Terms and Conditions

1. Introduction

Welcome to Web Smith. These Terms and Conditions govern your use of our website located at https://web-smith.us and the services we provide, including website design and development, website maintenance and fixes, Google Ads campaign management, and SEO services.

By accessing or using our website and services, you agree to be bound by these Terms and Conditions. If you do not agree with any part of these terms, you may not use our services.

2. Definitions

• "Company," "we," "us," or "our" refers to Web Smith
• "Client," "you," or "your" refers to the individual or entity using our services
• "Services" refers to website design and development, website fixes and maintenance, Google Ads management, SEO services, and any other digital marketing services we provide
• "Website" refers to https://web-smith.us

3. Services Provided

Web Smith provides the following services:

• Website design and development
• Website maintenance and technical fixes
• Google Ads campaign creation and management
• Search Engine Optimization (SEO) services
• Related digital marketing and web development services

The specific scope of services, deliverables, timelines, and pricing will be outlined in a separate agreement, proposal, or statement of work provided to the client.

4. Client Responsibilities

When engaging our services, you agree to:

• Provide timely access to necessary materials, content, credentials, and information required for project completion
• Respond to requests for feedback, approvals, or clarifications in a timely manner
• Ensure you have the legal right to use any content, images, logos, or materials you provide to us
• Maintain backups of your website and data independently
• Comply with all applicable laws and regulations in your use of our services

Delays caused by failure to fulfill these responsibilities may result in project timeline extensions and are not the responsibility of Web Smith.

5. Payment Terms

• Payment terms, amounts, and schedules will be specified in your service agreement or invoice
• Payment is due according to the terms outlined in your invoice or agreement
• We accept payment via methods specified in your invoice, which may include credit card, bank transfer, or other payment processors such as Stripe
• Payments processed through Stripe are subject to Stripe's terms and conditions, available at stripe.com/legal/consumer. Web Smith does not store or have access to your full payment card details.
• Late payments may be subject to late fees or interest as specified in your agreement
• We reserve the right to suspend services for accounts with overdue payments
• All fees are non-refundable once work has begun. For projects requiring a deposit, if you cancel before work begins, your deposit is refundable minus a $100 administrative fee. Maintenance plans may be cancelled at any time with no cancellation fee — cancellation takes effect at the end of the current billing cycle

6. Intellectual Property Rights

6.1 Client-Provided Materials

You retain all ownership rights to content, images, logos, trademarks, and other materials you provide to us. By providing these materials, you grant us a limited, non-exclusive license to use them solely for the purpose of providing our services to you.

6.2 Work Product

Upon full payment for services rendered:

• Custom website designs, code, and content created specifically for you will be transferred to you
• You will own the final deliverables as specified in your service agreement

Web Smith retains ownership of:

• Pre-existing materials, templates, code libraries, and tools used in providing services
• General knowledge, techniques, and methodologies developed during the project
• The right to display completed work in our portfolio unless otherwise agreed in writing

6.3 Third-Party Components

Websites and services may include third-party components, plugins, themes, or software that are subject to their own licensing terms. You are responsible for complying with such licenses.

7. Google Services and Advertising

When we manage Google Ads campaigns or other Google services on your behalf:

• You must maintain a valid Google Ads account and comply with Google advertising policies
• You are responsible for all advertising costs incurred on your Google Ads account
• We will manage campaigns according to the agreed scope, but results are not guaranteed
• You grant us authorized access to your Google Ads account for management purposes
• You acknowledge that Google may change its policies, algorithms, or pricing at any time

8. SEO Services

For SEO services, you acknowledge and agree that:

• SEO results depend on many factors beyond our control, including search engine algorithms, competition, and website history
• We do not guarantee specific rankings, traffic levels, or conversion rates
• SEO is an ongoing process that requires time, and results may take weeks or months to materialize
• Search engines may change their algorithms at any time, which may affect your rankings
• We follow ethical, white-hat SEO practices and do not engage in black-hat techniques

9. Website Maintenance and Support

• Maintenance and support terms will be specified in your service agreement
• Response times and availability depend on your service level
• Emergency support may be available at additional cost
• We are not responsible for issues caused by third-party plugins, themes, hosting providers, or client modifications
• Regular backups are recommended and may not be included in basic maintenance plans

10. Warranties and Disclaimers

We warrant that services will be performed in a professional and workmanlike manner. However:

THE SERVICES AND WEBSITE ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We do not warrant that:

• Our services will meet your specific requirements or expectations
• Our services will be uninterrupted, timely, secure, or error-free
• Results obtained from our services will be accurate, reliable, or achieve specific outcomes
• Websites we create will be compatible with all browsers, devices, or future technology

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WEB SMITH SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, WHETHER IN AN ACTION IN CONTRACT, TORT, OR OTHERWISE, ARISING FROM YOUR USE OF OUR SERVICES OR WEBSITE.

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO OUR SERVICES SHALL NOT EXCEED THE AMOUNT YOU PAID TO US IN THE SIX MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM.

Some jurisdictions do not allow the exclusion of certain warranties or limitations of liability, so some of the above limitations may not apply to you.

12. Indemnification

You agree to indemnify, defend, and hold harmless Web Smith, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorney fees) arising from:

• Your use of our services or website
• Your violation of these Terms and Conditions
• Your violation of any third-party rights, including intellectual property rights
• Content or materials you provide to us
• Any negligent or wrongful conduct by you

13. Termination

Either party may terminate a service agreement according to the terms specified in that agreement.

We reserve the right to suspend or terminate your access to our website or services immediately, without prior notice, if you:

• Breach these Terms and Conditions
• Fail to pay amounts due
• Engage in fraudulent, abusive, or illegal activity
• Provide false or misleading information

Upon termination:

• You remain responsible for all outstanding payments
• We may cease all services immediately
• Provisions that by their nature should survive termination will remain in effect

14. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the course of our business relationship. This obligation does not apply to information that:

• Is or becomes publicly available through no fault of the receiving party
• Was known to the receiving party prior to disclosure
• Is independently developed by the receiving party
• Must be disclosed by law or court order

15. Third-Party Links and Services

Our website may contain links to third-party websites or services that are not owned or controlled by Web Smith. We have no control over and assume no responsibility for the content, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that we shall not be responsible for any damages or losses caused by your use of such third-party content.

16. Modifications to Terms

We reserve the right to modify these Terms and Conditions at any time. We will notify you of any changes by posting the new Terms and Conditions on this page and updating the Effective Date.

Your continued use of our services after changes are posted constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must discontinue use of our services.

17. Governing Law and Dispute Resolution

These Terms and Conditions shall be governed by and construed in accordance with the laws of the United States and the State of Illinois, without regard to its conflict of law provisions.

Any dispute arising from or relating to these Terms or our services shall be resolved through:

• Good faith negotiations between the parties
• If negotiations fail, binding arbitration in accordance with the rules of the American Arbitration Association
• The arbitration shall take place in Illinois

You agree to waive any right to a jury trial or to participate in a class action lawsuit.

18. Severability

If any provision of these Terms and Conditions is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable. If modification is not possible, the provision shall be severed, and the remaining provisions shall continue in full force and effect.

19. Entire Agreement

These Terms and Conditions, together with any service agreements, proposals, or statements of work, constitute the entire agreement between you and Web Smith regarding the use of our services and supersede all prior agreements and understandings, whether written or oral.

20. Force Majeure

Web Smith shall not be liable for any failure or delay in performing its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, government actions, internet or telecommunications failures, or any other force majeure event.