This Terms of Service Agreement (“Agreement”) is entered into by and between Avanaire Design, LLC dba ADVAN Design and its customer (referred to throughout this Agreement as “you” or “your”) to set forth the terms applicable to the services ADVAN Design will provide to you, or has been providing to you, pursuant to the Project Estimate or other statement of work documents, or pursuant to the terms of any other agreement(s) related to ADVAN Design’s services.
I. Explanation of Services & Exclusions: Social Media Marketing: ADVAN Design’s social media marketing packages consist of building or optimizing a page on Twitter, YouTube, Facebook, and/or other social media websites. ADVAN Design’s marketing services also include building a fan base and following on these social media sites. ADVAN Design requires full access to your social media accounts, including but not limited to administrator access and/or username and password to make applicable changes both on page and off page. ADVAN Design guarantees to meet the quota provided in your social media marketing proposal, however, due to the ever-changing nature of social media and 3rd party websites, ADVAN Design cannot guarantee that you will retain all your fans, followers, or subscribers on social media websites. You are responsible for reviewing all content created by ADVAN for accuracy, errors, and omissions.
Search Engine Optimization: ADVAN Design’s search engine optimization services include both on page and off page optimization work. ADVAN Design will require website admin and server access to your website to implement on page SEO changes. ADVAN Design guarantees to meet or exceed off page link building requirements. While most links remain live for years, due to factors beyond ADVAN Design’s control on 3rd party websites, ADVAN Design can only guarantee links will remain live for 3 months. ADVAN Design may provide an estimated time frame or cost for ranking higher in search results; Such an estimate is only a best guess from past experiences and may not accurately reflect the actual amount of time or cost to achieve higher rankings due to factors beyond ADVAN Design’s control such as website age, website content, search engine algorithm changes, and other factors. ADVAN Design’s primary objective is to improve your company’s search engine rankings, however due to factors beyond ADVAN Design’s control, including constant changes in search engine ranking algorithms, ADVAN Design cannot guarantee that your website will increase in rankings. ADVAN Design takes every measure possible to protect your site from adverse effects of search engine optimization work, including following applicable industry best practices and closely monitoring SEO campaigns. In extreme cases search engine optimization work can harm search engine rankings, including but not limited to lower keyword placement, lower website traffic, search engines deindexing your site, and search engine penalties. You are responsible for reviewing all content created by ADVAN for accuracy, errors, and omissions. ADVAN Design is not liable or responsible for any declines in search engine rankings, lost revenues, lost traffic, lost opportunities, or any other damages that may result from utilizing ADVAN Design content creation and SEO services.
Design & Development: ADVAN Design offers design and development services, both for web-based projects as well as intranets, mobile applications, CRMs, and other projects. All web design hosting is done via a 3rd party and ADVAN Design is not responsible or liable for issues arising from web hosting, site down time, improper backups, loss of data, or any other hosting related issues. You are responsible for reviewing all content created by ADVAN for accuracy, errors, and omissions. ADVAN Design will only utilize images when ADVAN Design has full copyright permission. ADVAN Design assumes that you have the required property rights associated with any images provided by you. All images and aspects of the website belong to you and ADVAN Design is in no way responsible or liable for any issues that arise due to the images, videos, text, or other content on your website. When a client requests that ADVAN Design utilizes stock images, photos, videos, or other media on a web design project, it is solely your responsibility to follow all terms, copyrights, and licensing agreements for such media. ADVAN Design has no responsibility associated with the ownership rights of any materials, images or content provide by you. Certain projects may require ADVAN Design to order themes, additional code, pictures, videos, or other media from 3rd parties. In those situations, these additional costs that may not be quoted in the original price quote. As a result, you agree to assume responsibility for 1) the additional costs associated with these items, and 2) compliance with any 3rd party terms or agreements for these items.
