Terms & Conditions

These Service Terms serve as the Agreement between you (“Client”) and Real Brand Marketing and will be accompanied by a written Project Estimate and/or Project Proposal. The Estimate or Proposal will provide a project description, scope of work, project elements, project timeline, project fees, and payment schedule, and are supplemental to the Service Terms (Terms of Service) as described herein. Acceptance of a project, either verbal or by signature (writing), and/or by providing a deposit or payment for the project, signifies and binds your agreement in full of these Terms and Conditions of Service.

Service Statement

Real Brand Marketing (also known as ‘RBM’, ‘Real Brand’ and ‘Designer’) is an Independent Contractor for the design and development of internet-based website services such as landing page(s) and websites, as described herein and per the accompanying project estimate and/or proposal. RBM will perform their services to the best of their ability, within their standard of care and provided project scope. RBM may use employees, third-party services, partners, and consultants to complete the project as prescribed and will oversee all work to verify and confirm acceptance and completeness to RBM’s standards.

RBM’s fee system is based on the estimated amount of work, overall value provided, team member involvement, project components and hard costs, and completion within a stated period of time. Hourly fees range from $85.00 to $200.00 depending upon the type of work and seniority of the team member providing such work. 

Additional work requested outside of the provided project description, scope of work statement, or additional work time, will be considered a change order or separate project, and will incur additional fees due and payable at the time of the request or prior to the commencement of such additional work. Client requests, that may impact the provided timeline, are done so at no detriment to RBM’s original agreement.

Conditions of Service

By requesting Real Brand design services, the Client verifies that he/she is 18 years of age or older and has read and agreed to the Service Terms and conditions, and fully understands the project scope and limitations of the project, along with their responsibilities, prior to accepting, providing payment, or project commencement.

New design and website projects require a 50% minimum deposit paid prior to project commencement. Website changes or makeovers, where there is an existing site on the Client’s hosting service, require a 100% payment prior to commencement, as RBM has no means of undoing or retaining completed work.

The design process requires Client’s ongoing collaboration and information provided within a prescribed time schedule. The Client agrees to provide such information on a timely basis, according to the timeline prescribed in the project estimate/proposal, so as not to slow, delay, or halt the project. If the project is delayed or halted due to the Client’s inaction* the project may be dropped from the current schedule and may be rescheduled at RBM’s sole discretion. The Client’s failure to provide the necessary information on a timely basis may result in project suspension, and result in forfeiture of any collected payments or fees. *

The Client asserts that he/she has the ability to meet with the prescribed timeline and will not be absent from the process, unless due to unforeseeable events or events outside of his/her/their control. (Recreation or vacations are foreseeable events.) Additional work time beyond the prescribed timeline caused by the Client will be billed by the hour.

*See Project Suspension and Abandonment

Rush Services

Requests for rush projects will be fulfilled at RBM’s sole discretion and scheduling availability, and at no liability to RBM. Demands for Rush Services will require a 120%- 200% markup of project fees to cover overtime and additional labor necessary to adjust schedules to a restricted time frame. RBM specifically provides no guarantee for full project completion per the Client’s schedule.

Fees & Payment

The initial project deposit shall be non-refundable unless the project is cancelled in writing within three days (36 hours) of contract acceptance date.  A cancellation fee of 10 percent (10%) of the total project fee will be withheld as payment for the following services: initial consultation(s), written project estimate or proposal, project file set-up, calendar blocking, project meeting(s), and invoice fees. The remainder of the deposit will be refunded via the original payment system, if requested within the cancellation period. No refund will be provided to the Client after the cancellation period, even if the project fails to be implemented or proceed through no fault of Real Brand. 

Payments and/or deposits for completed work as stated in the payment schedule or for additional requested services are non-refundable.

The fees paid for services shall be per the provided Payment Schedule. The Client asserts that he/she/the business/company has funds available to make all payments and will pay in full all deposits / payments as scheduled. Accepted payment methods are cash, bank transfer, business check (with printed business logo, name, and address), and Mastercard or Visa debit / credit cards. All payments made with a credit or debit card will incur a 3.5% surcharge to cover card fees.

