Overview

Direct IT is pleased to offer professional Web Design and development Services to First American Agents. You are eligible to receive guidance to design and publish your new Web site. The specially discounted web site design services price was negotiated for by First American on behalf of their agents.

You can contact direct iT at any time during the ordering process at 617-201-4645

Web Site Features & Services:

1. Home page with your firm’s name and logo
   

2. Wordpress(tm) blogging platform, the most popular blogging software in the planet

3. Online forms including Contact inquiry form, Buyer-borrower information form, Seller information form, Lender title order form, and Lender registration form

4. Links to your social media profiles

5. Overview of your firm

6. Practice area descriptions, supplied by your firm

7. Staff listing with a short statement for each person, with photos, if desired

8. E-mail and staff listing modifications and additions

9. Directions to your office location(s)

Terms and conditions

Hosting services, maintenance and support are required for our dynamic Wordpress-based blog websites. The costs are as follows:

1. HOSTING, MAINTENANCE and SUPPORT BUNDLE:
   $345 per year. This bundle gives you the flexibility to update your web site content, pictures and templates once a month, so your web site will never be outdated. Our hosting services offer high quality, multi-feature virtual domain hosting featuring High Speed Servers and Super high speed DS-3 Connections to Internet.
   Please note that the support bundle does NOT include additional training or support for Wordpress(tm) blogging functions or social media sites -- additional social media and blog training and support is available at additional cost.

Service Contract for Web Site Services

This Web Site Services Agreement is entered by and between Customer and Direct iT, a Massachusetts corporation ("Direct iT"). This Agreement provides the terms and conditions under which Direct iT will produce Customer's Web Site (the "Site"), and make the Site available on the Internet.

1. Definitions.
Content. "Content" means all text and graphic materials provided by Customer to Direct iT for publication at Customer's Site. "Content" does not include any materials or data provided by Direct iT or third party materials to which a hyperlink is provided from the Site. Customer is responsible for verifying the accuracy of Content, both before and after same is posted to its Site.

Template Web Site. "Template Web Site" means the presentation and arrangement of the Content and all associated elements, coding and command sets, and online screen displays (such as screen designs, formats, text, hyperlinks, layouts, typesets, coloration and graphics), provided by Direct iT under this Agreement.

Direct iT Materials. "Direct iT Materials" means all utilities, tools and programs provided by Direct iT or developed by Direct iT under this Agreement that are used to facilitate storage of the Content and the Template Web Site on Direct iT's server and to facilitate transmission of the Content and Template Web Site to Internet users of the Site, as well as Direct iT's web-based applications as the same have been ordered by Customer from time to time, including Direct iT's online title ordering and status reporting application (the "Applications").

2. Customer's Obligations.
Delivery of Content to Direct iT. Customer will provide all information required by Direct iT, and shall deliver to Direct iT in electronic form (any mutually-agreeable format, including Microsoft Word or WordPerfect files) or through Direct iT’s web site the Content to be made available initially on Customer's Site. Customer will be responsible for obtaining all licenses and permissions if any are required to distribute the Content as contemplated hereunder. Customer is responsible for complying with any applicable terms and conditions in connection with any requested link from the Site to other web sites.

Site Address. If Customer does not have its own domain name, Customer shall obtain same or at Customer's request Direct iT shall assist Customer in its registration (in which case Customer shall be responsible for Direct iT's fees in connection there with as well as any 3rd party domain name registration fee for each domain name registered to Customer). If Customer has an existing domain name, Customer may request that Direct iT designate Customer's domain name as the address of Customer's Site and facilitate transfer of the same. As between Customer and Direct iT, Customer shall own all right, title and interest in its Domain Name.

3. Direct iT's Obligations.
Template Web Site. Direct iT shall provide Template Web Site incorporating those features in the Web Site Package contracted for by the Customer. Any additional services or features shall be subject to applicable charges as may be in effect from time to time by Direct iT. Customer will review and approve the Template Web Site following its completion. Within ten (10) days of the later of Customer's approval of the Template Web Site or Domain Name configuration or other required approvals, Direct iT will make the Content and the Template Web Site available on the Internet.

