Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") govern your access to and use of the Alpha Seed Web Design website located at alpha-seed-web-design.pages.dev (the "Site"), as well as any design, development, or consulting services provided by Alpha Seed Web Design ("Provider", "we", or "us").

"You" refers to any visitor, prospective client, or signed client of the Provider.

These Terms constitute a legally binding agreement between you and the Provider. If you are entering into this agreement on behalf of a company or organization, you represent that you have the authority to bind that entity.

2. Our Services

Alpha Seed Web Design provides website design, redesign, development, and related digital services for small businesses. Our service offerings include, but are not limited to:

• Website Redesign Packages — Basic, Advanced, and custom-tier website builds.
• Maintenance & Support — ongoing updates, security patches, and content changes.
• SEO Optimization — on-page SEO, schema markup, and local search optimization.
• Free Website Audit — a no-obligation analysis of your current website's performance.
• Consulting — strategic guidance on digital presence and conversion optimization.

The specific scope, deliverables, timeline, and pricing for any engagement will be defined in a separate signed agreement or Statement of Work ("SOW"). In the event of a conflict between these Terms and a signed SOW, the signed SOW prevails for that specific engagement.

3. Eligibility

You must be at least 18 years of age to use our services or enter into a contract with us. By using our Site or services, you represent and warrant that:

• You are at least 18 years old (or the age of majority in your jurisdiction).
• You have the legal capacity to enter into binding contracts.
• If acting on behalf of a business, you have the authority to bind that business.
• You are not prohibited from receiving our services under applicable law.

4. Client Responsibilities

To ensure successful project delivery, the client agrees to:

• Provide accurate information — including business details, branding assets, content, and access credentials when requested.
• Respond in a timely manner — review deliverables and provide feedback within agreed-upon timeframes (typically 3–5 business days). Delays in client feedback may extend project timelines.
• Provide content — text, images, logos, and other materials unless content creation was explicitly included in the SOW. If you do not provide content within 30 days of request, the Provider may use placeholder content or pause the project.
• Ensure you have the rights to all content, images, and materials you provide. The Provider is not responsible for verifying copyright ownership of client-supplied materials.
• Pay invoices according to the agreed payment schedule.
• Designate a single point of contact to avoid conflicting instructions from multiple stakeholders.

5. Quotes & Pricing

All quotes provided by the Provider are valid for 30 days from the date of issue, unless otherwise stated. Pricing may change after this period.

Published prices on our website (including package rates listed in schema markup or pricing tables) are indicative starting prices and may vary based on project complexity, scope, timeline, and specific client requirements. A final, fixed price will be confirmed in the signed SOW.

The Provider reserves the right to decline a project for any reason, including but not limited to scope mismatch, capacity constraints, or ethical concerns (see Section 17).

6. Payment Terms

6.1 Deposits

A 50% deposit is required before work begins on any project. This deposit secures your slot in our production schedule and is non-refundable once work has commenced (see Section 14 for cancellation terms).

6.2 Milestone payments

For projects exceeding $2,000, the remaining 50% may be split into milestone payments as defined in the SOW (e.g., 25% at design approval, 25% at launch).

6.3 Maintenance plans

Monthly maintenance plans are billed in advance. The first invoice is due upon signup. Subsequent invoices are due on the same date each month. Plans can be cancelled with 30 days' notice.

6.4 Late payments

Invoices are due within 7 days of issue (unless otherwise stated). Overdue invoices accrue a late fee of 1.5% per month (18% annual). Work may be paused on accounts more than 14 days overdue until payment is received.

6.5 Payment methods

We accept payment via PayPal (credit/debit card, PayPal balance, bank transfer). Bank wire transfer is available for projects over $3,000 upon request.

6.6 Taxes

Prices are quoted in USD and do not include applicable taxes, duties, or levies (e.g., VAT, GST, sales tax). The client is responsible for any taxes applicable in their jurisdiction. The Provider does not currently collect US sales tax.

