Terms and Conditions-
Level Up To Luxury

Last update: June 9, 2022

Service Provider shall provide Client with the following services and/or products (“Services"): 

Level Up To Luxury- Brand and Website in Two Days 

6 Page Website- Home, About, Services, Contact & Portfolio + 1 Built Out Portfolio Page 
High-End Branding- Brand Board, Color Palette, Custom Fonts, & Word Mark Logo
(3) On-Brand Social Media Graphics, (2) Mockups, (1) Brand Reel
Copy Templates, Get Prepared Checklists, & Streamlined  Communication
BONUS: Exclusive access to the Client Portal with mini courses, trainings, and tutorials

Scope of Work is limited to what is listed here. If it is NOT listed, it is not included. Please note that any additional work beyond what is listed here will need a separate payment and an additional addendum to this contract. 

Cost, Fees and Payment
The total cost ("Total Cost") for all Services is due in full 24 hours before our Design Day Begins. Client shall pay the Total Cost to Service Provider as follows:

Pay in Full: $4,200 non-refundable retainer. 
Payment Plan: $2,250 non-refundable retainer. Second payment is due 24 hours before your service begins of $2,250. 

The first payment is a non-refundable retainer. The client understands that their deposit holds their place in the design calendar, and that spot is no longer available to be booked by anyone else.

If client chooses to pay in installments, the remaining payments will be paid prior to the work beginning. 

Please note, if you fail to make your final payment OR cancel your design day less than 24 hours before it begins, your design day will be cancelled. Your retainer will not be refunded. In order to book another day in the calendar, you must pay the full $2,250 to reserve your day plus the $2250 final payment before your design day begins.

Please note, the Client understands the website + brand files will NOT be turned over prior to the final payment being made but they are not released from their legal obligation to make the full payments due. 

Design Timeline 
Create Pinterest inspiration board
Complete questionnaires
Complete client deliverables
Compile content
Schedule your design day

Day 1
9:00 am EST: 1 hr strategy call via Zoom
Mood board directions created
Color Palette created
Custom Font Selections chosen
12:00 PM: Edits requested, edits completed
Design Primary Wordmark Logo & Brand Icon designed
Create mockups, social media graphics, brand reel
4:30: Edits requested, edits completed
Full brand board completed

Day 2
Style Tile Created 
9:30 am: Edits requested, edits completed
Design Homepage
12:30: Edits requested, edits completed
Design all other pages 
4:30: Edits requested, edits completed

Limit of Liability
Client agrees that the maximum amount of damages he or she is entitled to in any claim relating to this Agreement or Services provided in this Agreement are not to exceed the Total Cost of Services provided by Service Provider.

Loss of Product. In the event that any or all product(s) are lost, such as damage to or loss of a component of the product necessary for final delivery, Service Provider shall refund Client a pro-rated portion of the Total Cost based on the amount of Services that were completed/provided against the amount of Services that were agreed to be completed/provided.

Indemnification. Client agrees to indemnify, defend and hold harmless Service Provider and its affiliates, employees, agents and independent contractors for any injury, property damage, liability, claim or other cause of action arising out of or related to Services and/or product(s) Service Provider provides to Client.

For the purposes of this Agreement, the term “Confidential Information” shall include, but not be limited to, software and website products, website source code or any related codes in all formats, business plans, financial statements, customers or users, analytical data, documentation, and correspondences that have not otherwise been made publicly available. 
However, Confidential Information does not include: 
(a) information generally available to the public; 
(b) widely used programming practices or algorithms; 
          (c) information rightfully in the possession of the Parties prior to signing this Agreement; 
          (d) information independently developed without the use of any of the provided Confidential Information; and
          (e) original designs, work in progress, intellectual property of the Designer. The Designer is free to display their designs  
          and work on social media, portfolio, website, or other sources without express permission from the Client. 

Obligations. The obligations of the Parties shall be to hold and maintain the Confidential Information in the strictest of confidence at all times and to their agents, employees, representatives, affiliates, and any other individual or entity that is on a “need to know” basis. If any such Confidential Information shall reach a third (3rd) party or become public, all liability will be on the Party that is responsible. Neither Party shall, without the written approval of the other Party, publish, copy, or use the Confidential Information for their sole benefit. If requested, either Party shall be bound to return any and all materials to the Requesting Party within 60 days. 

