Client Services Agreement with The Website Chicks
This Client Services Agreement (“Agreement”) is entered into and effective as of the date services are purchased or scheduled between Uniweb Digital LLC, doing business as Website Chicks (“Company,” “we,” or “us”), and the purchasing client (“Client” or “you”).
By purchasing, scheduling, or accepting services from Company, Client agrees to the following terms.
1. SERVICES
Company provides website strategy, web design, development, copywriting, branding, consulting, and related creative services.
The specific services included in Client’s project are determined by the service or package purchased and any written scope, proposal, invoice, or other project documentation provided by Company.
VIP Days
When Client purchases a VIP Day, Company reserves a dedicated workday for Client and works through the priorities established for the project.
A VIP Day reserves Company’s time and expertise for the scheduled day. While Company will make reasonable efforts to accomplish the priorities established for the project, a VIP Day does not guarantee completion of a particular number of pages, revisions, features, or deliverables.
The amount of work that can be completed depends on the scope and complexity of the project, the condition of Client’s existing website, the materials provided, third-party platforms or integrations, and Client’s responsiveness.
2. CLIENT RESPONSIBILITIES
Client agrees to provide Company with the information, content, images, account access, logins, approvals, and other materials reasonably necessary to complete the work.
Unless otherwise agreed in writing, all requested materials must be provided before Company begins the scheduled work.
Client is responsible for ensuring that information and materials provided to Company are accurate, complete, and ready to use.
Availability During a VIP Day
Client is expected to attend any scheduled kickoff and review calls and remain reasonably available throughout the VIP Day for questions, feedback, and approvals.
When Company requests information, feedback, or a decision during the VIP Day, Client should respond within approximately 30 minutes whenever reasonably possible.
If Client is unavailable, misses a scheduled call, or does not respond, Company will continue working based on the information, materials, and direction already provided and will use its professional judgment to keep the project moving.
Delays or changes resulting from missing materials, inaccessible accounts, unavailable decision-makers, missed calls, or delayed feedback may affect what can be completed during the reserved time and do not entitle Client to additional work time, revisions, complimentary services, or a refund.
Client agrees to designate one primary decision-maker for the project unless otherwise agreed in writing.
3. PREP CALLS
Some services may include an optional Prep Call before the scheduled workday.
The Prep Call is intended to clarify priorities, review materials, answer questions, and help Company prepare for the project.
If Client schedules a Prep Call, it may be rescheduled once with at least 24 hours’ notice.
Missed Prep Calls and Prep Calls cancelled with less than 24 hours’ notice are not eligible for complimentary rescheduling.
Choosing not to schedule or attend an optional Prep Call does not change Client’s responsibility to provide all requested information and materials before the scheduled workday.
4. SCHEDULING & RESCHEDULING
Company reserves specific time and team availability for Client when an appointment or VIP Day is scheduled.
Appointments may be rescheduled at Company’s discretion. When possible, Client should provide at least 24 hours’ notice of any scheduling change.
Because VIP Days require Company to reserve a full workday and team availability, Company reserves the right to charge a rescheduling fee of up to 25% of the VIP Day price. Whether a fee applies will be determined by Company based on the circumstances and amount of notice provided.
Missed appointments and cancellations with less than 24 hours’ notice may not be eligible for rescheduling.
If Company needs to reschedule due to illness, emergency, or another circumstance outside Company’s reasonable control, Client will be offered a replacement date at no additional charge.
5. PAYMENTS & REFUNDS
Payment is required in advance according to the payment terms provided at the time of purchase, booking, proposal, or invoicing.
All deposits and payments are non-refundable.
Client understands that Company reserves time, staffing, and resources upon booking and may decline other work based on that reservation.
Failure to use scheduled services, provide required materials, participate in the project, or respond to Company does not relieve Client of payment obligations or entitle Client to a refund.
Any work outside the purchased service or agreed scope may require additional fees. Company will discuss and receive approval for those fees before performing additional work.