7. Delivery & Timeline

Estimated delivery timelines are provided in the SOW and are approximate. Timelines depend on:

• Prompt client feedback and approvals.
• Timely delivery of content and assets by the client.
• Project scope remaining within agreed boundaries.
• No intervening technical blockers beyond the Provider's control.

The Provider commits to reasonable best-effort timelines. If the Provider causes a delay beyond the estimated timeline by more than 10 business days (excluding client-caused delays), the client may request a 5% discount on the remaining balance, capped at $500.

If the client is unresponsive for more than 30 consecutive days, the project may be placed on hold. Reactivation after 90 days of inactivity may be subject to a re-scoping fee.

8. Revisions & Approval

8.1 Revision rounds

Each project includes a defined number of revision rounds as specified in the SOW:

• Basic package — 2 revision rounds on the design mockup.
• Advanced package — 3 revision rounds on the design mockup.
• Additional revisions are billed at $75/hour with prior client approval.

8.2 What counts as a revision

A revision is a set of consolidated feedback on a single deliverable. Minor tweaks (e.g., text changes, color adjustments) within the same round are included. A new page, new feature, or fundamental layout change after design approval may be treated as a scope change and quoted separately.

8.3 Approval process

When a deliverable is submitted for approval, the client has 5 business days to review and respond. If no response is received within 5 business days, the deliverable is deemed auto-approved and the project proceeds to the next phase. This prevents indefinite project stalls.

8.4 Scope changes

Requests that go beyond the agreed scope (additional pages, new features, significant design overhauls after approval) will be quoted as a Change Order and require written client approval before work begins.

9. Intellectual Property

9.1 Final deliverables

Upon full payment of all invoiced amounts, the Provider transfers to the client full ownership of the final website code, design, and content created specifically for the project. The client receives:

• Full copyright to the custom design and code.
• The right to modify, reuse, and transfer the website.
• All source files (HTML, CSS, JS, design files) delivered via a shared folder.

9.2 Third-party assets

The website may include third-party assets (fonts, stock images, open-source libraries, icons). These are licensed under their respective terms (often royalty-free or open-source). The client inherits those licenses but does not own the underlying assets. The Provider will provide a list of all third-party assets and their licenses upon project completion.

9.3 Provider tools & processes

The Provider retains ownership of its proprietary tools, templates, workflows, frameworks, and internal processes used to create the deliverable. These are not transferred to the client, even though the final output is. Think of it like a restaurant: you own the meal, not the recipe.

9.4 Pre-existing content

Any content, code, or design elements that the Provider created prior to the engagement or independently of the project remain the Provider's property. If such elements are used in the project, the client receives a perpetual, royalty-free license to use them as part of the website.

10. Portfolio & Marketing Rights

The Provider retains the right to display the completed work in its portfolio, website, social media, case studies, and marketing materials. This includes using the client's business name, a screenshot of the website, and a brief description of the work performed.

If the client prefers to keep the project confidential (e.g., NDA in place, stealth-mode startup), this must be agreed in writing in the SOW. In such cases, the Provider will not publicly display the work but may still reference the engagement in anonymized form (e.g., "a restaurant in Asheville").

The Provider may, with the client's permission, request a testimonial for marketing use. Testimonials are voluntary and can be withdrawn at any time.

11. Warranties & Disclaimers

11.1 What we warrant

The Provider warrants that:

• The delivered website will conform to the specifications in the SOW.
• The work will be performed in a professional, workmanlike manner.
• The custom code is free from known malware, backdoors, or malicious code.
• The website will be mobile-responsive and function in modern browsers (Chrome, Safari, Firefox, Edge — current and one prior version).

11.2 Warranty period

The Provider offers a 14-day post-launch warranty period. During this time, any bugs or defects caused by the Provider's work will be fixed at no charge. This does not cover issues caused by client modifications, third-party changes, server migrations, or content changes made after handoff.