Time Period. The bounded Party’s(ies’) duty to hold the Confidential Information in confidence shall remain in effect until such information no longer qualifies as a trade secret or written notice is given releasing such Party from this Agreement.

Relationship. The Parties agree that there is no such statement in this Agreement that suggests any Party is an employee, partner, or that the Website Design is a joint venture. All ownership interests, if any, shall be stated in a separate agreement. 

Severability. If a court finds that any provision of this Agreement is invalid or unenforceable, the remainder of this Agreement shall be interpreted so as best to affect the intent of the Parties.

Integration. This Agreement expresses the complete understanding of the Parties with respect to the subject matter and supersedes all prior proposals, agreements, representations, and understandings. This Agreement may not be amended except in writing with the acknowledgment of the Parties.

Enforcement. The Parties acknowledge and agree that due to the unique and sensitive nature of the Confidential Information, any breach of this Agreement would cause irreparable harm for which damages and or equitable relief may be sought. The harmed Party shall be entitled to all remedies available at law. 

Intellectual Property
The Client agrees to assign to the Designer all present and future right, title, and interest to all intellectual property (“Intellectual Property”) created or discovered during the course of their work. Intellectual Property includes, but is not limited to, algorithms, code, concepts, developments, designs, discoveries, ideas, formulas, improvements, inventions, processes, software, trademarks, and trade secrets. Intellectual Property also includes the tangible embodiments (e.g. – drawings, notes) of any intangible items.

Contractor + Client Relationship
The Service Provider is not responsible to consult on contractors who are part of the project; nor are they responsible for costs, consulting, or work of contractors hired by the Client. The Service Provider reserves the right to hire subcontractors to ensure onetime completion. The Client understands they are only a Client for the duration of the project. 

The Service Provider reserves the right to work with clients in the same field or with similar businesses. This contract does not include a non-compete. 
Although the Service Provider does their best to make each project unique, the copyright and license does not apply to individual elements of the project, and may use similar layouts or elements within projects. It is not possible for the Client to own common layouts and colors. 

Schedules + Timelines
The Service Provider has provided the Client with an estimated timeline in this contract to provide guidance on timing and ensuring appropriate time is able to be allocated by the Client to complete each phase as discussed. Please keep in mind this timeline is only estimated an is subject to change. 
The Service Provider is not responsible for delayed launches due to delays on behalf of the Client. These delays can be caused by, but not limited to, being late in supplying requested materials, delayed responses, or requests for changes in the project scope. The Client understands that changes in content after initial delivery will result in delays and additional fees. 

Client may not pause or put the project on hold. If the Client decides they no longer want to work with the Service Provider, they are still liable for the full contract.

Revisions + Changes
Unless otherwise provided herein, Client shall pay additional charges for all changes requested by Client which are outside the Scope of the Services on a time and materials basis, at Designer’s standard hourly of $300.00 per hour, or in an amount separately agreed upon in writing in advance of the change. Such charges shall be in addition to all other amounts payable under this Agreement despite any maximum budget, contract price or final price identified therein. Designer may extend or modify any delivery schedule or deadline as required by such Changes. 

If the Client requests changes to items that we approved prior, it will be billed extra and it will increase the timeline of the project. The Service Provider reserves the right to decline the additional work beyond the original scope. 

Please note that change requests must be written and documented by the client, discussed together, and sent over for approval. The Service Provider will provide a new timeline and a new addendum to be signed by the Client.

The Client agrees to keep the link and branding for Sarah Rose Inc. at the bottom navigation of their website footer. If this branding or link is removed, the Client agrees to pay Sarah Rose Inc. $5,000 for the rights to remove these items on their website and to notify Sarah Rose Inc in writing of their desire to do so. 

