TERMS AND CONDITIONS

North Texas Web Design

These Terms and Conditions (“Terms”) govern all website design, hosting, and maintenance services provided by North Texas Web Design (“Company,” “we,” “us,” or “our”) to any person or entity that engages Company’s services (the “Client,” “you,” or “your”). Company and Client are each referred to individually as a “Party” and collectively as the “Parties.” By signing a Project Proposal, submitting payment, or otherwise engaging or continuing to use Company’s services, Client acknowledges that it has read, understood, and agrees to be bound by these Terms. These Terms apply automatically upon engagement of the Services and do not require a countersigned copy to take effect.

Definitions

For purposes of these Terms, the following terms shall have the meanings set forth below:

“Services” means, collectively, the website design and development services, hosting services, and maintenance and support services provided by Company under these Terms and any applicable Project Proposal.
“Site” means the website(s) developed, hosted, and/or maintained by Company on Client’s behalf under these Terms.
“Project Proposal” means the written proposal, quote, or order form issued by Company and accepted by Client that sets forth the scope, deliverables, fees, and timeline for a specific engagement.
“Business Day” means Monday through Friday, excluding U.S. federal holidays.
“Effective Date” means the date on which Client accepts a Project Proposal, submits an initial deposit, or otherwise begins using the Services, whichever occurs first.

1. Website Design & Development Projects

This Section 1 governs all engagements relating to the design, architecture, and technical development of a new Site.

1.1 Project Proposals

Each Project Proposal issued by Company shall remain valid for the period specified therein. The Project Proposal constitutes the entire scope of work, technical deliverables, and fixed-price fee applicable to the engagement described therein and is incorporated into and made a part of these Terms by reference.

1.2 Payment Milestones

Client shall remit a non-refundable deposit, in the amount specified in the applicable Project Proposal, to secure the project within Company’s production schedule and to commence the design and development phase. The final payment shall be due in full upon completion of the project and shall be a condition precedent to (a) the public launch of the Site and (b) the delivery or transfer of any Site files, assets, or credentials to Client.

1.3 Client Responsibilities & Project Delays

Client shall be responsible for the timely delivery of all content, materials, and approvals reasonably necessary for Company to perform the Services, including without limitation text, images, and brand assets (“Client Materials”). If Client fails to deliver Client Materials or approvals within the timeframe set forth in the applicable Project Proposal, Company may, in its sole discretion, place the project on administrative hold (“Administrative Hold”). Resumption of a project placed on Administrative Hold is conditioned upon Client’s payment of a reinstatement fee and shall be rescheduled based on Company’s then-current availability.

1.4 Revisions & Scope Management

Each project includes the number of revision rounds specified in the applicable Project Proposal. Any request that expands or deviates from the scope of work set forth in the Project Proposal, including without limitation new features, pages, or structural changes, constitutes “Scope Creep” and shall be billed as additional services at Company’s then-current standard hourly rate.

1.5 Technical Warranty & Support

Company provides a limited warranty on all new Site builds, the duration and terms of which are set forth in the applicable Project Proposal (the “Project Warranty”).

Coverage. The Project Warranty is limited to the remediation of bugs or functionality errors directly attributable to Company’s original code or configuration.
Exclusions. The Project Warranty does not extend to issues arising from modifications made by Client or any third party, updates to third-party software or plugins, or changes in the external technical environment. Upon expiration of the Project Warranty, all technical support and updates shall be provided on a billable basis under Company’s Managed Care plan or at Company’s then-current hourly rate.

1.6 Intellectual Property & Delivery

Upon Company’s receipt of the final project payment in full, Company assigns to Client all right, title, and interest in the visual design and custom content created specifically for Client under the applicable Project Proposal, excluding any pre-existing intellectual property, open-source software, third-party assets, or general methodologies owned by Company or licensed from third parties. Company reserves the right to display and reference the completed project in its portfolio and marketing materials. No Site files, credentials, or go-live services shall be delivered or performed until the final balance has been paid in full.