ADVAN Design makes every effort possible to meet your needs and wants, and with all projects ADVAN Design requires you to submit any special requests upfront prior to beginning the project. Any requests that are made after ADVAN Design begins work on the project will be billed at ADVAN Design’s hourly design rate to make the necessary changes. These special requests include but are not limited to, themes, layouts, colors, text, content, page copy, color schemes, logos, graphics, icons, and any other on page elements. Subject to certain conditions noted below, all packages include basic revisions, including small changes to the site which include swapping out images, changing parts of text, and minor edits as needed. Revisions will not exceed 3 hours of revision work unless otherwise stated in the project proposal. ADVAN Design will provide revisions as described provided you submit all revisions to ADVAN Design in writing within 5 business days of project completion, otherwise ADVAN Design will bill any revisions at the standard hourly rate. If you request any major edits including theme changes, layout changes, color scheme changes, and large onsite elements, ADVAN Design will bill the additional requested work at ADVAN Design’s standard hourly rate. These services are not included in the package.
When you enter a design or development contact with ADVAN Design, the assumption is that the current website is coded properly and that all involved 3rd parties, including company employees and 3rd party vendors, have provided accurate information pertaining to the coding and elements of the website. The cost estimate for the new design/development project is based on the information provided to us by you and applicable 3rd party vendors. ADVAN Design is not responsible for additional costs incurred due to inaccurate information or problems with your current site which ADVAN Design discovers anytime during the design process. ADVAN Design will be these additional costs at ADVAN Design’s standard web development rate. When utilizing 3rd party data or 3rd party coding, ADVAN Design’s price quote is fully contingent on the 3rd party providing data in the proper format, layout, and structure so that it may easily be integrated into the website. The price quoted for the design/development project may change based on changes in pricing from 3rd party vendors and/or changes in coding, software, API’s, or other pieces of software provided by 3rd parties. If additional costs discovered and/or incurred during the web design/development project exceed the budget you provided to ADVAN Design, then ADVAN Design will notify you in writing to ask how you wish to proceed with the project. If you direct ADVAN Design to proceed, then ADVAN Design will provide you with a new estimate for the total cost of the project. If you do not wish to proceed, ADVAN Design will bill you for all current work already performed on the website and end the contract. Due to the nature of development work, any costs and time estimates provided during the proposal process are a good faith estimate and may change upon the start of the project or during the project depending on any changes in scope, coding conflicts, or other issues that arise because of the development project. You are always responsible for reviewing all content created by ADVAN Design for accuracy, errors, and omissions.
Website Contact Forms: ADVAN Design will verify the functionality of forms from your website upon site launch. Due to events beyond ADVAN Design’s control, including spam filters and email program protocols, you are responsible for notifying ADVAN Design if forms are no longer being received.
Email Marketing: ADVAN Design is not responsible for ensuring email marketing campaigns and setups comply with any/all applicable laws. ADVAN Design is not responsible for ensuring email marketing campaigns and setups comply with the CAN-SPAM-ACT or GDPR. You are responsible for consulting with your legal counsel to ensure that any email marketing campaigns setup by ADVAN Design comply with all applicable laws and regulations in the jurisdiction(s) where you conduct any business. You are also responsible for reviewing all content created by ADVAN for accuracy, errors, and omissions.
Web Hosting: ADVAN Design offers web hosting via ADVAN Design’s dedicated web server exclusively to web design and online marketing clients. ADVAN Design offers this service to provide you an affordable alternative to shared hosting by placing you, on ADVAN Design’s dedicated server, which is only shared with ADVAN Design clients. This allows us a higher level of control over your hosting account and will provide you with a faster loading and more responsive website. ADVAN Design is not responsible for any sensitive data that you or your end-user transmit through the website. ADVAN Design strongly recommends that you purchase cybersecurity insurance.