Abandonment Clause 
If Client has not provided Service Provider with required approvals, feedback, or content for any 14 day period after a request has been initially made, Service Provider will consider the project abandoned. All incomplete work will remain the property of Service Provider and any fees or deposits made are non-refundable. Discarded concepts remain the property of the designer and may not be used by the Client.
If Client wishes to restart an abandoned project, they will be subject to a restart fee and any applicable price increases, which will be re-quoted and the project work will commence subject to availability of the Designer. 

If meetings need to be held, client understands that meetings will be via video conference. Client is allowed 2 "get out of jail free" cards for cancelled, rescheduled, or no-show appointments. After that, during the course of working together, if the client runs into additional scheduling issues, Sarah Rose Inc. reserves the right to terminate the project with no refunds or reschedules.

Client Responsibilities
Client understands that Service Provider is not an employee, and that this will be a collaborative, professional relationship of equals where mutual professional respect, courtesy and consideration are expected. Due to the virtual nature of the relationship, Client understands the importance of communication, especially via email, and agrees to respond to questions, requests and communications from Service Provider in a timely manner. Client understands that Service Provider is a business with other clients to serve, and requires fair, realistic notice in order to attend to requests and projects. Poor planning or miscommunications on the part of the Client will not constitute an emergency for Service Provider. Client understands that Service Provider may require detailed clarification of projects in order to meet expectations and provide the best support and highest quality work.

Office Hours + Communication
Office hours are Monday through Friday 9:00 am to 5:00pm (EST). Honeybook is to be the primary form of communication between Client and Service Provider so that all communication will be kept in one place. Please message me in Honeybook if you have any questions. Service Provider is available for Zoom calls during office hours only. Occasional calls of only a few minutes in duration are not typically billed to Client. However, the time of both parties must be respected, and calls lasting over 25 minutes will be billed to Client. Zoom meetings must be prescheduled. Cancellation requires a minimum of 24 hours advance notice. Missed meetings or cancellations without sufficient notice will be billed to Client. 
The Service Provider will not respond to calls and texts to their personal phone number. Please note that social media and texting is not an effective form of communication.

Please list the main point of contact for this project: 

Project Completion
Basic support receives 24-48 hours attention. Each new or special project requires a minimum three (3) days lead time. Client will provide sufficient notice and allow for reasonable timeframes for project completions. Rush projects of 24 hours or less and projects requiring weekend or holiday work may be subject to a 25% surcharge and/or other rush fees. Service Provider reserves the right to refuse any project or service request.

Design Content Requirements
Client will provide all required content (website pages topics + website images), workbooks, questionnaires, and information requested by the designer. We highly recommend all Sarah Rose Inc. clients conduct a new brand photography session for the best results with your high-end branding and website design. Source material must be clear and legible. Please understand that not providing content requested by the due dates required may lead to canceling of the design date without refund. If the client is worried they may not be able to meet the content deadline, please send us an email at hello@sarahroseinc.co and we can let you know the next available date in the design calendar.

Please be aware the client is responsible for providing: 
All the photography on the website. We highly recommend all Sarah Rose Inc. clients conduct a new brand photography session for the best results with your high-end branding and website design. If you do not have or provide any photography, we are happy to source it for you. This will be an additional fee of $500 plus any stock photography costs. 
Completing all homework (workbooks, questionnaires, and additional information) as requested by Sarah Rose Inc. Please note that not completing the homework as requested before your design date begins will result delays with your project. As we are normally booked 1-3 months in advance, we will have to ask you to reschedule after our schedule allows. We want to make sure you are taken care of, so please let us know if you have any questions about your homework, brand photography or the project itself prior to starting your design date.

The client’s deposit holds their place in the design calendar and that spot is no longer available to be booked by another client.

Client is responsible for furnishing all pertinent information, and for furnishing accurate, truthful and complete information necessary for Service Provider to perform or complete the agreed services or project. The client is responsible for ensuring all photos, images, videos, and content provided hold the proper copyright permissions.

Completed projects will be delivered via Honeybook, Google Drive, email, or Dropbox depending on what is needed for the project and file type. 

Client assumes full responsibility for acceptance of work or services performed and agreed upon, as well as final proofing and accuracy. Service Provider is not responsible for errors or omissions.

3rd Party Apps + Email
The Service Provider is not responsible for integrations or communication with email providers, 3rd party apps or services.

