cancels hosting with Company Providing Services within the first year the Client will be charged a $250 fee.

b. If Client cancels hosting after the development of CMS, but before Final Product Launch as described in sec IIIc. the Client will be charged a $250 fee.

VIII. iPhone Apps:
a. If Client has contracted for the development of an iPhone app as described in sec. IV,
Phase I – Concept and design of wire frame. Deigning and concept of each design view.
Phase II – Development phase.
Company Providing Services is not responsible for iphone applications being accepted or decline by Apple.
Suggestion to client – client is to buy development key from Apple, which will give the ability to submit apps to the apple store and collect revenue, have full ownership and have full control of the iphone application.

IX. Forfeiture:
a. If Client should wish to terminate this contract after signature, written termination shall be considered Forfeiture. Termination of the contract shall include, but is not limited to, failure to pay, inability to reasonably work with Company Providing Services, or halting Company Providing Services Production of the service product.

b. Should Forfeiture happen, all payments made up to date are non refundable. All assets and digital files will be zipped to the client via ftp or email..

X. Intellectual Property Rights:
a. All completed work subject to this Contract produced by Company Providing Services, and after all duties and responsibilities of each party under this contract are fulfilled, shall be the sole possession and ownership of Client unless otherwise agreed to in writing by Client and Company Providing Services.

b. Company Providing Services reserves the right to list Company Providing Services as the creator, producer, or designer of the service product.

c. All work not completed or refused by Client and therefore not the finished and completed product subject to the Contract shall not be the intellectual property of Client and will remain the sole exclusive intellectual property of Company Providing Services.

d. Company Providing Services retains the right to display any or all work on their website portfolio unless otherwise specified by client.

XI. Severability:
If any clause, section, or provision of this contract shall be governed to be invalid or void, the remaining provisions of this contract shall continue in full force and effect.

XII. Arbitration:
Any controversy or claim arising out of or relating to this contract or the breach thereof shall be settled by arbitration in accordance with the Uniform Rules for Better Business Bureau Arbitration, and the judgment upon the award rendered by the Arbitrator may be entered in any court having jurisdiction thereof.

CLIENT HEREBY ACKNOWLEDGES THAT CLIENT HAS HAD AN OPPORTUNITY TO HAVE THIS CONTRACT REVIEWED BY INDEPENDENT COUNSEL. UNLESS OTHERWISE REVIEWED BY COUNSEL OF CLIENT, UPON SIGNING THIS CONTRACT, CLIENT HAS WAIVED CLIENT’S RIGHT TO HAVE THIS CONTRACT REVIEWED BY INDEPENDENT COUNSEL. ANY JURISDITCTION WILL BE HELD IN LOS ANGELES, CALIFORNIA. ANY DISPUTE WILL BE RESOLVED IN THAT VENUE.

Other Facts

I have provided them with logos, images and spread sheets with pricing and products descriptions.

Contract requires arbitration. Uncompleted or work not accepted by you belongs to the developer

dingo213 said:

... I want a 90% refund on my site because there not completing my site to terms and conditions we set. Can i do a charge back on my payments? I have tried several times to ask them to give me a REFUND but they refuse...

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dingo213 said:

IX. Forfeiture:
a. If Client should wish to terminate this contract after signature, written termination shall be considered Forfeiture. Termination of the contract shall include, but is not limited to, failure to pay, inability to reasonably work with Company Providing Services, or halting Company Providing Services Production of the service product.

b. Should Forfeiture happen, all payments made up to date are non refundable. All assets and digital files will be zipped to the client via ftp or email.

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Looks like the contract you signed doesn't allow for refunds if you terminate/forfeit the agreement.

XII. Arbitration:
Any controversy or claim arising out of or relating to this contract or the breach thereof shall be settled by arbitration in accordance with the Uniform Rules for Better Business Bureau Arbitration, and the judgment upon the award rendered by the Arbitrator may be entered in any court having jurisdiction thereof.

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And according to this, Court is not an option. You must pursue arbitration.