6. SCOPE & ADDITIONAL WORK
Client is purchasing Company’s time and expertise for the number of hours or workday included in the selected service, not a guaranteed list of deliverables or completed scope.
Company will work through Client’s agreed priorities during the reserved time, using its professional judgment to determine how best to use that time. The amount of work completed will depend on the complexity of the requests, Client responsiveness, available materials, technical limitations, and other project-specific factors.
If Client’s priorities cannot be completed within the purchased time, additional work will require the purchase of additional time or services. Unfinished work does not entitle Client to additional time or a refund.
Unless specifically included, ongoing maintenance, future revisions, technical support, SEO management, software subscriptions, third-party fees, and work performed after the reserved time are not included.
7. REVISIONS & APPROVAL
Client is purchasing a specific amount of Company’s time, not the completion of a defined project, scope, or list of deliverables. All work—including strategy, design, development, copywriting, meetings, review, feedback, and revisions—takes place within the time included in the purchased service.
Some services may include additional scheduled time, such as a follow-up or review call. Any such time will be identified as part of the service purchased and may be used for review, feedback, revisions, or other agreed priorities.
Company will work through Client’s priorities for as long as the included time allows. The amount of work completed will vary based on the complexity of the work, Client responsiveness, technical limitations, and how the available time is prioritized.
Once all time included with the purchased service has been used, Company’s obligation to perform work ends, regardless of whether every requested task, priority, or revision has been completed. Any additional work requires the purchase of additional time or services.
When Client approves work for publication or launch, Company may rely on that approval as confirmation that Client has reviewed and accepted the work.
8. LAUNCH
When launch is one of Client’s priorities, Company may use the time included in the purchased service to prepare for and complete the website launch.
Client is responsible for providing everything necessary to launch, including approvals, content, account and domain access, billing information, and third-party credentials.
Company does not guarantee that a website will be ready to launch within the purchased time. The ability to launch depends on the amount of work completed, Client responsiveness, required materials and access, and any technical or third-party limitations.
If the website is not launched before the included time ends, Company’s services are still considered complete. Any additional work or time needed to prepare for or complete a later launch requires the purchase of additional time, unless additional time is specifically included in Client’s service.
9. SQUARESPACE & THIRD-PARTY SERVICES
SQUARESPACE, SQUARE & THIRD-PARTY SERVICES
Company primarily provides website and related services using Squarespace and Square. Client understands that Squarespace, Square, and other third-party services, applications, integrations, plugins, domain providers, scheduling platforms, payment processors, and software are operated independently from Company.
Company does not control and cannot guarantee the continued availability, functionality, compatibility, pricing, policies, or performance of Squarespace, Square, or any other third-party service.
Updates or changes made by these providers may affect Client’s website, payments, integrations, or other functionality.
Company is not responsible for issues caused by third-party platforms, platform updates, discontinued features, account restrictions, outages, or changes made by Client or another service provider.
Any time spent troubleshooting, updating, repairing, or adapting Client’s website or integrations because of third-party changes is considered billable time and requires the purchase of additional time unless specifically included in Client’s service.
10. CLIENT-PROVIDED MATERIALS
Client represents that Client owns or has permission to use all text, photographs, graphics, trademarks, logos, videos, fonts, and other materials provided to Company.
Client is responsible for obtaining any licenses, permissions, releases, or authorizations required to use those materials.
Client agrees to indemnify and hold Company harmless from third-party claims arising from materials supplied or specifically requested by Client.
11. ACCESSIBILITY, PRIVACY & LEGAL COMPLIANCE
Company may apply generally accepted website design practices, but Company is not a law firm and does not provide legal advice.
Unless specifically included in the agreed scope, Company does not guarantee that Client’s website complies with any particular accessibility standard, privacy law, industry regulation, licensing requirement, or other legal obligation.
Client is responsible for determining which laws, regulations, disclosures, policies, accessibility requirements, and industry-specific requirements apply to Client’s business and website.
Client should obtain advice from qualified legal or compliance professionals when appropriate.