Service. Direct iT will, during the term of this Agreement, store the Template Web Site and Content on a server and provide other services necessary to allow Internet users to access Customer's Site. Direct iT shall endeavor and take all steps reasonably necessary to insure that Customers Web Site shall be available for full access over the internet 24 hours per day, each and every day of the year.

Updates. Customers that have ordered their web sites through the “Create my Website” Link and have purchased and paid the bundle option for hosting and maintaining, will have the flexibility to update their Web site’s contents, pictures and templates once a month. All updates for any month must be submitted electronically no later than the 15th of the prior month through the “Update My Web Site” link. Direct iT will make the changes available no later than the last day of the prior month. (As an example if the client requires updates to their website in the month of April, then the client must submit these changes no later than March 15th and Direct iT will update the website no later than March 31st ) Only one update per month is allowed.

4. Term
Term and Renewal. This Agreement will become effective upon receipt and acceptance by Direct iT of the Customer's Web Site Services Order Form (the "Effective Date") and will continue in force for twelve months commencing on the date on which the Site is initially made available to the general public by Direct iT on the Internet or thirty (30) days after the Effective Date (subject to any delays caused by Direct iT) whichever occurs first ("Initial Term"). Thereafter, renewal will be automatic for successive one year term at Direct iT's then current fees and subject to terms and conditions then in effect (as posted on Direct iT's web site), unless either party gives notice of non-renewal to the other party at least thirty (30) days in advance of any renewal date, including the first renewal date. This Agreement may not otherwise be cancelled by Customer during the then-current Term.

Events of Termination. Notwithstanding the foregoing, either party may terminate this Agreement immediately upon giving notice of termination to the other party upon the occurrence of any of the following events: (i) the other party failing to cure a material breach hereof committed by it within thirty (30) days after receiving notice; (ii) the filing against the other party under bankruptcy or insolvency laws, for reorganization, receivership or dissolution, or similar proceedings, which proceedings are not dismissed within 60 days; (iii) the other party becoming insolvent; or (iv) either party ceasing to do business or to do business relevant hereunder.

Obligations Upon Termination. Upon termination of this Agreement, Direct iT may promptly delete the Content and the Template Web Site from Direct iT's server. If Direct iT has assissted in registering the domain name, Customer shall always remain owner of the domain name and will have full control of a domain registrar account controlling the domain.

5. Fees and Payments.
Customer agrees to pay Direct iT the fees specified in the web site order form ($1000.00), as well as any additional charges as may be in effect from time to time for any additional services requested by Client. Initial Setup fees together with the first year Hosting and Maintenance charges if chosen ($345.00), are due and payable before the site is created. Domain name registration fees (If submitted by Direct iT) are due and payable as and when requested. Renewals are automatic for successive one-year term at Direct iT’s then current fees and subject to terms and conditions then in effect, unless either party gives notice of non-renewal to the other party at least sixty (60) days in advance of any renewal date, including the first yearly renewal date.

6. Rights of Ownership.
The parties agree that, as between Customer and Direct iT, (i) the Template Web Site and Direct iT materials are the exclusive property of Direct iT, together with any designs, object and source codes and data owned by Direct iT, and (ii) the Content provided by Customer and not provided by Direct iT is the exclusive property of Customer. The parties agree that, during the term of this Agreement and thereafter, neither party shall have the right to disclose or provide to any third party or otherwise use the property of the other party, except as expressly provided in this Agreement or as necessary for the parties to perform their obligations or exercise or enforce their rights hereunder. Direct iT grants Customer a non-exclusive, non-transferable license during the Term to use the Applications which Customer has ordered, only on Direct iT's servers in the manner and for the purposes contemplated herein. Customer shall be granted all rights to post to another site, reproduce, modify, create derivative works, reverse engineer, transmit, publish . Customer shall not be granted any right to sell by any means, method or process whatsoever, now known or hereafter developed, any of the Direct iT Materials or Applications