Server Usage & Hosting: If you decide to terminate services with ADVAN Design, then you will receive a standard “.tar.gz cPanel” backup of your entire hosting account as well as a backup of your raw file directory in the form of a .ZIP file and a full MYSQL database backup in the form of a .SQL file. You must request this upon termination of the account. All these files will need to be transferred by ADVAN Design via FTP to your new web host. ADVAN Design’s will provide these services at no added cost so long as your hosting has been with ADVAN Design for greater than 6 months. if you are hosting with ADVAN Design for less than 6 months, then ADVAN Design will bill these services at a one-time cost of $50.00.
ADVAN Design takes every precaution possible to ensure that ADVAN Design’s server always remains live, however due to the nature of web hosting, ADVAN Design cannot guarantee 100% up-time for the server.
As a client of ADVAN Design, you will be limited to a reasonable amount of resources on the server, including but not limited to limits imposed on RAM, hard drive space, emails sent per hour, monthly bandwidth, and other standard limits. These limits are assigned on a case-by-case basis and can be provided by your account representative upon request. If it is found that you have exceeded these limits, you will be notified via email. If you continue to repeatedly exceed these limits, you should discuss upgrading your hosting plan with your account representative. If you take no action, your hosting account may be terminated for overusing server resources.
Compliance: ADVAN does not provide hosting, website design/functionality, or security services compliant with Americans with Disabilities Act (ADA), GDPR, or HIPAA. Due to the complexity and continuous changes in compliance regulations, ADVAN Design recommends utilizing 3rd party services for ADA, GDPR, and HIPAA compliance when required.
II. Additional Terms & Conditions Changes and Alterations: ADVAN Design may alter or modify your subscription at any time at the sole discretion of ADVAN Design if you are in violation of any of the terms of this Agreement. ADVAN Design will notify you in writing by email of any changes in the terms of this Agreement. ADVAN Design will provide reasonable notice to you in writing by email of changes to your services, pricing, or subscriptions in which case you have a period of five (5) business days to cancel or change services based on any alterations in service. You are required to check for changes or updates to this Agreement monthly. Any pricing or proposals offered by ADVAN Design are valid for thirty (30) days from the date of issuance. All written proposals provided by ADVAN Design are done so as an estimate based on information provided by you at the time of the proposal, and any changes in scope to a project or problems discovered while working on the project may incur additional costs and time. If this occurs, ADVAN Design will immediately notify you of any additional costs for the project.
Refunds, Cancellations, & Disputes: ADVAN Design has a no refund policy on any services, including but not limited to search engine optimization services, social media marketing services, content creation services, web design services, and/or general marketing consulting. If you want to cancel any services, excluding monthly recurring charges, ADVAN Design will charged you a cancellation fee of 20% plus charges for any services already completed. If you want to cancel any monthly recurring charges, including monthly SEO packages, you must cancel at least 30 days prior to your monthly billing date. Upon notice of cancellation, ADVAN Design will charge you one charge for the final month of services. I If you are in any manner dissatisfied with any aspect of ADVAN Design’s performance, you must notify ADVAN Design within seven (7) days in writing via hand delivery by a recognized courier service at: 3916 Clock Pointe Trail, Suite 103, Stow, Ohio 44224. ADVAN Design shall have seven (7) days from the date of receipt of the notification to initiate efforts to resolve any concerns, whether by remedying the alleged defects, providing a partial credit against outstanding balances to be determined by ADVAN Design in its’ sole discretion, or otherwise. You will not receive a credit, charge back, back charge, or dispute unless you first provide ADVAN Design with notice and opportunity to resolve the problem in accordance with the foregoing. Your failure to comply with the foregoing shall constitute a waiver of any alleged breach by ADVAN Design concerning any alleged failure to perform to obligations hereunder. ADVAN Design’s obligations hereunder shall be suspended during any time in which you are late with respect to any payment due to ADVAN Design.
ADVAN Design reserves the right to terminate your account(s), including but not limited to 1) marketing accounts and related agreements; 2) web design and development accounts, and related agreements; 3) website hosting accounts and related agreements; 4) website maintenance accounts and related agreements; and 5) any other account(s) and related agreement(s).