1.7 Relationship Between Project Ownership and Hosting Services

For the avoidance of doubt, the design and development Services described in this Section 1 and the hosting Services described in Section 2 constitute two distinct services:

Site Ownership. Upon satisfaction of the conditions set forth in Section 1.6, Client owns the design and custom content of the Site.
Hosting as a Continuing Service. Hosting is a recurring, fee-based service that enables public access to the Site. Client’s ownership of the Site design does not entitle Client to hosting services free of charge, in perpetuity, or otherwise. Continued public availability of the Site is expressly contingent upon Client’s hosting account remaining current and in good standing under Section 2.

2. Ongoing Services: Hosting & Maintenance

2.1 Website Hosting Service

Company shall provide hosting services designed to maintain the Site’s online availability, security, and accessibility (the “Hosting Service”). The Hosting Service includes:

High-performance server space;
Security monitoring and protocols intended to mitigate unauthorized access, hacking, and malware;
Annual updates to core plugins to maintain compatibility and security; and
Server-level updates necessary to maintain Site functionality.

The Hosting Service does not include technical troubleshooting, repair of broken forms, resolution of failed functionality, or other content or development work, each of which is governed by Section 2.2 or quoted separately.

Billing. The Hosting Service is billed annually for a twelve (12) month term running from January 1 through December 31 of each calendar year (the “Hosting Term”). All Hosting Service plans renew automatically on January 1 of each year unless terminated in accordance with Section 3.
Billing Increments. Hosting fees are calculated in one (1) month increments.
New Clients. Any promotional or pro-rata hosting arrangement for a new client shall be set forth in the applicable Project Proposal and shall likewise be calculated in one (1) month increments.
Non-Refundable. Hosting fees are non-refundable. No prorated refund shall be issued for any unused portion of the Hosting Term, except as expressly provided in Section 3.3.

2.2 Website Maintenance & Support

Company offers the following options for technical support and content updates following expiration of the Project Warranty:

Major Requests. Requests involving substantial updates or fixes (e.g., new pages, new features, or design modifications) shall be quoted by Company as a separate project.
Premium Pass. Company’s annual maintenance plan (the “Premium Pass”) entitles Client to up to ten (10) Minor Requests (as defined below) per year for a fixed annual fee. Unused Minor Requests do not carry over to a subsequent year, are forfeited upon expiration of the plan year or termination of these Terms, and are non-refundable and non-creditable.
Ad-Hoc Requests. Clients without an active Premium Pass are billed on an ad-hoc basis. “Minor Requests” means tasks reasonably completed in under twenty (20) minutes (e.g., updating a phone number, swapping an image, or making small text changes), and shall be billed at Company’s standard flat per-request rate in effect at the time of service.

2.3 Billable Support (Ad-Hoc)

For clients without an active Premium Pass, or for requests falling outside the scope of an active plan (including requests made following expiration of the Project Warranty):

Major Requests (e.g., new features or complex fixes) shall be quoted by Company as a new project; and
Minor Requests (e.g., text or image substitutions requiring under twenty (20) minutes) shall be billed at Company’s standard flat per-request rate in effect at the time of service.

2.4 Proactive Maintenance & Client Self-Management

Company Maintenance. As part of the Hosting Service, Company proactively monitors and applies critical software updates (including, without limitation, updates to WordPress core, plugins, and PHP versions) on an annual basis, utilizing a staging environment to verify stability prior to deployment.
Client Self-Management; Disclaimer. Client is strongly advised against independently performing technical updates to the Site (including “one-click” plugin updates). Such updates may conflict with existing configurations and cause Site-wide errors or loss of functionality. Company shall have no obligation, and disclaims all liability, to remediate without charge any damage to the Site resulting from updates or modifications performed by Client or any third party acting on Client’s behalf.
Billable Remediation. All time expended by Company to investigate, restore, or repair a Site damaged by Client-initiated modifications shall be billed at Company’s then-current hourly rate. Such remediation is not included within the Premium Pass and shall be quoted as a separate, billable engagement.

3. Termination & Website Migration

3.1 Service Termination

Client shall provide Company no less than thirty (30) days’ prior written notice, delivered by email, to terminate any ongoing Service (the “Notice Period”). Client shall remain liable for all fees accrued during the Notice Period.

