North Texas Web Design Terms and Conditions (Revised Draft)

Nov 3, 2026 · @Minh

Internal draft note (delete before publishing): This version removes all fixed dollar amounts and plan details. Fees now point to a Fee Schedule (Section 1), so the published pricing page or the Project Proposal must state each fee for it to be enforceable. Have a Texas business attorney review before it goes live.

Agreement and Acceptance

These Terms and Conditions (“Terms”) govern all services provided by North Texas Web Design (“Company,” “we,” “us,” or “our”) to any person or entity that engages those services (“Client,” “you,” or “your”). Company and Client are each a “Party” and together the “Parties.”

Client accepts these Terms by doing any of the following: signing or electronically accepting a Project Proposal, paying any deposit or invoice, or using any Service. No countersigned copy is required. Each Project Proposal and invoice will reference or link to these Terms.

If the person accepting acts for a business, that person represents they have authority to bind that business. The business, not the individual, is the Client unless the Project Proposal states otherwise.

1. Definitions

• “Services” means all work Company provides, including website design and development, hosting, maintenance, SEO, content, AI-powered tools, and related support.
• “Site” means any website or web application Company designs, develops, hosts, or maintains for Client.
• “Project Proposal” means the written proposal, quote, order form, or invoice accepted by Client that states scope, deliverables, fees, and timeline.
• “Fee Schedule” means Company’s then-current published pricing, or the fees stated in a Project Proposal or invoice. Any fee these Terms call a “then-current fee” is set by the Fee Schedule.
• “Maintenance Plan” means any paid support or care plan Company offers, on the terms published at the time of purchase or stated in a Project Proposal.
• “Client Materials” means all text, images, logos, data, credentials, and other content Client provides.
• “Third-Party Services” means software, platforms, plugins, themes, APIs, and providers not owned by Company.
• “Business Day” means Monday through Friday, excluding U.S. federal holidays.
• “Effective Date” means the earliest of the date Client accepts a Project Proposal, pays any amount, or begins using a Service.
• “Written notice” means notice sent by email to the address on file for the receiving Party.

2. Website Design and Development Projects

2.1 Project Proposals. Each Project Proposal is valid for the period it states, or 30 days if none is stated. It defines the full scope, deliverables, and fees for that engagement. Anything not listed in it is out of scope.

2.2 Deposit and Final Payment. Client pays a non-refundable deposit, in the amount stated in the Project Proposal, to reserve production time and start work. The deposit covers scheduling, planning, and work begun, and is earned on receipt. The final balance is due on completion and before (a) the Site goes live and (b) Company releases any files, assets, or credentials.

2.3 Client Materials and Delays. Client delivers Client Materials and approvals on the timeline in the Project Proposal. If Client is late, Company may place the project on hold. Restarting a held project requires the reinstatement fee in the Fee Schedule, and the project is rescheduled based on Company’s availability. Missed Client deadlines extend Company’s timeline by at least the same amount.

2.4 Project Abandonment. If Client does not respond to Company’s written requests for 30 consecutive days, the project is considered abandoned. Company may then (a) invoice for all work completed to date at its then-current rates, less the deposit, and (b) close the project. Restarting an abandoned project requires a new Project Proposal.

2.5 Approvals. Company will submit designs and deliverables for review. Client approves or sends consolidated feedback within 5 Business Days. Silence after that period counts as approval. Once Client approves a stage, changes to that stage are billed as additional work.

2.6 Revisions and Scope Changes. Each project includes the revision rounds stated in the Project Proposal. A revision means changes to delivered work within the agreed scope. New pages, features, integrations, or structural changes are scope changes, quoted separately or billed at Company’s then-current rates. Company does not start scope changes until Client approves the cost in writing.

2.7 Completion and Launch. A project is complete when Company delivers the work in the Project Proposal, whether or not Client launches it. If Client delays launch for reasons outside Company’s control, the final balance is still due 15 days after Company notifies Client the Site is ready.

2.8 Intellectual Property. After Company receives full payment of all amounts owed, Company assigns to Client the visual design and custom content created specifically for Client. Company keeps ownership of its pre-existing materials, code libraries, templates, tools, processes, and know-how, and grants Client a non-exclusive license to use them as part of the Site. Third-party assets (themes, plugins, fonts, stock images) are licensed under their own terms. Company may show the completed work in its portfolio and marketing unless Client requests otherwise in writing before launch.

