Terms of Service

1. Agreement Overview

This Terms of Service ("Agreement") constitutes a legally binding contract between Fluid22 ("We" or "Us") and you ("You" or "Your") as the client. By signing the proposal and submitting the required deposit, you agree to the terms and conditions outlined in this Agreement.

2. Scope of Services

1. Design and Development: You engage Fluid22 to design and develop a web site as per the specifications and requirements discussed in our previous correspondence.
2. Estimated Total Price: The total cost of the project shall be as outlined in the proposal provided to you.

3. Responsibilities of Both Parties

Your Responsibilities:

1. Authority to Enter into Agreement: You warrant that you have the authority to enter into this Agreement on behalf of yourself, your company, or your organization.
2. Provision of Assets and Information: You agree to provide us with the necessary assets and information required to complete the project, as per our requests and in the specified formats.
3. Timely Feedback and Approval: You will review our work, provide feedback, and grant approval in a timely manner. Deadlines will be mutually agreed upon, and you will adhere to them.
4. Payment Schedule: You agree to follow the payment schedule set out at the end of this Agreement.

Our Responsibilities:

1. Professional and Timely Delivery: We will use our expertise to complete the agreed-upon tasks in a professional and timely manner.
2. Meeting Deadlines: We will endeavor to meet all deadlines set during the course of the project.
3. Confidentiality: We will maintain the confidentiality of all information provided by you.

4. Design

1. Iterative Design Process: We create look-and-feel designs and flexible layouts that adapt to various devices and screen sizes. Designs are created iteratively, and we may use visuals to indicate a creative direction.
2. Feedback and Cancellation: You may provide feedback during the design process, and you have the right to cancel the project, subject to payment for work completed up to the cancellation point, usually covered by surrendering the initial deposit.

5. Text Content

1. Copywriting Services: We offer copywriting services, but guidance must be provided by you. We may rewrite existing content, and adjustments can be made based on your feedback.

6. Graphics and Photographs

1. Required Formats: You must provide graphic files in an editable, vector digital format and photographs in a high-resolution digital format. If unable to provide in this format, we may offer access to our stock library.

7. HTML, CSS, and JavaScript

1. Delivered Content: We will deliver HTML markup, CSS stylesheets, and unobtrusive JavaScript based on the chosen content management system.

8. Browser, Mobile, and Responsive Design Testing

1. Browser Testing: We will test our work in current versions of major desktop browsers, including Safari, Chrome, Edge, and Firefox. Enhanced design for older browsers may be estimated separately.
2. Mobile Browser Testing: Testing will be conducted on iOS (Safari) and Android (Google Chrome). Testing for other mobile browsers may be estimated separately.
3. Responsive Design Testing: We will test your site on various common screen sizes to ensure compatibility with most devices.

9. Technical Support

1. Training and Support: We will provide top-level training videos for using basic tools within your site. Additional technical support services may be provided at our current Professional Rates.

10. Search Engine Optimization (SEO)

1. No Guarantee of Ranking: We do not guarantee improvements to your website's search engine ranking but ensure that our work is accessible to search engines.

11. Changes and Revisions

1. Flexibility: You have the freedom to make changes during the project, subject to additional estimates for extra work.

12. Legal Liability

1. Error Disclaimer: While we aim to deliver high-quality work, we cannot guarantee error-free results and are not liable for any damages, including lost profits or savings.
2. Limitation of Liability: Our liability is limited to the amount of fees payable under this Agreement.

13. Intellectual Property Rights

1. Ownership and Permissions: You guarantee that the elements provided by you are either owned by you or used with proper permissions. We will assign intellectual property rights to you for the work we deliver.

14. Displaying Our Work

1. Portfolio Display: We reserve the right to showcase our creative work, including sketches and completed projects, on our portfolio and articles, unless agreed otherwise.

15. Feedback Obligation

1. Feedback Obligation: Upon the completion and delivery of project deliverables by Fluid22, you are obligated to provide feedback within 30 days of receipt. Feedback shall be constructive, specific, and aimed at addressing any necessary revisions or improvements to the deliverables.
2. Hold Status and Final Payment: In the event that you fail to provide feedback within the stipulated 30-day period, we reserve the right to charge the final payment for the project and place it into a temporary hold status. During this hold status, we shall await your feedback to proceed with any final revisions or project closure.
3. Extended Inactivity: If, after the initial 30-day feedback period has lapsed, you continue to exhibit inactivity and do not provide feedback within a total of 90 days from the delivery of the project, we reserve the right to take further actions as outlined below.
4. Transfer of Files and Balance: Should you not provide feedback within the 90-day period and fail to remit the final payment for the project, we reserve the right to transfer all project files, including but not limited to source files, design assets, and documentation, to our collection agency for holding. Additionally, the outstanding balance owed for the project shall be transferred to a licensed collection agency. If a site is transferred to collections, Fluid22 will be unable to assist the client or project further.
5. Collection Agency Procedure: Upon transferring the outstanding balance to the collection agency, you will be contacted directly by the agency to settle the debt. Any fees or costs incurred by us in engaging the collection agency may be added to the outstanding balance and shall become your responsibility to pay.
6. Project Reinitiation: In the event that you wish to resume the project after it has been placed into hold status or transferred to the collection agency, you may be subject to additional fees and charges for reinitiating the project. The specific terms for project reinitiation shall be mutually agreed upon between you and us.
7. Right to Terminate Services: Failure to adhere to this Feedback Policy may result in the termination of our services and the termination of any related agreements between you and Fluid22.
8. Communication and Extensions: Should you anticipate difficulty in meeting the 30-day feedback deadline, you are encouraged to communicate with us promptly. We may, at our sole discretion, grant extensions for valid reasons.

16. Payment Agreements

1. Deposit and Payment Schedule: A non-refundable deposit is required to initiate work. The remaining payment shall be made as per the payment schedule specified in the proposal.
2. Final Payment: The final payment becomes due within 30 days of project completion or upon your request to move the site live.

17. Refunds

1. No Refunds After Going Live: Once the site is moved live at your request, no refunds will be offered.
2. Cancellation Before Going Live: If you cancel the project before going live, we may withhold up to 100% of the paid deposit amount for completed work.

18. General Provisions

1. Non-transferable Agreement: This Agreement cannot be transferred to anyone else without mutual consent.
2. Compliance with Laws: Both parties agree to adhere to all relevant laws and regulations related to the Agreement.
3. Validity of Provisions: If any provision of this Agreement is deemed unenforceable, it shall not affect the validity of the remaining provisions.

19. Governing Law

1. Exclusive Jurisdiction: This Agreement is governed by the laws of the United States and is subject to the exclusive jurisdiction of its courts.

20. Amendments

1. Changes to Terms: These terms are subject to change without notice.

By signing the proposal and submitting the deposit, you acknowledge that you have read, understood, and agree to abide by the terms and conditions set forth in this Agreement. This Agreement shall be effective as of the date of proposal acceptance and shall remain in force until terminated by either party as per the provisions herein.