Information Provided by Client

The Client shall furnish to RBM in writing (email or docs), all information that is required to produce the completed work, including but not limited to: written and /or edited copy, content, layout requirements, logos, artwork, clips, images or photos to be considered; printing and file requirements, number of pages, type of layout, theme, fonts, design examples, existing websites, sections and features of previous work, etc. The content and information will be provided to RBM no later than the date stated in the project proposal, and within 24 hours of any request.

The Client will supply the content and written copy (text) in its completed, final, proofed version, ready for use or placement. RBM reserves the right to edit the copy for accuracy, grammar, acceptability, and fit. 

If RBM is providing content development, the Client is responsible for all copy, proofreading, verification, editing, and validating the correctness of all information prior to publishing, or going live (publishing) on their website. The Client will turn over any copy edits within the scheduled period so as not to delay the project.

Depending on the nature of the website and Client’s location, legal pages such as Terms of Use and policy pages such as Privacy Policy, Return Policy, Cookie Policy, GDPR requirements, etc. may be required by government entities, vendors, affiliates, or licensing agencies. It is the sole responsibility of the Client to determine whether such pages are required, and to inform RBM prior to requesting a Project Estimate / Proposal. The Client is advised to consult an Attorney to determine their responsibilities in this matter. Legal pages are not automatically included in the project unless specifically requested and itemized in the Scope of Work statement.

RBM shall not be responsible for the Client’s failure to provide content (copy) for the project. Costs for content development, adding new content, additional consultations, and necessary revisions, shall be billed at the stated standard hourly rate and are additional to the project fees.

Domains, SSL Certificates & Hosting Services:

Registering a domain name for your website and annual fees are the Client’s responsibility. RBM can assist in the process of registration and connecting the domain name to the website for a nominal fee.

The Client authorizes Real Brand to procure and/or access on their behalf, internet hosting account and SSL certificate, to be paid by the Client as a separate service, or through a paid Plan offered by Real Brand Marketing. The Client shall place a valid credit card on account to secure internet hosting and recurring payments for their Domain Name(s), Hosting, SSL Certificates, Security, Maintenance, Back-ups, and any other requested or required services, including any annual renewals of plugins. Such authorization does not give Real Brand Marketing ownership of the website.

The Client authorizes RBM as an administrator of their Domain and Hosting account for the purpose of troubleshooting, obtaining support, correcting errors, and requesting updates. The Client shall not remove administrative access from any account, service, or website until any and all services, agreements, and payments have been fulfilled, or provided with a 30-day written notice. Note: RBM has no access to the Client’s credit card or payment account information and does not store card information within their records.

No annual or renewal fees for any recurring paid applications, plugins, or services will be required to be maintained or paid by Real Brand Marketing.

WordPress Themes & Plugins

Real Brand works solely within the dashboard, pages, posts, and elements of WordPress.  Clients must address any account, hosting, or support issues with their web host provider. 

Real Brand will install and configure one WordPress Toolbox / Theme, as selected by RBM to be suitable for the project.  RBM will create custom layouts per the selected Toolbox / Theme; and install and configure selected applications and plugins for requested features and functions as described within the general project description. Websites with RBM Maintenance Plans may also be provided with SEO enhancements and Security Monitoring application plugins.

Real Brand will offer one method of providing web elements or motion effects. While there may be many other options or solutions, requests for additional or changes to special elements or motions will be charged for research and implementation.

Where a current hosted website is requested to be revised, remodeled, or rebuilt, the Client must thoroughly review the entire site and either specify what to save (if possible) or remove themselves any content or elements they want removed, prior to project commencement. Failure by Client to fully review the site may result in unintentional removal of content and/or features and functions at no fault to RBM. Real Brand shall bear no liability, nor required to pay for or replace any elements of the site the Client did not clearly specify for saving or removal.

