1. General Terms

1.1 Your Responsabilities

To ensure effective delivery of our services, you agree to:

• Designate a primary point of contact with the authority to provide feedback and make decisions regarding the project.

• Provide accurate and complete content, information, and account access as needed in a timely manner.

• Pay all invoices on time and in accordance with your Proposal.

• Notify us of any expected delays or availability issues.

Failure to meet these responsibilities may result in project delays, reduced scope of deliverables, or termination under Section 1.5.

1.2 Guarantees

We do not make any guarantee beyond our commitment to perform services with the skill and care expected of professionals in our field.

• We are an independent contractor.

• We use industry-standard platforms and practices, but cannot guarantee security or prevention of data loss.

• We do not make guarantees about your reputation, leads, sales, or other marketing or business outcomes.

1.3 Exclusions & Legal Compliance

We agree to provide only the products and services explicitly described in your signed Proposal.

• Anything not explicitly mentioned is excluded; travel, physical products, and coordinating work with other consultants or vendors are not included unless specified.

• We are not responsible for ensuring that your website, content, or business practices comply with relevant laws or regulations. Please consult a legal professional for compliance concerns.

1.4 Limitation of Liability

• Our maximum liability to you under any circumstance is limited to the total fees paid by you, minus any refunds already issued, for the specific product or service giving rise to the claim.

  • For ongoing services, we will refund at most one month’s fee, no matter how long you’ve been a client.

  • For one-time projects subject to payment plans, the limit is the total amount paid for that project.

• We are not responsible for indirect, incidental, or consequential damages, including lost business, lost profits, or loss of brand value.

• We cannot be held liable for failure to perform our obligations due to force majeure events or acts of God.

• We cannot be held liable for issues, downtime, or data loss caused by the third-party platforms we use to publish and host your content.

• You agree to indemnify and hold us harmless against any claims, damages, or legal actions arising from your actions, your provided content, or your business operations.

1.5 Governing Law, Severability, Termination, Refusal

• These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles. Any disputes arising under these Terms shall be resolved exclusively in the state or federal courts located in Dallas, Texas.

• If any provision of these Terms is found to be unenforceable or invalid, the remaining provisions will continue in full force and effect.

• We reserve the right to terminate any agreement at our sole discretion if your communication becomes uncooperative, disrespectful, hostile, impedes our ability to perform our work effectively, or if you cause a project to be significantly delayed without prior written notice. Upon termination for cause, we will issue a pro-rated refund for any paid but undelivered work, deliver any work product in its current state, and be released from any further obligation to complete the project.

• We reserve the right to refuse to enter into an agreement with any potential client for any reason.

1.6 Entire Agreement and Amendments

• These Terms, together with your signed Proposal, constitute the entire agreement between the parties and supersede all prior discussions, representations, or agreements.

• We may update these Terms from time to time. Updated Terms will be posted at purplecowbrands.com/terms with a revision date. Continued use of our services after changes are posted constitutes acceptance of the revised Terms.

2. Intellectual Property & Ownership

2.1 Intellectual Property Ownership

Our Retained Rights

• We retain full ownership of our pre-existing materials, proprietary code, design frameworks, and the general know-how used to create your deliverables.

• Upon final transfer of ownership to you, we grant you a perpetual, royalty-free license to use these underlying elements exclusively as an integral part of your completed project.

• We retain the right to use designs, code, and other elements we create in a non-exclusive manner for other clients.

Your Vesting Ownership

• We retain full ownership of all client-specific deliverables until we receive full payment for each deliverable, regardless of whether the work has been published to your accounts or ours.

  • One-Time Projects: Full ownership and copyright transfer to you automatically upon completion of the project and receipt of all payments.

  • Month-to-Month Services: Ownership of a given month's completed deliverables transfers to you at the end of each fully paid monthly cycle.

2.2 Publicity

• We reserve the right to use images and references to your project and brand for our own publicity and marketing (e.g., portfolio displays, social media posts).

• We will include a backlink to our website in the footer of your completed website.

3. Payment and Billing

3.1 Proposal Validity & Initiation

• Proposals are valid for 14 days.

• Work will not begin until the Proposal is signed and the required initial payment is received.

3.2 Overdue Payments & Work Stoppage

• If a payment method fails or an invoice is overdue, all work will immediately pause until the balance is paid in full.

• The following late-payment penalties will apply:

  • A $50 one-time administrative fee will be applied to each overdue payment.

  • Overdue balances will accrue interest at a rate of 1.5% per month, or the maximum rate permitted by Texas law, whichever is less.

  • If a payment is over 60 days late, we may send the account to collections, and you will be responsible for any related expenses.

• For hosting subscriptions over 30 days late, your website will be unpublished and your hosting subscription canceled. To republish the site, you must pay all overdue balances, accrued interest, the first month's new hosting payment, and a $250 re-publishing fee.

3.3 Cancellation of Monthly Suscriptions

• To cancel a monthly subscription, you must notify us at least 10 business days before your next billing date. If you give insufficient notice, your subscription will renew for one additional billing cycle.

3.4 Liability for Changebacks and Payment-Related Fees

• If your failure to pay, dispute of a transaction, or any payment-related issue results in chargebacks, bank fees, financing fees, or other costs to us, you are liable for all such costs, including the original charged-back or incomplete payment amount and any associated penalties. We require immediate reimbursement upon demand.

4. Specific Service Terms

4.1 Change Orders

• Changes outside the original scope of your Proposal, or requests to modify work that has already been approved, will require a separate, mutually agreed-upon Change Order and may incur additional fees.

4.2 Monthly Consulting Subscriptons

• Monthly subscriptions include the specific deliverables outlined in your Proposal, budgeted internally based on an estimated hourly cap calculated at $150/hour.

• The scope, volume, and timeline of deliverables in a given month may be adjusted if productive time is lost due to late payment, client-caused delays, or excessive revision requests. We will notify you to discuss options if this occurs. No discounts or credits will be provided for any such reduction.

• The hourly cap is for internal planning only and does not represent a guaranteed minimum of hours worked or an allowance of hours owed. Unused time does not carry over to future months and we are not obligated to provide proof of hours worked or itemized time reports.

4.1 Web Hosting Subscriptions

• Hosting includes publishing on our preferred platforms, basic compliance updates, uptime monitoring, and site backups.

• Hosting does not include direct client access to the website's administrative backend unless explicitly priced as a separate line item.

• Websites must be hosted within our managed provider accounts.