Payment & Terms: You agree that any services provided must be paid pursuant to the terms of the Project Estimate or other statement of work documents, or pursuant to the terms of any other agreement related to the services provided to you by ADVAN Design. You agree to authorize ADVAN Design to use your credit card for billing purposes to pay for all recurring services. You agree to authorize ADVAN Design to use your credit card to pay all invoices not paid within the terms of the applicable documents or agreements. If the credit card on file is not approved, any outstanding balances will be subject to interest at the rate of two percent (2%) per month, compounded monthly, to begin on the tenth (10th) day after the payment is due. Any outstanding debts that cannot be collected might result in ADVAN Design taking your website offline, reversing SEO related changes, and referral of your account to collections. You are responsible for any fees resulting from the collection of unpaid invoices including but not limited to interest, collection agency fees, legal fees, administrative time spent on collections billed at $100 per hour, and/or any other collection related expenses.
Consent, Delivery, & Limitations: You acknowledge you have full authority to enter into this Agreement that you have had an opportunity to fully review the Agreement and consult with counsel before signing this Agreement. This contract contains the entire agreement between parties. No promises, representations, or warranties, whether written or oral, except those expressly set forth herein, shall be valid or binding upon either party.
Legality & Regulations: ADVAN Design is preparing websites, marketing, and other services pursuant to your express instructions and makes no representations to the legality of the work performed, the conformance of the work performed with existing or future laws, or existing or future regulations by any regulatory or governing body, or the like. It is your sole responsibility to review all matters with your legal counsel to ensure compliance with all applicable laws, regulations, trademarks, copyrights, or the like.
Branding: ADVAN Design reserves the right to feature your SEO, web design, or marketing campaign on ADVAN Design’s website as a case study, testimonial, or other featured item. This includes utilizing your company name, logo, and any other trademarked or copyrighted information that would be applicable to conveying the information needed in a case study or featured item. ADVAN Design will not post any personal or sensitive information, such as strategies, billing information, personal contact information, or sensitive data about your business or project. Furthermore, ADVAN Design reserves the right to brand our SEO, web design, or marketing clients with a link in the footer of your website. The footer link will be placed in a discrete way and will state “Website designed by ADVAN Design”, “SEO by ADVAN Design”, “Marketing by ADVAN Design”, or the like.
Credit Card Usage: You authorize ADVAN Design to utilize the credit card provided for any authorized purchases as part of ADVAN Design’s services. These authorized uses may include but are not limited to purchasing stock images, purchasing website themes, setting up marketing accounts with third (3rd) parties, setting up website hosting with third (3rd) parties, setting up advertising with Google AdWords, Microsoft AdCenter, or other third (3rd) parties, and the like. You agree to execute a credit card authorization form which shall permit authorized usage of the designated credit card by ADVAN Design and its agents.
Methods & Technologies: ADVAN Design makes every reasonable attempt to ensure all techniques, methods, and technologies are up-to-date and in line with the latest industry best practices. However, due to the extremely rapid pace of change in the industry, ADVAN Design does not expressly guarantee that the techniques, methods, website functionality and appearance, and technologies will be the most up-to-date or in line with any current revisions to best practices except where expressly stated in a written proposal. Additionally, due to constant changes in servers, content management systems (CMS), coding, and the like, ADVAN Design cannot be held responsible for any security flaws or exploits discovered in web development, application development, or other projects.