3.2 Website Migration Package

In the event Client terminates the Hosting Service and requests delivery of the Site, Client shall pay a mandatory migration fee of $250.00 (the “Migration Fee”). The Migration Fee covers the administrative and technical work required to compile and deliver a complete backup of the Site’s files and database, and shall be paid in full prior to release of any Site files. The Migration Fee shall not apply where Client elects to perform the migration independently.

3.3 Final Billing Upon Termination

Notice; Breach Fee. Client shall provide Company no less than thirty (30) days’ prior written notice of termination. Client’s failure to provide the required notice shall constitute a breach of these Terms and shall result in a fee of $50.00 (the “Breach Fee”), in addition to any other amounts owed under this Section 3.3.
Effective Date of Termination; Final Invoice. Hosting fees are billed in one (1) month increments. Termination shall become effective thirty (30) days after Company’s receipt of written notice, rounded up to the end of the following calendar month (the “Termination Date”). Company shall issue a final invoice reflecting hosting usage through the Termination Date, calculated in one (1) month increments.
Self-Migration. Where Client elects to migrate the Site independently, the Migration Fee set forth in Section 3.2 shall not apply, and Client shall be responsible only for the hosting fees attributable to the final period described in Section 3.3(b).
Proration; No Refunds. Proration of the final hosting invoice under this Section 3.3 shall apply solely to new clients subject to a promotional or pro-rata hosting arrangement under Section 2.1(c), and solely with respect to amounts not yet invoiced or paid. This Section 3.3 does not apply to clients on a standard annual hosting term and does not entitle any client to a refund of a previously paid invoice, consistent with Section 2.1(d). All invoices issued prior to the Termination Date remain due and payable in full, regardless of the manner of termination or migration. Company reserves the right to resolve any ambiguity in this Section 3.3 in a manner consistent with the non-refundable billing policy set forth in Section 2.1(d).
Premium Pass. Any unused Minor Requests under an active Premium Pass shall be forfeited upon termination and are non-refundable and non-creditable.
No Refunds. Except as expressly set forth in this Section 3.3, no refund shall be issued for any unused portion of a previously paid invoice.

3.4 Site Retention Upon Late Payment

Company shall have no obligation to store, retain, or back up the Site in the event any invoice remains unpaid for more than sixty (60) days. Company reserves the right, in its sole discretion and without further notice, to suspend the Hosting Service and permanently delete the Site, including all associated files and data, upon sixty (60) days’ non-payment. Company shall have no liability for any loss of content, functionality, or data resulting from such suspension or deletion.

4. General Payment Terms

4.1 Invoices & Late Fees

Any invoice not paid by its due date shall accrue a late fee of five percent (5%) of the outstanding balance per month, or the maximum rate permitted by applicable law, whichever is lower, until paid in full.

4.2 Service Suspension

Company may suspend all Services, including the Hosting Service and technical support, if any invoice remains unpaid ten (10) days after its due date. Upon suspension, the Site shall be taken offline.

4.3 Reinstatement Fee

Company shall charge a reinstatement fee of $50.00 to restore any Service suspended under Section 4.2, in addition to payment in full of the outstanding balance.

4.4 Collections

Any account remaining unpaid twenty (20) days after its due date may be referred to a third-party collection agency, and Client shall be responsible for all reasonable costs of collection, including attorneys’ fees, to the extent permitted by applicable law.

5. Communication & Support

5.1 Business Hours

Company’s standard business hours for support are 9:00 a.m. to 5:00 p.m. Central Time, Monday through Friday, excluding U.S. federal holidays.

5.2 Communication Protocol

Email shall be the primary method for all support and update requests, to ensure that requests are logged and addressed efficiently. Telephone support is reserved for pre-scheduled calls and bona fide emergencies (e.g., Site outage or suspected security breach).

5.3 Response Times

Company shall acknowledge standard requests within three (3) Business Days. Emergency issues shall be prioritized and addressed as promptly as reasonably possible.