Technical Support
The Service Provider cannot reasonably guarantee that functions and websites will stay error-free forever. The Client understands that on-going maintenance is not included and that backups are not included and the sole responsibility of the Client. On-going security is also the Client's responsibility. The Service Provider is not responsible for downtimes or any loss of income due to downtimes. 

Post Launch Support
The Client will have a 30 day post launch window to share any bugs with the Service Provider. Changes to anything previously approved or any design changes are NOT included. 

Payment Options
Client is able to make a payment with American Express, Visa, Mastercard, or bank wire in their client portal in HoneyBook.

Force Majeure
No party shall be liable or responsible to the other party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations to make payments to the other party hereunder), when and to the extent such failure or delay is caused by or results from acts beyond the impacted party’s (“Impacted Party”) control, including, but not limited to, the following force majeure events (“Force Majeure Events”): (a) acts of God; (b) a natural disaster (fires, explosions, earthquakes, hurricane, flooding, storms, explosions, infestations), epidemic, or pandemic; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order or law; (e) actions, embargoes or blockades in effect on or after the date of this Agreement; (f) action by any governmental authority; (g) national or regional emergency; (h) strikes, labor stoppages or slowdowns or other industrial disturbances; and (i) shortage of adequate power or transportation facilities. The Impacted Party shall give Notice within 7 days of the Force Majeure Event to the other party, stating the period of time the occurrence is expected to continue. The Impacted Party shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized. The Impacted Party shall resume the performance of its obligations as soon as reasonably practicable after the removal of the cause. In the event that the Impacted Party’s failure or delay remains uncured for a period of 45 days following Notice given by it, the other party may thereafter terminate this Agreement upon Notice.

Failure to Perform Services
In the event Designer cannot or will not perform its obligations in any or all parts of this Agreement, it (or a responsible party) will:
 Immediately give Notice to Client via the Notice provisions detailed in this Agreement; and
 Issue a refund or credit based on a reasonably accurate percentage of Services rendered; and
 Excuse Client of any further performance and/or payment obligations in this Agreement.

Refund Policy 
We offer an UNHEARD of 30 Day Love It Or Leave It Guarantee. We know how scary it can feel to trust your entire brand and website to a designer (even us!). So we want to make this as risk-free as possible for you. We promise that if you complete all the required homework, show up to the kickoff call, complete any feedback requests in a timely manner, and go through our Client Portal trainings, and after 30 days, you don't feel your brand and website have leveled up beyond your wildest dreams- Let us know and we'll refund your entire fee. Client may not initiate payment chargebacks or disputes through their financial institution or processor. 

Appropriate Conduct/ Safe Working Environment
Health & Safety
Client(s) further understand that [Provider] complies with all health and safety laws, directives, and rules and regulations. Client(s) expressly agree(s) that the Client(s) and Client(s)’ agents shall not carry weapons or firearms, be exposed to severe illness, or request the [Provider] to do anything illegal or unsafe. Further, [Provider] will not provide services in any location or area deemed to be unsafe in its sole discretion, including, but not limited to, areas affected by communicable diseases, quarantined areas, or other similar occurrences. Under any of these circumstances, [Provider] reserves the right to end service coverage immediately and/or leave the meeting. [Provider] shall be entitled to retain all monies paid and Client(s) agree to relieve and hold [Provider] harmless as a result of incomplete work coverage, or for a lapse in the quality of the [Provider’s] work.
General Provisions
The laws of North Carolina govern all matters arising out of or relating to this Agreement, including torts.

If any portion of this Agreement is deemed to be illegal or unenforceable, the remaining provisions of this Agreement remain in full force.
Parties shall provide effective notice (“Notice”) to each other via either of the following methods of delivery at the date and time which the Notice is sent:
Designer's Email: hello@sarahroseinc.co

This Agreement constitutes the final, exclusive agreement between the parties relating to the and Services contained in this Agreement. All earlier and contemporaneous negotiations and agreements between the parties on the matters contained in this Agreement are expressly merged into and superseded by this Agreement.
The parties may amend this Agreement only by the parties’ written consent via proper Notice.