Agreement
These Terms of Service (“Terms,” “Agreement”) are a legally binding contract between GridGhost.dev (operated by Jer Andre) and anyone who uses this website or engages our services.
1. Scope of Services
1.1 Services Provided. We provide website design, development, maintenance, and related digital solutions as described on our site or in written proposals, estimates, or invoices (“Services”).
1.2 Deliverables. The final deliverables for a project (“Deliverables”) will be set out in writing (proposal, estimate, or invoice).
1.3 Change Requests. Any request by Client to modify the scope after acceptance may result in additional fees, a revised timeline, and/or a change order.
2. Quotes, Fees, and Payment
2.1 Estimates. Price estimates remain valid for 30 calendar days unless otherwise stated.
2.2 Deposit. A non-refundable deposit (typically 30–50% of the total project fee) is required before work begins.
2.3 Final Payment. Balance is due upon substantial completion and before transfer of website files, login credentials, or other final Deliverables.
2.4 Late Payment. Invoices unpaid more than 14 days past due may accrue interest at 1.5% per month (or the maximum allowed by law). We may suspend Services or remove content from servers until payment is received.
2.5 Expenses. Client is responsible for any third-party costs (stock images, fonts, hosting, domain registration, premium plugins, etc.) unless explicitly stated in writing.
3. Client Obligations
3.1 Timely Cooperation. Client will provide all content, approvals, and feedback needed to complete the project on schedule. Delays may extend the timeline and result in additional charges.
3.2 Rights to Content. Client warrants that all materials it provides are owned or properly licensed. Client indemnifies Company against claims regarding Client-supplied materials.
3.3 Backup & Access. Client is responsible for maintaining backups of its own content and providing necessary credentials or system access.
4. Intellectual Property
4.1 Client Ownership. Upon full payment, Client owns the specific Deliverables created for the project (site design, custom code, graphics) excluding any pre-existing intellectual property.
4.2 Company Tools. Company retains ownership of any pre-existing code libraries, frameworks, design assets, or proprietary tools used to deliver the Services. Company grants Client a non-exclusive, royalty-free license to use these solely within the delivered project.
4.3 Portfolio Rights. Company may display completed work (excluding confidential data) in portfolios and marketing materials.
5. Hosting & Third-Party Services
5.1 Third-Party Accounts. Client is solely responsible for costs and compliance with third-party accounts and platforms (e.g., Shopify, WordPress, hosting providers, payment processors).
5.2 No Guarantee. We do not control or guarantee uptime, security, or ongoing functionality of third-party services.
6. Warranties & Disclaimers
6.1 Standard of Care. We will perform Services using commercially reasonable skill and care.
6.2 No Guarantee of Results. We make no guarantees regarding search engine rankings, sales conversions, website traffic, or other measurable business outcomes.
6.3 “As Is.” Except as expressly stated, Deliverables are provided “as is” without warranties of any kind, express or implied.
7. Liability
7.1 Limitation. To the fullest extent permitted by law, Company’s total liability to Client for any claim shall not exceed the total fees paid to Company for the specific project giving rise to the claim.
7.2 Exclusion. Company is not liable for lost profits, lost data, business interruption, or indirect, special, incidental, or consequential damages.
8. Confidentiality
Both parties agree to keep proprietary or sensitive information disclosed during a project confidential, except as required by law.
9. Termination
9.1 By Client. Client may terminate the project with written notice. Deposits are non-refundable. Client will pay for all work performed up to the termination date.
9.2 By Company. Company may terminate for nonpayment, breach of these Terms, or unlawful/inappropriate content requests.
9.3 Survival. Sections 2.4, 3.2, 4, 6, 7, 8, and 10 survive termination.
10. Governing Law & Dispute Resolution
These Terms are governed by and construed under the laws of the Commonwealth of Virginia, USA, without regard to its conflict of law principles. Any dispute will first be attempted to be resolved informally. If unresolved, the parties agree to binding arbitration or small claims court in Virginia.
11. Miscellaneous
Force Majeure: Neither party is liable for delays or failure due to causes beyond reasonable control.
Severability: If any clause is found unenforceable, the rest remains in effect.
Entire Agreement: These Terms plus any signed proposal or invoice constitute the entire agreement.
Contact
Questions regarding these Terms may be directed to: cain@gridghost.dev