6. Third-Party Services

6.1 Email Hosting

Company recommends that Client utilize Google Workspace or Microsoft 365 for professional email hosting and can manage such services on Client’s behalf. Company does not provide low-cost bundled email hosting due to reliability concerns.

6.2 Domain Names

Company may manage Client’s domain registration and DNS settings as part of the Services. Client shall be solely responsible for all domain renewal fees.

7. General Provisions

7.1 Modifications

Company reserves the right, in its sole discretion, to modify or amend these Terms at any time. If Company determines, in its sole discretion, that a modification is material, Company shall use reasonable efforts to provide Client at least thirty (30) days’ notice prior to the effective date of such modification. Client’s continued use of the Services after the effective date of any modification constitutes Client’s acceptance of the modified terms. If Client does not agree to the modified terms, Client must discontinue use of the Services and provide written notice of termination in accordance with Section 3.1.

7.2 Acknowledgment

By engaging Company’s Services, Client acknowledges that it has read, understood, and agrees to be bound by the terms of these Terms.

7.3 Entire Agreement

These Terms, together with any applicable Project Proposal, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior or contemporaneous understandings, agreements, negotiations, and representations, whether written or oral. In the event of a conflict between these Terms and a Project Proposal, the Project Proposal shall govern solely with respect to project-specific scope, deliverables, and fees.

7.4 Severability

If any provision of these Terms is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it enforceable or, if it cannot be so modified, severed, and the remaining provisions of these Terms shall continue in full force and effect.

7.5 Waiver

No waiver of any provision of these Terms shall be effective unless in writing and signed by the waiving Party. No failure or delay by either Party in exercising any right under these Terms shall operate as a waiver thereof.

7.6 Assignment

Client may not assign or transfer these Terms, in whole or in part, without Company’s prior written consent. Company may assign these Terms without Client’s consent in connection with a merger, acquisition, or sale of substantially all of its assets.

7.7 Notices

All notices required or permitted under these Terms shall be in writing and delivered by email to the addresses designated by each Party in the applicable Project Proposal or account records. Notices shall be deemed received upon confirmation of transmission, absent evidence of non-delivery.

7.8 Independent Contractor

Company is an independent contractor. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, or employment relationship between the Parties.

7.9 Force Majeure

Neither Party shall be liable for any delay or failure to perform resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disaster, war, terrorism, labor dispute, internet or utility outage, or governmental action.

7.10 Survival

Sections 3 (Termination & Website Migration), 4 (General Payment Terms), 8 (Limitation of Liability & Disclaimers), 9 (Security, Liability, and Data Integrity), and this Section 7 shall survive any termination or expiration of these Terms.

7.11 Acceptance

Client’s acceptance of a Project Proposal, submission of payment, or continued use of the Services constitutes Client’s binding acceptance of these Terms, without the need for a countersigned document.

8. Limitation of Liability & Disclaimers

This Section 8 limits the financial and legal responsibility of Company. By using the Services, Client agrees to the limitations set forth below.

8.1 Total Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF COMPANY AND ITS OFFICERS, EMPLOYEES, CONTRACTORS, AND SUPPLIERS ARISING OUT OF OR RELATING TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE AMOUNT ACTUALLY PAID BY CLIENT TO COMPANY FOR THE SPECIFIC SERVICE OR PROJECT GIVING RISE TO THE CLAIM. IF NO PAYMENT WAS MADE, COMPANY’S TOTAL LIABILITY SHALL NOT EXCEED $100.00 USD. THIS LIMITATION CONSTITUTES CLIENT’S SOLE AND EXCLUSIVE REMEDY.

8.2 No Indirect or Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS OR REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, LOSS OF PRIVACY, OR DAMAGES ARISING FROM THE USE OF OR INABILITY TO USE THE SERVICES, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8.3 Third-Party Services Disclaimer

Company utilizes third-party providers in connection with the Services, including without limitation WordPress, Google Workspace, Microsoft 365, and Supabase. Company shall not be liable for any interruption, security breach, or data loss caused by such third-party providers, whose uptime, security, and performance are governed exclusively by their respective terms of service.

