This Terms of Service Agreement (“Agreement”) outlines the terms and conditions governing the services provided by Flowzycraft (“us,” “we,” or “our”) to you (“you” or “your”) for website design, development, and related services.

1.1. You are engaging us to perform the services as detailed in a Statement of Work (“SOW”) mutually agreed upon by both parties. The SOW will outline the specific project scope, deliverables, timeline, and fees. 1.2. Upon completion of our work, we will deliver the final website product (the “Deliverables”) to you. 1.3. We strive to fulfill and exceed your expectations throughout the project. However, website development is a collaborative process, and your timely input and feedback are crucial for success. 1.4. You agree to provide us with all necessary information and materials in a timely manner to avoid delays in the project schedule.

1.5. We will provide a specified number of revision rounds as outlined in the SOW, so long as the requested changes are within the agreed-upon scope of work. 1.6. Any revisions or changes requested beyond the original scope of work will be considered “out-of-scope” and will be charged at an hourly rate of $150/hour. For urgent out-of-scope requests, the rate will be $250/hour. We will obtain your written approval before proceeding with any out-of-scope work.

2.1. Before commencing work on your website project, a non-refundable upfront payment of 50% of the total project fees is required. 2.2. The remaining payment schedule will be detailed in the SOW. 2.3. Late payments will result in the project being placed on hold until the outstanding balance is settled. We will not deliver any completed work until full payment is received.

2.4. For website hosting, maintenance, and support plans, the first month’s service fees must be paid in full before we activate your services. The remaining payment schedule will be detailed in the SOW. Late payments for hosting and support services may result in temporary service suspension or complete website takedown.

2.5. If you are financing your website services with one of our payment plans and fail to make any payment on time, we reserve the right to temporarily suspend service or take down your site entirely. You do not own your website or the Deliverables until the full payment term, including hosting fees, has been completed.

3.1. We are committed to delivering high-quality website design and development services. 3.2. We will make every effort to respond to your inquiries within 2 business days, except under circumstances where you have been previously notified of limited availability.
3.3. Our work is based on collaboration with your team and may involve the integration of third-party services. We will work diligently to ensure a smooth collaboration and utilize reliable third-party services whenever possible. However, we cannot be held responsible for any issues arising from your team’s actions or from the performance of third-party services.

4.1. You are responsible for providing us with complete and accurate information for your website. We will not edit or modify any information you provide. 4.2. You must own or have the legal rights to use any content (text, images, videos, etc.) that you provide to be included on your website. 4.3. Unless otherwise specified in the SOW, you are responsible for backing up your website data and maintaining the security of your website.

4.4. You are responsible for taking any actions required to allow us to perform our services in a timely manner. This may include providing access to resources, materials, or approvals. 4.5. If you fail to respond to our requests for information or approval for more than 5 business days, we may reschedule your project at our discretion. This rescheduling will not affect the overall project scope or fees.
4.6. Following project completion, you are responsible for website maintenance, hosting fees, and any related plugins or software updates, unless these are included in an ongoing maintenance agreement with Flowzycraft.

5.1. This Agreement commences upon your execution of this document and our receipt of the required initial payment detailed in the SOW. 5.2. The term of this Agreement will continue until the project outlined in the SOW is completed or until either party terminates the Agreement with written notice provided 30 days in advance. 5.3. Upon termination notice, all payments due for completed work or work scheduled for completion within the following 30 days will be immediately due and payable.

We reserve the right to terminate this Agreement immediately in the event of disruptive or uncooperative behavior on your part. This may include but is not limited to:

• Failing to provide necessary information or approvals promptly.
• Making unreasonable demands or requests.
• Using abusive or threatening language towards our team members.

In the case of termination for cause, you will not be entitled to a refund of any fees already paid.

6.1. Each party retains ownership of all intellectual property (IP) owned before this Agreement. This includes any content, tools, or services we bring to the project and any know-how we develop while working on your website.

6.2. By engaging us, you are not acquiring ownership of our IP. You are acquiring ownership of the final website Deliverables created for your project. 6.3. Upon full payment of all project fees, we will transfer ownership of the final website Deliverables to you. This includes ownership of your domain name, website IP, and the website itself.

7.1. During our collaboration, we may share confidential information (such as login credentials or proprietary business information). 7.2. Both parties agree to take all reasonable measures to safeguard this confidential information and only disclose it to team members who require access to complete the project.
7.3. Upon project completion, both parties agree to destroy or return all of the other party’s confidential information.

8.1. You acknowledge the value of our team’s expertise and agree not to directly or indirectly solicit, employ, or engage our employees or contractors during the term of this Agreement and for one (1) year following its termination.

9.1. While we strive to deliver exceptional website design and development services, we acknowledge that many factors can influence individual website performance and results. Therefore, we cannot guarantee specific outcomes or increases in traffic or sales. 9.2. The final website Deliverables are provided to you “as is.” We do not guarantee error-free or perfect websites.

9.3. We are not liable for the performance of any third-party tools or services (such as hosting services) that may be included in the website Deliverables. 9.4. You acknowledge that you have the necessary rights to the content you provide for your website and agree to hold us harmless from any third-party claims arising from your website content.

10.1. We both agree to resolve any disputes arising out of or relating to this Agreement through final and binding arbitration, rather than in court. The arbitration will be conducted by JAMS Arbitration under its applicable rules and procedures.

11.1. Any notices required under this Agreement must be made in writing over email to the addresses listed in the SOW. 11.2. This Agreement is entered into under the laws of South Carolina and shall be construed and enforced in accordance therewith.

11.3. You grant us and our contractors the right to use your name, likeness, and associated trademarks to promote our services. This may include showcasing your website on our portfolio or using your company name as a client reference. We will typically include a small credit link in the website footer indicating that your website was designed and developed by Flowzycraft, unless otherwise agreed upon in the SOW. By agreeing to these terms, you also opt-in to receive future communication from Flowzycraft, such as newsletters or promotional offers. You can unsubscribe from these communications at any time.

11.4. We are independent contractors and not your employees. We are solely responsible for the services we provide under this Agreement.
11.5. We may add additional Statements of Work (SOWs) in the future to cover additional website services or functionalities you may request. All SOWs will be subject to the terms and conditions outlined in this Agreement.

11.6. This Agreement and the associated SOWs constitute the entire agreement between us regarding the services provided. In the event of any conflict between the terms of this Agreement and an SOW, the terms of the SOW will supersede.