The Client understands that older sites (2 years +), or sites that have not be maintained by continuously updating applications and plugins, or heavily coded sites, may be unstable or become destabilized by the process of attempting to apply updates, or to revise or remodel the site, and accept all risks of having the site not work as desired, or completely crash. In such cases the Client accepts all costs incurred to design and build a new website.

Theme developer support will be provided for the first 90 days after project commencement. Additional support may be purchased by the Client, along with stated hourly fees for additional customization or revision work beyond the original project scope of work. 

All plugin and application subscriptions are licensed through the site, and therefore under ownership of the website owner. Theme and plugin purchases and annual licensing or renewal fees are to be paid by the Client.

Real Estate IDX Plugins require a Licensed Realtor MLS subscription for the feed, and monthly fee for the IDX service to be paid and maintained by the Client.

Artwork & Graphic Design

Client provided artwork and images for the work within the following standards:
Images for Websites must be a minimum of 72 dpi (150 dpi for high-resolution) and of the correct size or larger. Images will be optimized prior to uploading.
Digital photos must be clear quality, high-resolution, 1280px x 720px minimum size; 150dpi minimum, and thumbnails must meet standards for use. High-resolution images must be twice (2x) the required size.

RBM may provide a limited number of single-licensed images in the Project Proposal. All purchased images are for the work provided in the project, and are not transferable to the Client for additional use. Licensed images may be purchased by the Client for additional use.

The Client represents and unconditionally guarantees that any text, graphics, photos, designs, trademarks, or other artwork furnished to Real Brand Marketing for inclusion on the Client’s project are owned by the Client, and that the Client has permission, rights, and/or license from the rightful owner to use and publish.

The Client will hold harmless, protect, and defend Real Brand Marketing, its owners, employees, subcontractors, partners, and consultants from any claim or suit arising from the use of any elements or information furnished by the Client. Any legal fees, Attorney’s fees and other fees arising from such claim shall be paid in full by the Client.

Photography & Videography

Digital photography or videography is an additional (optional service) to the project fees and billed separately. All digital photography / videography fees are provided by third-party partners and based upon their fees. Rights to photos may be purchased at additional cost from the service provider. A written estimate for photography / videography will be provided in the project proposal, or as an addendum to design services.

Additional Work / Change Orders / Travel

Requests for additional concepts, consultations, changes, edits, revisions, work or time beyond the prescribed timeline, outside of the original project description and/or scope statement; or after project commencement through to completion, will be billed at the time of the requested service and due and payable prior to commencement.

Travel fees are to be paid by the Client. Travel fees by car are charged $4.50 / mile for projects outside of the advertised service area. All incurred expenses, such as hotel/room rentals, meals, entrance fees, and travel expenses directly related out-of-pocket costs, etc., are to be paid or reimbursed by the Client. Such reimbursements shall be made in full no later than 30 days after the date of such expenditures. Failure to pay the amount in full within 30 days shall accrue interest of 13% annually until payment is made in full. Unpaid invoices over 60 days will be sent to a collection agency which may impact Client’s credit score.

Internet Authorization

A web application or completed website is to be installed on the Client’s web hosting account on an internet server. The Client hereby authorizes RBM the right to access their hosting account and provide RBM with “write permission” for the Client’s image directory, cgi-bin directory, and any other directories or programs which need to be accessed for this project. Web hosts must be a Linux/Unix system server for standard CGI software.

Electronic Commerce

From time-to-time governments enact laws and levy taxes and tariffs affecting Internet electronic commerce. The Client agrees that they are solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend RBM, its’ owners, employees, consultants, and sub-contractors, from any claim, suit, penalty, tax, or tariff arising from the Client’s exercise of internet electronic commerce.

E-Commerce Sites

RBM utilizes WooCommerce and other integrated CMS cart systems. Each project is limited in use and features by the software application(s) and cart integration used.  Additional plugins and applications that integrate with WooCommerce and other CMS systems may be purchased at an additional fee and installed to meet with the Client’s project requirements. Payment, subscriptions and renewal fees for these applications and plugins are to be paid by the Client.