2.9 Third-Party Licenses. Premium themes, plugins, and tools Company provides under its own licenses are for use while Client is an active hosting or Maintenance Plan client. If Client leaves, Client must buy its own licenses for those items. Company is not responsible for features that stop working after a license ends.

2.10 Ownership Versus Hosting. Website design and hosting are separate services. Owning the Site design does not entitle Client to free hosting, updates, or support. The Site stays online only while Client’s hosting account is current under Section 3.

3. Hosting and Maintenance

3.1 Hosting Service. Company provides server space, server-level security monitoring, and the updates Company decides are needed to keep the Site running and secure (the “Hosting Service”). Exact inclusions depend on the hosting plan Client selects, as published at the time of purchase. Unless a plan says otherwise, the Hosting Service does not include troubleshooting, form or feature repairs, content changes, or development work.

3.2 Hosting Term and Renewal. Hosting is billed annually for the calendar year, January 1 through December 31 (the “Hosting Term”). Every hosting plan renews automatically on January 1 unless Client gives written notice under Section 5.1 before December 1. New clients joining mid-year are billed for the remaining months of that year, rounded up to whole months, unless the Project Proposal states a different arrangement.

3.3 Hosting Fees Are Non-Refundable. Hosting fees are earned when the Hosting Term begins. No refund or credit is issued for any unused part of a Hosting Term, including after termination, suspension, or migration, except where Section 5.3 expressly allows a reduced final invoice.

3.4 Maintenance and Support. After the warranty period in Section 9 ends, all support and changes are billable. Client may choose:

• A Maintenance Plan, on the terms and allowances published when Client buys it. Unused allowances expire at the end of each plan year and on termination, and are not refundable or creditable.
• Ad-hoc support, billed per request at the then-current fee. Small requests are billed at the Fee Schedule’s flat rate. Larger requests (new pages, features, design changes, complex fixes) are quoted as separate projects.

Company decides in good faith whether a request is small or large, and will tell Client before starting billable work over the flat rate.

3.5 What Updates and Maintenance Cover. Unless a plan’s published description says otherwise, update and maintenance work, whether included in hosting or a Maintenance Plan, is limited to: (a) scheduled backups, (b) applying available updates to WordPress core and to plugins and themes Company installed, and (c) checking that the Site loads after updates. It does not include repairing conflicts, rewriting custom code, replacing discontinued plugins, compatibility work for software Company did not install, content edits, new features, or design changes. Those are billable under Section 3.4.

3.6 Software Conflicts and Breakage. Updates to PHP, WordPress core, plugins, and themes can conflict with each other or with custom code. Company tests on staging where available, but cannot guarantee every update will be conflict-free. If an update Company applies breaks the Site, Company’s only obligation is to restore the last working backup within a reasonable time. Any further repair is billable. Company is not responsible for breakage caused by: (a) changes, updates, or installs made by Client or its other vendors, (b) plugins or themes Company did not install, (c) updates, bugs, or abandonment by third-party plugin, theme, or software developers, (d) PHP or server version upgrades required for security or because a version reached end of life, or (e) Third-Party Services. Client should not run updates, install plugins, or edit code on its own. If Client asks Company in writing to skip an update, Client accepts the security and compatibility risk of running outdated software.

3.7 Price Changes. Company may change fees for recurring Services, including hosting and Maintenance Plans. New fees apply at the next renewal, with at least 30 days’ written notice before that renewal. Fees already invoiced do not change.

4. Fees and Payment

4.1 Invoices. Invoices are due on the date shown on the invoice. If none is shown, payment is due within 10 days of the invoice date.

4.2 Late Charges. Unpaid balances accrue the late charge stated in the Fee Schedule or on the invoice. Late charges will never exceed the maximum amount Texas law allows. If any charge is found to exceed that limit, it is automatically reduced to the lawful maximum and any excess paid is credited to Client’s balance.

4.3 Suspension for Non-Payment. If any invoice is unpaid 10 days after its due date, Company may suspend any or all Services, including taking the Site offline, after sending written notice. Restoring suspended Services requires full payment of the balance plus the reinstatement fee in the Fee Schedule.

4.4 Collections. Accounts unpaid 30 days after the due date may be sent to collections. Client pays reasonable costs of collection, including attorneys’ fees, as allowed by law.

