Agreements

Availability & Communications: We Love You, But Also Love Our Families

Customer acknowledges that their prompt replies and communication are crucial to their success. For the benefit of documentation, Company’s primary form of communication is Slack. Customer may optionally request email, if preferred. Upon use of Slack, it will be with Company’s Slack, not Client’s. That way Company can maintain communication records.

Communications are typically replied to within two business days, and tasks implemented within one week, while custom coding may require longer. These are not guarantees but averages. To maintain mutual productivity, Customer is to minimize same-day requests and schedule meetings via this online scheduler. Customer acknowledges that Company is not available after-hours, weekends, or holidays. For that reason, Friday/holiday-eve project launches are not recommended.

Work Beyond Scope

Beauty is in the eye of the beholder. Customer is to clearly communicate project preferences during onboarding. To avoid “scope creep” (continually expanding task list), this engagement does not include anything beyond what is specifically listed in this agreement. Scope fulfillment has priority. “Busy work,” consulting or work other than anything outlined in this agreement is based on Company availability, and billed at hourly rate if Company accepts. Once final payment is made the project is complete. On-going support is not included unless specifically mentioned in this agreement. Optional additional work, on-going maintenance, or consulting outside scope is billed at two hundred fifty dollars per hour. All payments are non-refundable. If direction is changed or a new design is requested after a previous design was accepted then contract is to be paid in full and a new agreement negotiated. Customer is to provide all logins and credentials required by Company to maintain forward momentum.

Payments

Payments are applied to the oldest due invoices. Payments that reach 30 days past due will be assessed a monthly 1% or $50 late fee, whichever is greater. No exceptions. For payment arrangements with net-terms, the same fees apply to payments 10 days past due. No exceptions. Net terms for all invoices are revoked upon any invoice exceeding 30 days past net due date. Declined credit card transactions are subject to a $10 fee. Returned ACH transactions are subject to a $25 fee. Company is not responsible for any lost revenue, potential leads, sales, conversions, etc. of Customer due to actions from past due invoices. Company reserves the right to suspend any and all access to data, information, media, website, accounts, etc. until all past due amounts and additional fees have been paid in full. Payments 60 days past due, or 30 days past due for net-terms, may be pursued as a breach of contract, and turned over to a third party to collect. Upon a breach, all invoices and late fees are due in full. Hours worked towards projects that Customer chooses to not complete are due for time worked at hourly rate.

Liabilities

Company reserves the right to cancel remaining contract at any time due to abrasive, offensive, toxic, uncooperative or unprofessional behavior. Payments made to that point are non-refundable. Or, if Company deems at their own discretion that the scope of work has changed significantly enough they may terminate this contract and a new one must be re-negotiated. Upon any termination, all work to date is due at hourly rate. To protect the integrity of Customer’s investment and Company’s reputation, if Customer or any entity supporting them removes, overwrites, supersedes or deletes Company content, enhancements, or efforts, or if another provider (no matter whether in-house, agency, or contractor) is brought in to participate in the same scope of work as Company then this agreement is breached and due in full. This is intended to protect the forward momentum of the project.

Should Customer not honor or prematurely terminate the agreement they are responsible to pay in full the amount owed to Company had the agreement completed the current term. Additionally, any “comped work” provided in good faith of agreement voids good faith and comped work becomes due at the billable hour rate noted in this agreement.

IMPORTANT – Unless copywriting is specifically included in this agreement, it is Customer’s responsibility to provide all content for website pages on new website builds. Company may use placeholder, generative, or iterative content if Customer doesn’t not promptly provided needed page content. For the benefit of quality control and scale, Company uses their own processes and preferred resources. This may include software, AI, and automations, including to process and summarize calls for campaign insights, and education and training. However, Company is not required to use tools, AI, custom GPTs, voice or audio tools, or any resource of any kind of Customer recommendation or preference.  Any delay in Customer provided content will not delay Company deadlines or billing.

Features Company adds or updates on Customer’s website are intended to enhance it. However, if Customer has custom or outdated code, it can break a website. This is not done intentionally or from neglect, but due to a conflict in code. Customer acknowledges this possibility and that Company is not responsible for the quality, functionality, or compatibility of third party tools, software, scripts, assets, videos, content, media, etc. or how those assets may affect Customer’s website or other online profiles/entities. Company is not expected to be agency of record, or store credentials or account information created on Customer’s behalf or shared with Company. Company does not warranty or guarantee any functionality or compatibility of any plugins or third party code or integrations. Future versions of third party items are unavoidable. Company can’t advise on, enforce, or guarantee any compliance. It is up to Customer to ensure compliance, which may include but is not limited to governmental, commercial, private, industry-specific compliance, HIPAA, ADA, etc. Company may use subcontracting to better expedite aspects of fulfillment. Maintenance updates are not included unless purchased separately. Company does not keep backups, unless purchased separately.

• It is up to Customer to secure/maintain proper hosting and domain registration.
• Customer understands that services are “use it or lose it.” Unused paid services are not credited or refunded.
• It is Customer’s responsibility to provide prompt payments. Company has no obligation to begin work until a deposit is made. Customer has the responsibility to pay any balance(s) due prior to Company submitting/finalizing any work.
• Authors of third party plugins, code, addons, features, etc. (“assets”) require updates over time. Unless a maintenance package is purchased by Customer, Company does not provide any follow up or ongoing renewals of third party assets.

Customer acknowledges that Company has no control over changes to search engine policies or algorithms. If Customer has any sort of search engine optimization or internet marketing campaigns in effect it is recommended that Customer notifies their agency to work with Company to make the most out of the new website. In the unlikely event of disagreement, Customer agrees to communicate with Company and not to share or publish complaints or negative reviews or opinions of Company, it’s team, processes, or outcomes without written consent from Company. It may be unconventional, but that is the cost of access to Company’s services. This is to protect both parties from unnecessary liabilities.

Customer is aware that Company may service others that compete in similar businesses or industries. Company does not offer a non-compete agreement, but does follow confidential practices as to avoid any conflicts of interest. Customer authorizes Company’s team to use Customer logo or performance metrics in their portfolio, educational training, or case studies without compensation. Customer agrees to hold Company harmless against any loss by Customer including, but not limited to, loss of time, data, financial loss, Customers or Customers, loss of man power, etc. whether due to, but not limited to a natural disaster, power outage, hosting downtime, act of God, accident, war time, revolution, civil unrest, etc. Potential lost damage claims by Customer against Company cannot exceed amounts paid by Customer to Company during time frames of claimed loss occurrences.

Assignment and Transfer

This Agreement shall not be terminated by the merger or consolidation of Company with any other entity or by the transfer of all or some assets of the Company to any other person, corporation, firm or entity. In the event of a sale of all or some of the assets of Company and in connection with such sale the person or entity purchasing such assets shall assume this Agreement. The provisions of this Agreement shall be binding on and shall inure to the benefit of any such successor in interest to the Company.

Place of Law

Customer agrees that this agreement is governed by the laws of the State of Utah. Any disputes are binding and to be conducted in Davis County, Utah, with Customer reimbursing Company for any legal, collections, or administrative fees from a favorable judgement.

Force Majeure

Company may end fulfillment/agreement upon force majeure conditions (including but not limited to natural disaster, act of God, war or terrorism, riot, market or labor conditions, government actions, or Internet disturbance) beyond Company’s control. Force majeure is not defined in this agreement but, if found applicable, Customer is still liable for prior obligations, liabilities, and payments.

Historical updates:
March 16, 2026 – Added AI disclosures