RBM will normally install a limited number (3) products provided by the Client, as part of the ecommerce project. Additional items may be requested to be installed at an additional fee.

Compatibility, Plugins & Third-Party Applications

The Client’s website will be designed for viewing on modern screens and tested for compatibility at the time the site is created for the major browsers and most smart mobile devices. As there is no single standard for device coding, the website may not be 100% compatible with all browsers or mobile devices. RBM does not design for web browsers or operating systems older than the current release or for those in beta testing at the time of project commencement.

Design reviews and signoffs are to be done on a up-to-date desktop computer, as mobile optimization is completed only after all revisions and sign-offs for the design are completed.

RBM does not guarantee the perfect operation or integration of any third-party themes, plugins or applications, or that they will work as described, or as desired by the Client. Both RBM and Client rely on the written description(s) as provided by the developers of such applications and plugins, and additional / other plugins or applications may be necessary for obtaining the features and functions as required by the project. The Client accepts such risks, and will bear all costs for purchase, installation, configuration, and any annual, update, or renewal fees as required.

Contact Forms & Spam

RBM is in no way liable for the development, use, or misuse of website integrated contact or submission forms, nor for spam by humans or spam-bots. Elementor Pro forms will be provided honeypot fields added to discourage spam bots. The use of anti-spam plugins or recaptcha plugins may be added upon request at the Client’s expense.

Content Management System (CMS)

RBM uses client-enabled WordPress content management system (CMS) database platform for website builds, content additions, edits, future upgrades, and application updates. RBM is not responsible, nor liable for the Client’s ability to learn, master, use, apply, or remember the CMS system. RBM provides limited, free remote (by phone, email, and/or internet) support within the first 30 days of publishing the completed website. Customer support after that time will be billed at the stated hourly fee. Site support does not include changes, modifications, or revisions to the site.

All purchased WordPress or other CMS Themes/Toolboxes are specifically licensed to Real Brand for necessary for the building, repair, and updating of the site. RBM is in no way liable for the failure of the Theme / Toolbox to work as provided, described, or as desired.

The Client, and/or any assigned third-party, under no circumstances, without written notice and/or payment for services rendered in full, shall remove RBM’s administrative access to hosting account(s) and/or website CMS dashboard without a written release by RBM. Such removal of access will be deemed a breach of this agreement, and RBM retains the right to file claim damages for loss of work and fees for any such action. Project files are the property of RBM will not be released to the Client without payment in full.

RBM shall retain rights to the original theme license and maintain updates to the Client’s website as long as: 1) the Client maintains a paid subscription for Maintenance Services per the maintenance Service Terms; 2) and as long as the updates by the original theme developer are provided. Under these terms the Theme will be maintained for a minimum of twelve months from date of Theme purchase, and Client will be notified of the Theme expiration (if any). The website, theme, and license are non-transferable to any third party outside of RBM.

RBM is in no way liable for the working, repair, content, maintenance, updates, or back-ups of the website after project completion unless as specifically provided by a Maintenance Service subscription, with timely monthly payments in full for such services. RBM shall not be liable for Client’s own attempts to provide or apply updates or revision services on their own, nor for any third-party, including hosting providers. Site corrections, fixes, or re-builds will be billed at project and labor costs assessed by RBM.

If the Client cancels Maintenance Services, no additional updates to the website or theme will be required by RBM, and the Client accepts all responsibility for any site issues that may occur, including hacking, malware, or other site failure.

SEO, Page Speed & Site Optimization

RBM may offer SEO, Page Speed, and Site Optimization add-on packages for websites in the initial project proposal, to be applied from commencement of the site build per the current industry standards. WebP image compression format works within updated browsers but may appear to be broken in some older browsers. The settings, plugins, and applications are intended to provide specific enhancements to the website, but are not guaranteed, and may be affected by the client’s hosting services. RBM does not guarantee page speed, nor builds for specific page speed testing scores by any application. The Client accepts all limitations and risks of such service add-ons. 