4.5 Taxes. Fees do not include sales, use, or other taxes. Client pays any taxes that apply to the Services, other than taxes on Company’s income.

4.6 Payment Disputes and Chargebacks. Client agrees to raise any billing concern with Company in writing within 30 days of the invoice date and to work with Company in good faith before contacting its bank or card issuer. Filing a chargeback or payment dispute for Services that were delivered is a breach of these Terms. Company may suspend all Services until it is resolved, and Client pays any chargeback fees and the reinstatement fee in the Fee Schedule.

4.7 Saved Payment Methods. If Client stores a payment method with Company, Client authorizes Company to charge it for recurring fees and renewals on their due dates. Client keeps that payment method current.

4.8 No Set-Off. Client may not withhold or reduce payment because of a dispute about a different invoice, project, or Service.

5. Termination, Data Retention, and Migration

5.1 Termination by Client. Client may end any recurring Service with at least 30 days’ written notice. Termination takes effect at the end of the calendar month in which the 30-day notice period ends (the “Termination Date”). Client pays all fees through the Termination Date. If Client ends a Service without giving the required notice, Client pays the administrative fee in the Fee Schedule in addition to all other amounts owed.

5.2 Termination by Company. Company may end any Service (a) with 30 days’ written notice for any reason, or (b) immediately if Client breaches these Terms and does not cure the breach within 10 days of written notice, uses the Services for unlawful purposes, or is abusive or threatening toward Company staff. If Company ends a Service under (a), Company will provide a standard backup of the Site at no migration charge once all invoices are paid.

5.3 Final Invoice. On termination, Company issues a final invoice for all unpaid fees through the Termination Date and any completed work. For clients billed under a mid-year or promotional arrangement that has not yet been invoiced in full, the final invoice covers only the months through the Termination Date. In every other case, previously invoiced amounts remain due in full and nothing already paid is refunded.

5.4 Migration Package. If Client leaves and asks Company to deliver the Site, Client pays the then-current migration fee before release. Company delivers a complete backup of Site files and database. Company does not transfer licenses it holds (Section 2.9), configure the new host, or provide post-migration support unless quoted separately. If Client migrates the Site itself using its own access, no migration fee applies. Company releases nothing while any invoice is unpaid.

5.5 Data Retention After Non-Payment or Termination. Company is not required to store the Site or its data more than 60 days after (a) suspension for non-payment or (b) the Termination Date. Company will send written notice at least 14 days before deleting. After that, Company may permanently delete the Site and all related files and data without liability.

5.6 Effect of Termination. On termination, all unpaid amounts become due immediately. Licenses granted in Section 2.8 for Company’s pre-existing materials continue only if all amounts are paid in full.

6. Client Responsibilities and Indemnity

6.1 Client Materials. Client confirms it owns or has permission to use all Client Materials, and that they do not infringe anyone’s rights or break any law. Company does not check Client Materials for accuracy, ownership, or legal compliance.

6.2 Legal Compliance of the Site. Client is responsible for making sure the Site and its business comply with laws that apply to it. This includes privacy policies, cookie notices, consumer protection, industry rules, licensing disclosures, advertising claims, and accessibility. Company may suggest templates or tools, but these are not legal advice.

6.3 Accounts and Credentials. Client keeps its own logins secure and tells Company promptly if it suspects unauthorized access. Client is responsible for actions taken under its credentials.

6.4 Domains. The domain name should be registered in Client’s name. Client pays all renewal fees. If Company manages a domain for Client, Company will make reasonable efforts to renew it when funds are provided, but is not liable for any lapse, transfer delay, or registrar issue.

6.5 Indemnity. Client will defend, indemnify, and hold harmless Company and its owners, employees, and contractors from all claims, losses, damages, fines, and costs (including reasonable attorneys’ fees) that arise from (a) Client Materials, (b) Client’s products, services, or business practices, (c) Client’s breach of these Terms, (d) the Site’s compliance with laws, including accessibility and privacy laws, or (e) changes made to the Site by Client or its other vendors.

6.6 Prohibited Use. Client may not use the Services for unlawful content, spam, malware, infringing material, or anything that harms Company’s servers or other clients. Company may remove content or suspend Services immediately to stop such use.