12. SEARCH ENGINES & BUSINESS RESULTS
Company may provide website strategy, search engine optimization recommendations, conversion strategy, copywriting, or other services intended to improve Client’s website.
However, Company does not guarantee specific search rankings, traffic levels, leads, sales, revenue, conversion rates, or other business outcomes.
Search engines, advertising platforms, algorithms, competitors, market conditions, and customer behavior are outside Company’s control.
13. OWNERSHIP & INTELLECTUAL PROPERTY
Upon full payment, Client owns the final custom deliverables created specifically for Client and actually used in Client’s completed project, except for third-party materials and Company’s pre-existing intellectual property.
Company retains ownership of its pre-existing tools, processes, methods, templates, systems, code, educational materials, know-how, and other intellectual property developed independently of Client’s project.
If Company-owned or third-party materials are incorporated into Client’s project, Client receives the rights reasonably necessary to use those materials as part of the completed project, subject to any applicable third-party license.
Concepts, drafts, designs, copy, or other materials created but not selected or used by Client remain Company’s property.
Company is not responsible for trademark searches, trademark registration, copyright registration, or other intellectual-property protection unless expressly agreed in writing.
14. PORTFOLIO & MARKETING
Client grants Company permission to display work created for Client in Company’s portfolio, website, social media, case studies, educational materials, presentations, advertising, and other marketing, and to identify Client and Client’s business in connection with that work.
Portfolio and marketing rights are included as part of Company’s standard service terms.
If Client requires the work to remain private or does not want Company to display or identify the work publicly, Client must request a portfolio exclusion before services begin. Portfolio exclusions are available for an additional fee, which will be disclosed and agreed upon before work begins.
Unless a portfolio exclusion has been purchased and agreed to in writing, Company retains the portfolio and marketing rights described above.
Company will not publicly disclose Client’s confidential business information.
15. CONFIDENTIALITY
Company will use reasonable care to protect confidential information Client provides in connection with the services.
Confidential information does not include information that:
(a) is or becomes publicly available without Company violating this Agreement;
(b) Company already lawfully possessed;
(c) Company receives lawfully from another source without a confidentiality obligation; or
(d) Company independently develops without using Client’s confidential information.
Company may share information with employees, contractors, and service providers when reasonably necessary to perform the services, provided those individuals or providers are subject to appropriate confidentiality obligations.
16. SUBCONTRACTORS & TEAM MEMBERS
Company may use employees, independent contractors, designers, developers, copywriters, consultants, or other professionals to perform portions of the services.
Company remains responsible for managing the services provided under this Agreement.
Client understands that services purchased from Website Chicks are services provided by Company and its team and are not necessarily performed solely by one specific individual.
17. WARRANTIES & RESULTS
Company and Client each represent that they have authority to enter into this Agreement.
Except for that representation and any warranties that cannot legally be excluded, services and deliverables are provided without additional express or implied warranties.
Company cannot guarantee any particular financial, marketing, search engine, business, or other result from Client’s website or the services provided.
18. LIMITATION OF LIABILITY
To the fullest extent permitted by law, neither party will be liable to the other for indirect, incidental, special, exemplary, punitive, or consequential damages, including lost profits, lost revenue, loss of business opportunities, business interruption, or loss of data arising from this Agreement or the services provided.
To the fullest extent permitted by law, Company’s total liability arising out of or relating to this Agreement or the services will not exceed the amount Client actually paid Company for the specific service giving rise to the claim.
Nothing in this Agreement limits liability where such limitation is prohibited by applicable law.
19. INDEMNIFICATION
Client agrees to indemnify and hold harmless Company and its owners, employees, and contractors from third-party claims, damages, liabilities, costs, and reasonable expenses arising from:
(a) materials supplied or specifically requested by Client;
(b) Client’s products, services, business practices, or website content;
(c) Client’s violation of applicable law; or
(d) Client’s infringement of another party’s intellectual-property or other rights.
This provision does not require Client to indemnify Company for claims caused solely by Company’s own unlawful conduct.