7. Representations and Warranties.
Customer represents and warrants to Direct iT that it has full power and authority to provide and use the Content as contemplated hereunder and that such provision and use of the Content does not and will not violate any copyrights, trade secrets or other proprietary rights of any third party or create any liability to any third party. Customer further warrants and represents that the Content does not contain any matter that is defamatory or which may cause injury or result in damage to any third party and that the Content does not contain any matter that is false or deceptive.
Customer also represents and warrants that it will comply with all applicable laws, rules, and regulations in its performance under this Agreement. Customer shall defend, indemnify and hold harmless Direct iT from and against any and all third-party claims, actions, causes of action, liabilities, damages, costs, and expenses, including attorneys' fees, arising out of or related to the Content or use of the Site by any party.

8. Disclaimer of Warranties.
Customer acknowledges that certain software used by Internet users may not be capable of supporting certain features or functionalities which may be included in the Template Web Site. Direct iT shall have no liability whatsoever for any claim(s) relating to any Internet user's inability to access the Site properly or completely or for any claim(s) relating to any errors or omissions in the Content. THE SERVICES ARE PROVIDED ON AN "AS IS" BASIS, AND CUSTOMER'S USE OF THE SERVICES IS AT ITS OWN RISK. DIRECT IT EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT AND TITLE, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. DIRECT IT DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE.

9. Limitation of Liability.
DIRECT IT'S, ITS AFFILIATES' AND ITS AGENTS' ENTIRE LIABILITY HEREUNDER, IF ANY, FOR ANY CLAIM(S) FOR DAMAGES RELATING TO THIS AGREEMENT WHICH ARE MADE AGAINST THEM, WHETHER BASED IN CONTRACT OR TORT (INCLUDING NEGLIGENCE), SHALL BE LIMITED TO THE AMOUNT OF CHARGES PAID BY CUSTOMER RELATIVE TO THE PERIOD OF OCCURRENCE OF THE EVENTS WHICH ARE THE BASIS OF THE CLAIM(S). IN NO EVENT WILL DIRECT IT, ITS AFFILIATES OR ITS AGENTS BE LIABLE FOR ANY LOST PROFITS OR ANY CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES, ARISING FROM OR IN ANY WAY RELATED TO THIS AGREEMENT OR RELATING IN WHOLE OR IN PART TO CUSTOMER'S RIGHTS HEREUNDER OR THE USE OF OR INABILITY TO USE THE CONTENT, THE TEMPLATE WEB SITE, DIRECT IT MATERIALS, APPLICATIONS OR THE SITE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.Indefmnification:
Client will indemnify, save harmless, and defend Direct iT, its employees, and affiliates (collectively "indemnified parties") from and against any and all claims, damages, losses, liabilities, suits, actions, demands, proceedings (whether legal or administrative) and expenses (including but not limited to attorneys’ fees) arising out of or relating to the use of the Services by client.

11. Limitation of Claims:
Except for claims relating to Fees and payments, no claim, regardless of form, which in any way arises out of this Agreement, or the use of, or inability to use, the entire web site including but not limited to contents and the links, may be made by either party.

12. Notices.
All notices hereunder must be given in writing or by e-mail to Direct iT by e-mail at info@directitcorp.com or mailed to 39 Emerson Road, suite 215, Waltham, MA 02451, and to Customer in writing or by email at the principal address in the Site or Web Site Services Order Form, or by such other means as the parties mutually agree.

13. Entire Agreement; General Provisions.
This Agreement comprises the entire understanding between Direct iT and Customer with respect to, and supersedes any prior understanding or agreement, oral or written, relating to, the subject matter hereof. This Agreement will be governed by and construed under the laws of the Commonwealth of Massachusetts.