7. Results, AI Tools, and Third-Party Services

7.1 No Guaranteed Results. Search rankings, map pack placement, AI search citations, traffic, leads, calls, and sales depend on search engines, AI platforms, competitors, and market conditions Company does not control. Company does not guarantee any ranking, position, citation, or business result. Examples, case studies, and past results describe what happened for other clients and are not promises.

7.2 AI-Powered Tools and Content. Some Services use artificial intelligence, including Company’s proprietary tools (such as AutoRank AI) and third-party AI models. AI output can contain errors. Where Client publishes or approves AI-generated content, or sets a tool to publish automatically, Client is responsible for reviewing it for accuracy and legal compliance. AI receptionists, chatbots, and similar tools may misunderstand callers or give incomplete answers. Client should not rely on them for emergencies, legal, medical, or financial advice, or any decision where an error could cause harm.

7.3 Email Delivery. Company can configure email authentication records (such as SPF, DKIM, and DMARC). Company does not guarantee that any email will be delivered, reach an inbox, or avoid spam filters. Company recommends Google Workspace or Microsoft 365 for business email and does not provide bundled email hosting.

7.4 Accessibility. Company can build to accessibility guidelines when the Project Proposal includes it. Unless a Project Proposal expressly includes a specific accessibility standard and audit, Company does not warrant that the Site complies with the ADA, WCAG, or any other accessibility law or standard. Content Client adds after launch can affect accessibility.

7.5 Third-Party Services. The Services rely on Third-Party Services, including WordPress, hosting infrastructure, payment processors, Google, Meta, Microsoft, Supabase, and AI providers. Their uptime, pricing, policies, and features are controlled by them. Company is not liable for their outages, data loss, policy changes, price changes, account suspensions, or discontinued features, or for ad account or business profile suspensions by those platforms.

7.6 Advertising Spend. Where Company manages paid ads, ad spend is paid by Client directly to the platform or reimbursed separately, and is not part of Company’s management fee unless the Project Proposal says otherwise. Company does not guarantee ad approval, cost per click, or return on ad spend.

8. Security, Backups, and Data

8.1 Security Measures. Company uses commercially reasonable security measures for its hosting infrastructure, such as firewalls and malware scanning. No system is fully secure, and Company does not guarantee the Site will be free from attacks or unauthorized access.

8.2 Who Is Responsible for What. Company is responsible for the security of its server environment. Client is responsible for Site-level security that is not covered by its hosting plan or Maintenance Plan, including user accounts, passwords, and any software Client or its other vendors install.

8.3 Attacks. If Company has kept its security measures in place, Company is not liable for losses caused by hacking, malware, ransomware, defacement, denial-of-service attacks, or other criminal acts by third parties.

8.4 Backups. Company keeps server backups for its own disaster recovery. They are not guaranteed to be current, complete, or able to restore an individual Site. Client is responsible for keeping its own independent off-site backups of Site files, databases, and email, at least weekly (daily for e-commerce). Company is not liable for data loss where Client has not kept its own backups.

8.5 Recovery Help. Company will make reasonable efforts to help restore a Site from its most recent available backup. Restoration may carry the recovery fee in the Fee Schedule. Forensic cleanup, malware removal, and rebuild work are billed at Company’s then-current rates.

8.6 Client Data and Privacy. Data collected through the Site (such as form submissions, customer records, and orders) belongs to Client. Client decides what data is collected and how it is used, and is responsible for its privacy policy and any required consents. Company accesses that data only as needed to provide the Services or as required by law.

9. Launch Warranty and Limits of Liability

9.1 Launch Warranty. Unless the Project Proposal states a different period, Company will fix bugs and defects caused by its original code or configuration that Client reports in writing within these periods after launch (or after completion under Section 2.7, if earlier):

9.2 What the Warranty Does Not Cover. Content changes, new features, issues caused by Third-Party Services or their updates, browser or device changes, hosting outside Company’s servers, and anything caused by Client or other vendors. If Client or anyone it authorizes changes the Site’s code, plugins, themes, or core settings during the warranty period, the warranty ends for the affected areas. Client should test the Site fully at launch before making changes.

9.3 Sole Remedy. Company’s only obligation under the warranty is to repair the defect. If Company cannot repair it after reasonable efforts, Client may end the affected Service and receive a refund of fees paid for the defective part of the work.

9.4 Disclaimer. Except for the warranty in Section 9.1, all Services and deliverables are provided “AS IS” and “AS AVAILABLE.” TO THE MAXIMUM EXTENT ALLOWED BY LAW, COMPANY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND UNINTERRUPTED OR ERROR-FREE OPERATION.