11.3 What we do not warrant

The Provider does not guarantee or warrant:

• Specific search engine rankings, traffic levels, or conversion rates (SEO outcomes depend on many factors outside our control).
• Compatibility with deprecated browsers (e.g., Internet Explorer) or unusual devices.
• Uninterrupted or error-free operation of third-party services (e.g., hosting, payment gateways, APIs).
• Future compatibility with browser updates or platform changes beyond what is standard at delivery.

11.4 As-is website content

Content published on the Provider's own Site (blog posts, guides, pricing tables) is provided for informational purposes only and does not constitute professional legal, tax, or business advice.

12. Limitation of Liability

In no event shall the Provider be liable for:

• Indirect, incidental, or consequential damages — including lost profits, lost revenue, lost data, business interruption, or reputational harm.
• Damages exceeding the project fee — the client's exclusive remedy is limited to the amount paid for the specific engagement.
• Damages caused by third parties — including hosting outages, domain registrar failures, payment processor errors, or CDN disruptions.
• Damages caused by client actions — including content the client publishes, changes the client makes to the code, or the client's failure to maintain the website.

This limitation applies even if the Provider was advised of the possibility of such damages. It is a fundamental basis of the agreement that the Provider's services are priced with this limitation in mind.

13. Indemnification

The client agrees to indemnify, defend, and hold harmless the Provider and its affiliates from and against any claims, damages, losses, liabilities, costs, or expenses (including reasonable attorney's fees) arising out of or related to:

• Client-supplied content — including claims of copyright infringement, defamation, or trademark violation based on materials the client provided.
• Client's breach of these Terms or the signed SOW.
• Client's use of the delivered website — including content published by the client after handoff.
• Misrepresentation — any inaccurate information the client provided about their business, rights, or authority.

The Provider will provide reasonable cooperation in the defense of any claim. The Provider reserves the right to participate in the defense with its own counsel at its own expense.

14. Cancellation & Refunds

14.1 By the client — before work begins

If the client cancels before the Provider has commenced work (i.e., before the kickoff meeting or before any deliverables have been shared), the 50% deposit is refundable minus a 10% administrative fee (to cover scheduling, onboarding, and admin costs).

14.2 By the client — after work begins

If the client cancels after work has commenced:

• The 50% deposit is non-refundable (it covers the work already done and the reserved schedule slot).
• The client is billed for any work completed up to the cancellation date, prorated against the total project fee.
• The client receives all completed deliverables up to the cancellation date.
• Any outstanding balance is due within 7 days of cancellation.

14.3 By the Provider

The Provider may cancel the engagement if:

• The client breaches these Terms or the SOW and fails to cure within 14 days of written notice.
• The client becomes insolvent, bankrupt, or dissolved.
• The client engages in illegal, unethical, or fraudulent activity.
• Continuing the engagement would expose the Provider to legal liability.

In these cases, the client receives completed work up to the cancellation date and is billed accordingly. No refund of the deposit is provided.

14.4 Maintenance plans

Monthly maintenance plans can be cancelled with 30 days' written notice. The current billing cycle is non-refundable, but no further charges will be made after the cancellation takes effect.

14.5 Satisfaction guarantee

The Provider offers a design-phase satisfaction guarantee: if the client is not satisfied with the initial design mockup after the first revision round, the client may request a full refund of the deposit and walk away with no further obligation. This guarantee does not apply after the design has been approved and development has begun.

15. Confidentiality

Both parties agree to keep confidential any non-public information shared during the engagement, including business strategies, financial information, customer data, trade secrets, and proprietary processes.

This obligation:

• Survives for 3 years after the engagement ends.
• Does not apply to information that is already public, independently developed, or rightfully received from a third party.
• Does not prevent either party from complying with a valid legal order (with prompt notice to the other party, if permitted).

If the client requires a formal Non-Disclosure Agreement (NDA), the Provider is happy to sign one before work begins.

16. Third-Party Services

The Provider may recommend or integrate third-party services as part of the project, including but not limited to:

• Hosting — Cloudflare Pages, Netlify, Vercel, or client-chosen hosting.
• Contact form processing — Formspree or similar.
• Payment processing — PayPal, Stripe.
• Analytics — privacy-respecting analytics tools.
• Email — Google Workspace or similar.
• CDN / DNS — Cloudflare.