20. TERMINATION
Either party may terminate an ongoing engagement by providing written notice.
Termination does not entitle Client to a refund of payments already made.
Client remains responsible for amounts owed for services performed, time reserved, expenses incurred, and other amounts due under this Agreement before termination.
For scheduled appointments and VIP Days, the scheduling and rescheduling provisions of this Agreement continue to apply even if Client chooses to terminate the engagement.
Upon termination and payment of all outstanding amounts, Company will provide Client with any completed deliverables Client is entitled to receive under this Agreement.
21. ABANDONED PROJECTS
Client is responsible for providing any information, materials, feedback, approvals, or responses necessary for Company to use the time included in Client’s purchased service.
If Client becomes unresponsive or does not provide what is needed to perform the services, Company is not required to hold Client’s purchased time, availability, or scheduling open indefinitely.
Unless otherwise agreed in writing, any unused time, included follow-up calls, or other remaining services must be used within 30 days of the originally scheduled service date. After that period, any unused time or services expire and payments already made remain non-refundable.
If Client wishes to resume work after the included time or services have expired, additional time may be purchased at Company’s then-current rates and will be subject to Company’s current availability.
22. FORCE MAJEURE
Neither party will be considered in breach of this Agreement for delays or failures caused by circumstances reasonably outside that party’s control, including natural disasters, severe weather, fire, flood, widespread internet or utility outages, government actions, war, civil unrest, epidemics, pandemics, labor disruptions, or similar events.
The affected party will make reasonable efforts to resume performance when reasonably possible.
Payment obligations for services already performed are not excused by this provision.
23. INDEPENDENT CONTRACTOR
Company is an independent contractor and not Client’s employee, partner, agent, or joint venturer.
Nothing in this Agreement creates an employment, partnership, fiduciary, or joint-venture relationship between Company and Client.
Company retains discretion regarding the manner and means by which it performs the services, subject to the agreed scope and deadlines.
24. GOVERNING LAW & DISPUTES
This Agreement will be governed by the laws of the State of Washington, without regard to its conflict-of-law rules.
Before filing a lawsuit relating to this Agreement, the parties agree to make a good-faith effort to resolve the dispute directly in writing.
If the dispute cannot be resolved directly, the parties agree to attempt mediation before pursuing litigation, unless emergency or injunctive relief is reasonably necessary.
Unless otherwise required by applicable law, any legal action relating to this Agreement will be brought in a court of competent jurisdiction in the State of Washington.
25. NOTICES
Formal notices under this Agreement must be provided in writing.
Email to the email addresses ordinarily used by the parties for the project will constitute written notice unless applicable law requires another method.
26. ASSIGNMENT
Client may not transfer or assign this Agreement to another person or entity without Company’s prior written consent.
Company may assign this Agreement in connection with a sale, transfer, merger, reorganization, or succession of Company’s business.
27. NO WAIVER
A party’s decision not to enforce a provision of this Agreement on one occasion does not waive that party’s right to enforce the same or another provision in the future.
Any waiver must be in writing to be effective.
28. SEVERABILITY
If any provision of this Agreement is determined to be invalid or unenforceable, that provision will be modified or limited to the minimum extent necessary, and the remaining provisions will remain in effect.
29. ENTIRE AGREEMENT
This Agreement, together with any applicable proposal, invoice, booking confirmation, scope of work, or other written project terms, constitutes the entire agreement between Company and Client regarding the services.
If a project-specific written term conflicts with this Agreement, the project-specific term will control with respect to that project.
30. CHANGES TO THIS AGREEMENT
Any modification to this Agreement applicable to an existing Client engagement must be agreed to in writing by both parties.
31. ELECTRONIC ACCEPTANCE
This Agreement may be accepted electronically.
Electronic signatures, online acceptance, booking confirmation, or other electronic methods of acceptance will have the same force and effect as an original signature to the extent permitted by law.
By purchasing, scheduling, signing, or otherwise accepting services from Company, Client acknowledges that Client has read, understood, and agreed to this Agreement.