9.5 Liability Cap. TO THE MAXIMUM EXTENT ALLOWED BY LAW, COMPANY’S TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THESE TERMS OR THE SERVICES, IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE FEES CLIENT PAID COMPANY FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM DURING THE 12 MONTHS BEFORE THE CLAIM AROSE.

9.6 No Indirect Damages. TO THE MAXIMUM EXTENT ALLOWED BY LAW, COMPANY IS NOT LIABLE FOR LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, REPUTATIONAL HARM, OR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, EVEN IF ADVISED THEY WERE POSSIBLE.

9.7 Why These Limits Exist. Company’s fees are set on the basis of these limits. They apply even if a remedy fails of its essential purpose.

10. Communication and Support

10.1 Business Hours. Support is provided during Company’s business hours as published on its website, on Business Days, Central Time.

10.2 How to Request Support. Email or Company’s support ticket system is the official channel for support and change requests, so every request is logged. Phone support is for scheduled calls and true emergencies, such as a Site outage or suspected security breach. Requests sent by text, social media, or voicemail are not considered received until confirmed by email or ticket.

10.3 Response Times. Company acknowledges standard requests within 3 Business Days. Emergencies are handled as quickly as reasonably possible. Faster response times apply only if Client’s Maintenance Plan includes them.

10.4 Respectful Conduct. Company may pause work or end Services under Section 5.2 if Client or its staff are abusive, threatening, or harassing toward Company’s team.

11. Disputes and General Provisions

11.1 Resolve It Directly First. Before filing any claim, the Party raising a dispute sends written notice describing it. The Parties then try in good faith to resolve it for 30 days. This does not apply to collection of unpaid invoices or to urgent relief to protect intellectual property or systems.

11.2 Governing Law and Venue. Texas law governs these Terms, without regard to conflict-of-law rules. Any lawsuit must be filed in the state or federal courts located in Dallas County, Texas, and both Parties consent to those courts’ jurisdiction.

11.3 Attorneys’ Fees. In any lawsuit relating to these Terms, the prevailing Party may recover its reasonable attorneys’ fees and costs.

11.4 Changes to These Terms. Company may update these Terms by posting a new version on its website and emailing active clients at least 30 days before the changes take effect. Changes apply going forward only. They do not change any fee already invoiced, any signed Project Proposal in progress, or any dispute that arose before the change. Client may end affected Services under Section 5.1 if it does not accept the changes. Continued use after the effective date means acceptance.

11.5 Order of Precedence. If a signed Project Proposal conflicts with these Terms, the Project Proposal controls only for that project’s scope, deliverables, fees, and timeline. These Terms control on everything else.

11.6 Entire Agreement. These Terms and any Project Proposal are the entire agreement between the Parties about the Services. They replace all prior discussions, emails, and promises, written or verbal. No sales conversation, website copy, or marketing material changes these Terms.

11.7 Severability. If a court finds any part of these Terms unenforceable, that part is limited to the minimum extent needed and the rest stays in effect.

11.8 Waiver. A waiver only counts if it is in writing. Not enforcing a right once does not waive it later.

11.9 Assignment. Client may not transfer these Terms without Company’s written consent. Company may assign them as part of a merger, acquisition, or sale of its business, and may use subcontractors while remaining responsible for their work.

11.10 Independent Contractor. Company is an independent contractor. Nothing here creates a partnership, joint venture, agency, or employment relationship.

11.11 Force Majeure. Neither Party is liable for delays caused by events outside its reasonable control, including natural disasters, severe weather, power or internet outages, cyberattacks on third-party providers, labor disputes, pandemics, war, or government action. This does not excuse Client’s payment obligations.

11.12 Notices and Electronic Acceptance. Notices are sent by email to the addresses on file and are received when sent, unless the sender gets a delivery failure. Electronic acceptance, signatures, and records are as valid as originals.

11.13 Survival. Sections 2.8, 2.9, 3.3, 4, 5, 6, 7, 8, 9, and 11 survive the end of these Terms or any Service.

11.14 Headings. Headings are for convenience only and do not change the meaning of any section.

Contact

North Texas Web Design 539 W Commerce St #1787 Dallas, TX 75208

817-214-1669 [email protected]

northtexas-webdesign.com