8.4 “AS IS” Service Warranty

EXCEPT AS EXPRESSLY SET FORTH IN SECTION 10 (WEBSITE LAUNCH WARRANTY), THE SERVICES AND ALL DELIVERABLES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND. COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPATIBLE WITH FUTURE THIRD-PARTY SOFTWARE UPDATES, AND DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

9. Security, Liability, and Data Integrity

9.1 Infrastructure Security

Company employs industry-standard security measures to protect its hosting infrastructure, including firewall protection and malware detection software. No security system is impenetrable, and Company does not warrant that the Services will be free from unauthorized access.

9.2 Delineation of Responsibility

Server-Level Security. Company is responsible for the security, maintenance, and monitoring of the server environment and hosting infrastructure.
Site-Level Security. Client is responsible for the security of its Site application, including maintaining up-to-date WordPress core files, plugins, and themes, and maintaining strong, unique administrative credentials.

9.3 Targeted Attacks and Third-Party Hacks

Provided Company has implemented the security measures described in Section 9.1, Company shall not be liable for any damages resulting from a targeted attack on the Site by an individual or organized threat actor, including without limitation data loss, unauthorized modification or defacement of the Site, malware or ransomware infection, business interruption, loss of revenue or reputational harm, or unauthorized access to data stored within the Site’s database.

9.4 Client Responsibility for Off-Site Backups

Company performs server-side backups solely for its own disaster-recovery purposes. Such backups are provided as a convenience only and are not guaranteed to be current, complete, or suitable for individual Site restoration.
Client is solely responsible for maintaining independent, off-site backups of the Site’s files, databases, and associated email accounts. Company recommends such backups be performed no less than weekly (daily for e-commerce Sites) and stored on a secure third-party platform separate from Company’s hosting environment.
Company shall have no liability for data loss resulting from a server failure, targeted attack, or data corruption where Client has failed to maintain current, independent, off-site backups.

9.5 Mitigation and Recovery Services

Notwithstanding Sections 9.3 and 9.4, Company will make commercially reasonable efforts to assist in Site recovery using its most recent available backups. Standard restoration from Company’s system backups may be subject to a recovery fee, and extensive restoration, forensic malware remediation, or related development work shall be billed at Company’s then-current hourly rate.

9.6 Governing Law & Venue

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of laws principles. Any dispute arising out of or relating to these Terms shall be brought exclusively in the state or federal courts located in Texas, and each Party consents to the personal jurisdiction of such courts.

10. Website Launch Warranty

This Section 10 sets forth the warranty applicable to a newly launched Site. Coverage varies by Site type as set forth below.

10.1 Warranty Periods

Informational Sites: ninety (90) days from the date of launch.
E-Commerce Sites: thirty (30) days from the date of launch.

10.2 Scope of Coverage

Software Bugs: technical errors or malfunctions within Company’s original code or Site functionality.
Site Issues: unforeseen display or performance issues directly attributable to the original build and configuration.

10.3 Limitations and Voidance

Unauthorized Modifications. Any modification to the Site’s code, plugins, themes, or core settings made by Client or any third party authorized by Client during the warranty period shall immediately void this warranty.
Pre-Modification Inspection. Client is strongly encouraged to thoroughly test the Site upon launch and confirm that all features meet its expectations prior to making any modifications.

10.4 Summary

Site Type	Warranty Duration	Coverage Includes	Void If
Informational	90 Days	Bug fixes & Site issues	Client makes any Site changes
E-Commerce	30 Days	Bug fixes & Site issues	Client makes any Site changes

Client is advised to report any issues discovered during the applicable warranty period promptly to Company to ensure resolution within the warranty window.

Acknowledgment of Terms

Client’s acceptance of a Project Proposal, submission of payment, or continued use of the Services constitutes Client’s binding acceptance of these Terms and Conditions in their entirety, effective as of the Effective Date.

North Texas Web Design reserves the right to update these Terms and Conditions at any time, and it is the Client’s responsibility to periodically review the current version (available via the link in our email signature) or to inquire directly with us for the most up-to-date terms.