Proposals, Estimates, & Plans of Action: All proposals, estimates, and plans of action offered by ADVAN Design are contingent on the accuracy and quality of information you provide and based upon information in ADVAN Design’s possession, and expressly stated in the proposal, estimate, or plan of action. Any estimates and time frame projections are based upon current availability of materials, interfaces, coding, labor availability, and other components required to deliver on said proposal, estimate, or plan of action. If ADVAN Design or its team discovers an additional feature, problem, coding change, or other element which is not expressly mentioned in the initial scope of the project, ADVAN Design will notify you of any estimated additional expenses incurred as well as any additional time needed for completion of the project. Projected time frames do not consider holidays, office closings, or other events outside our control. Due to the complexity of certain projects and the nature of web development, application development, and online marketing, all time frames provided in proposals should be used as an estimate or guideline and not a final projection of the exact time a project will take from start to finish. All proposal pricing is assuming all services within the proposal will be awarded a contract; pricing may change if the client decides to pick and choose certain services out of the proposal.
Authorized Personnel: ADVAN Design may account details, website details, marketing details, and other information pertaining to accounts with ADVAN Design with any personnel deemed authorized by ADVAN Design. Any staff or employee requesting information from you via email or telephone will be granted access to such requested materials. You agree to provide to ADVAN Design, in writing, a list of personnel who are not authorized to receive information and/or a list of personnel with whom ADVAN Design should not discuss account information. Without a list, ADVAN Design may disclose information without limitation to anyone employed by you.
Limitation of Liability: ADVAN Design shall not be liable for any damages arising out of or related to any event or condition beyond ADVAN Design’s exclusive control, OR FOR ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOST REVENUES OR PROFITS OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH ADVAN DESIGN’S PERFORMANCE IN CONNECTION WITH THIS AGREEMENT, OR FROM DISCONTINUED OR CANCELLED SERVICES ARISING FROM OR RELATED TO YOUR BREACH OF ANY OF THE TERMS OF THIS AGREEMENT, WHETHER BASED IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE PARTY ALLEGEDLY CAUSING THE DAMAGES HAS BEEN MADE AWARE OF THE POSSIBILITY OF THOSE DAMAGES. In no event shall ADVAN Design be liable for damages more than the fees actually paid by you to ADVAN Design under this Agreement.
Exclusion of Warranties: EXCEPT FOR THE EXPRESS REPRESENTATIONS PROVIDED BY ADVAN DESIGN IN THIS AGREEMENT, ADVAN DESIGN AND ITS SUPPLIERS AND CONTRACTORS, MAKE NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED WITH RESPECT TO THE SERVICES PROVIDED IN CONNECTION WITH THIS AGREEMENT AND SPECIFICALLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH THE RESPECT TO THE SERVICES PROVIDED BY ADVAN Design.
Indemnification: You shall indemnify and hold harmless ADVAN Design, including its directors, officers, employees, representative, and agents, from and against all claims, liabilities, losses, costs, or damages, including ADVAN Design’s attorney’s fees and costs of litigation, arising directly or indirectly from this Agreement or the services provided by ADVAN Design, that any person or entity asserts against ADVAN Design.
Governing Law, Venues. Statute of Limitations, No Jury Trial, Attorney Fees: This Agreement shall be governed and construed by the laws of the State of Ohio. All claims against ADVAN Design must be filed in a court of competent jurisdiction in Summit County, Ohio, within one (1) year of the last date of service provided. You agree to the one (1) year statute of limitations even though you know that the applicable statute of limitations may be greater than one (1) year. You also agree that this transaction is a commercial transaction and not governed by the Consumer Protection Act or any other consumer laws. You agree that in any action brought under this Agreement, you waive your right to a trial by jury. You agree that if you breach this Agreement, you will be responsible for all reasonable attorney fees incurred by ADVAN Design because of your breach.
ADVAN is a team of talented designers, SEO experts, and marketing specialists who can help you reach your business goals. We keep a cost-effective focus on marketing and increase the number of quotes in your sales pipeline.
Design Studio: (330) 688-1324 • 3916 Clock Pointe Trail, Suite 103 • Stow, Ohio 44224 Akron Office:12 E. Exchange Street, Akron, Ohio 44308 Cleveland Office: 50 Public Square, Suite 200 • Cleveland, Ohio 44113