Terms & Conditions

Services

We will provide design and development services to you as described in the project scope and specifications agreed upon in writing. Any additional services beyond the initial scope will require a separate agreement and fees.

Client Obligations

You agree to provide us with all necessary information, materials, and resources required to complete the services. This includes providing content, images, feedback, and approval in a timely manner according to agreed milestones. Any delays caused by you may result in project delays and additional fees.

Contract Transparency

We endeavor to be as transparent as possible about who we are and the services we offer and at what price. That said, we are a small business and mistakes can happen! Whether it be clerical errors, misspellings, etc... if you sign our contract without requesting changes, you are agreeing to be bound by the best intentions of what the author of the contractor/we was intending to write or communicate in regards to any potential errors that may have occurred in the proposal or contract.

Please review this contract and associated proposal for accuracy of details, spelling, dates, addresses, etc.

By agreeing to and signing this contract, you agree to be bound by ALL of the terms of the contract. If you do not feel comfortable reviewing this contract yourself, please have someone else help you or consult with a professional (or legal counsel) if needed. We want you to feel comfortable with everything you are signing!

Intellectual Property

Upon full payment, you will own all final deliverables and intellectual property rights for the completed work, with the exception of our pre-existing intellectual property used to create the deliverables. We retain ownership of design tools and code libraries developed independently.

Confidentiality

Both parties agree to keep any confidential information disclosed during the project strictly confidential and to use it solely for purposes of this agreement.

Warranties and Limitations

We warrant that our services will be performed in a professional manner. However, we cannot guarantee perfect operation of websites, applications or other deliverables on all potential environments. Our liability is limited to the total fees paid for the services that directly caused the issues.

Termination

Either party may terminate this agreement with 30 days WRITTEN AND VERIFIED RECEIVED notice and if the other party fails to cure any material or contract breach within that period.

💯 SBS Guarantee

You agree to pay a 25% non-refundable deposit upfront to initiate any project with our team. You may cancel the project at any time, but you are strictly prohibited from using ANY of the work OR concepts that has been created during our relationshop. If you cancel, you will not be required to pay the remaining 75% of the project fees, but the 25% project initiation fee will not be refunded.

Warranties and Limitations

Indemnification

You agree to indemnify and hold us harmless from any claims or damages arising from your use of our services or violation of this agreement.

AI Usage and Rights

You acknowledge that we may use artificial intelligence (AI), image generation algorithms, machine learning technologies, and other similar tools in the creation of assets or assistance with code for this project. These technologies may be used for tasks including, but not limited to: graphic design, UI design, content generation, data analysis, code auditing/writing assistance, & project management.

We will not be held responsible for any issues, losses, lawsuits, or damages arising from the use of these AI-generated assets after the completion of the project. We always endeavor to follow current best practices and local laws for use of these technologies; and we do not take any responsibility for changes to these laws or requirements around these cutting edge technologies which are changing rapidly. You acknowledge that the use of AI technologies in the creation of assets does not infringe on the copyright ownership agreement.

All AI-generated assets are considered original work created by us and are subject to the same terms and conditions as outlined in the 'Intellectual Property' section of this agreement. By agreeing to these terms, you agree to respect and uphold our rights in regard to these AI-generated assets. You acknowledge that all final deliverable files are copyrighted works created by us and we own all copyright in any and all works we create or produce. Upon delivery of final files, we grant you an unlimited license to use the deliverables online and in print.

However, if the project is cancelled before completion, we retain ownership of everything, and no rights are granted to you to use any of the work. 1 This adds a detailed section explaining how AI tools may be used in the project, that the client acknowledges this usage, clarifies ownership and rights around AI-generated assets, and limits our liability for any issues arising from the AI usage after project completion. It ties into the existing Intellectual Property section as well regarding copyright ownership of deliverables.

Governing Law

This agreement shall be governed by the laws of Washington. Any disputes shall be resolved in the courts of Washington state. By engaging our services, you agree to be bound by these Terms and Conditions. We reserve the right to modify them at any time by posting the updated version on our website.

Usage Rights

You acknowledge and agree upon signing this contract that you irrevocably grant us permanent rights to use ANY and ALL work produced (code, designs, concepts) in our personal or company online portfolios, samples of work, mentions of client testimonials, etc. We transfer any and all rights to you at time of payment, OTHER than this one STRICT REQUIREMENT.

The new section on Portfolio Usage Rights has been added as section 10 per your request. It clearly states that by signing, the client irrevocably grants us the rights to use any work from the project in our marketing portfolios, samples, testimonials etc. even after all other rights are transferred to the client upon final payment.

Copyright Ownership

Websites

You acknowledge that upon final payment for the project, we transfer copyright ownership of all originally created deliverables, including Website Visual Design, Text Content, Custom Graphics, HTML, JavaScript, and CSS code. All aforementioned originally created deliverables are wholly owned by us prior to the final project invoice paid by you. This means that if the project is cancelled before completion, we retain ownership of everything, and no rights are granted to you to use them.

Brand Design or Graphics

You acknowledge that all final Brand Design files are copyrighted works created by us and we own all copyright in any and all works we create or produce. Upon delivery of Brand Design files, we grant you an unlimited license to use our Designs online and in print.

This clearly outlines that we retain full copyright ownership of all website and brand design deliverables until the final payment is made by the client. If the project is cancelled before completion, the client has no rights to use any of the work. Upon final payment and delivery, copyright is transferred to the client for website deliverables, while for brand design files the client receives an unlimited usage license.