The Provider is not responsible for the performance, uptime, or policies of these third-party services. The client's use of these services is governed by their respective Terms of Service and Privacy Policies. The Provider will configure integrations correctly at delivery but does not guarantee ongoing third-party service availability.

The client is responsible for maintaining their own accounts with third-party services after handoff (unless a maintenance plan is in place).

17. Prohibited Uses

The client agrees not to use the delivered website or the Provider's services for any of the following:

• Illegal activities — anything prohibited by applicable local, state, national, or international law.
• Infringement — violating any patent, trademark, trade secret, copyright, or other intellectual property right.
• Harmful content — malware, phishing, hate speech, harassment, or content that promotes violence or discrimination.
• Adult content — pornography or sexually explicit material (the Provider does not serve this industry).
• Deceptive practices — fake reviews, misleading claims, Ponzi schemes, or fraudulent offers.
• Spam — unsolicited mass email in violation of CAN-SPAM, GDPR, or similar regulations.
• Weapons / regulated goods — firearms, controlled substances, or items requiring special licensing.

If the Provider discovers that the delivered website is being used for any prohibited purpose, the Provider may immediately terminate the engagement, suspend any ongoing services, and in serious cases, request that the hosting provider take the site down.

18. Termination

Either party may terminate the engagement as described in Section 14. Upon termination:

• The Provider will deliver all completed work up to the termination date.
• The client will pay all outstanding invoices within 7 days.
• Any licenses granted (see Section 9) take effect only upon full payment.
• Each party will return or destroy the other's confidential information.
• Provisions that by their nature should survive (indemnification, IP, liability, confidentiality) remain in effect.

19. Dispute Resolution

The parties agree to resolve disputes in the following order:

19.1 Good-faith negotiation

Before initiating formal proceedings, the parties will attempt to resolve the dispute through good-faith negotiation. The complaining party will provide written notice of the dispute, and the parties will have 30 days to reach a resolution.

19.2 Mediation

If negotiation fails, the parties will attempt mediation through a mutually agreed-upon mediator (e.g., via JAMS or the Singapore Mediation Centre) before proceeding to arbitration. Mediation costs are shared equally.

19.3 Binding arbitration

If mediation fails, the dispute will be resolved by binding arbitration administered by the Singapore International Arbitration Centre (SIAC) under its rules. The arbitration will be conducted:

• Seat: Singapore.
• Language: English.
• Number of arbitrators: one (1), unless the claim exceeds $50,000, in which case three (3).
• Proceedings may be conducted remotely (video conference) to reduce costs.

19.4 Exceptions

Either party may seek immediate injunctive relief from a court of competent jurisdiction to protect intellectual property, prevent ongoing harm, or enforce confidentiality, without first going through the process above.

20. Governing Law

These Terms and any engagement governed by them are governed by the laws of the State of Delaware, United States of America, without regard to its conflict-of-law provisions.

The choice of Delaware law reflects its well-developed body of business and contract law, which provides predictability for both US and international clients. The arbitration venue (Singapore) is chosen for its neutrality, efficiency, and enforceability under the New York Convention (signed by 170+ countries).

21. Changes to These Terms

The Provider may update these Terms at any time. When we do:

• Material changes — we'll update the "Last updated" date at the top of this page and, for existing clients, notify by email at least 30 days before the changes take effect.
• Minor changes — (clarifications, formatting, typos) take effect immediately upon updating the date.
• For active engagements — the Terms in effect at the time of signing the SOW govern that engagement, unless the client explicitly agrees to the updated Terms.
• The current version is always available at this URL.

Continued use of our services after changes take effect constitutes acceptance of the updated Terms.

22. Contact Us

If you have any questions about these Terms, our services, or an existing engagement:

• Email: [email protected]
• Legal matters: [email protected]
• Privacy: Privacy Policy · [email protected]
• Response time: within 2 business days for general inquiries; within 5 business days for legal matters.