While WordPress is an SEO enhanced platform, and RBM may choose (or by subscribed Plan) to add additional plugins to assist in the Client’s search engine optimization. It is up to Client to provide the proper and continual content and links necessary to ‘push’ the website’s natural and paid rankings across the major browsers. RBM shall in no way be responsible for the Client’s business practices or failure to market its’ own business in such a way to contribute to search engine rankings.

RBM may provide ‘on-page’ SEO to encourage the speed in which a page loads and is crawled on the internet; however, hosting plays a more important role in site speed, as lower-level hosting plans are often suppressed. We encourage every Client to get the best hosting plan they can afford.

Email Deliverability

Email applications are not the same as website services. Occasionally, your website will send email when certain events occur such as the completion of a contact form, sale of a product, update/reset of a user’s password, etc. Automatically generated emails such as these are sometimes flagged as spam (or not delivered at all) by email providers like Google/Gmail, Microsoft, Yahoo, and others.

RBM has no control over the sending or receipt of email and shall not be held responsible or liable for any failed emails transmissions or transactions. RBM in no way will be liable for any failure by the website or forms to transmit or Client to receive such electronic mail.

Completion of Work & Revisions

The Client’s website will be designed for viewing on modern screens and tested for compatibility at the time the site is created for the major browsers and most smart mobile devices. As there is no single standard for device coding, the website may not be 100% compatible with all browsers or mobile devices. RBM does not design for web browsers or operating systems older than the current release or for those in beta testing at the time of project commencement.

Design reviews and signoffs are to be done on a up-to-date desktop computer, as mobile optimization is completed only after all revisions to the design are completed.

Completion of work (services) is defined as completion of the general scope of work as stated in the project proposal provided by Real Brand. Final payment(s) will be due and payable on that date and time of billing. Failure to make payment for services may delay publishing of the website, suspension from public viewing, and/or removal of the site from hosting services.

Revisions is defined as minor repairs or fixes to the content of the work as installed by Real Brand within the project scope; and does not include additions, changes, or modifications of the theme, coding, plugins, features or functions beyond the original scope of work as installed by RBM. Revisions do not include changes to the site concept as accepted, installation of new pages, nor alterations to the Theme of the website.

Projects may include up to three (3) review / revision periods per project (unless as otherwise provided in the Project Proposal) – with each written or oral request counting as a revision period. Clients should review the entire project and provide a single written list of change requests to better utilize revision periods. Three or more revision requests for a single item or page shall be deemed a ‘modification’ and subject to hourly fees as stated herein. In no case will the demand for revisions to the website exceed 30 days after completion by RBM, and/or after public publishing of the website.

Project Suspension and Abandonment

If work on a project is delayed for 30 days or more due to no fault of Real Brand, the project will be considered suspended. The Client’s deposit will be forfeited, and the project will be removed from RBM’s work schedule until such a time the Client wishes to reinstate the project.

RBM will make attempts to contact the Client by phone and/or email during the 30 days prior to project suspension. Once a project has been suspended, it is the sole responsibility of the Client to reactivate the project by: (1) supplying the content and/or information necessary to complete the project, and (2) paying the balance of the project in full prior to commencement of work.

After a project is suspended, RBM will not perform any additional work on the project until payment in full has been received. If all the required content and information is provided and the project balance is paid in full within 60 days of the project suspension, RBM will complete the project according to the original scope and proposed costs. If all the required content and information is provided and the project balance is paid in full more than 60 days (less 120 days) after project suspension, a new proposal and schedule will be created to complete the remaining scope of the project along with an additional deposit. The balance paid when the project was suspended shall be considered as credit against the costs as specified in the new project proposal.

If the required content and/or information has not been provided and/or and the project balance has not been paid in full within 120 days of the project suspension, the project will be considered abandoned, and any/all amounts paid to Real Brand in connection with, or for the project shall be forfeited by the Client. No further work will be done on the project, and related work and/or services such as hosting, maintenance, etc. will be cancelled at no liability to RBM. No refunds will be given. However, any amounts not covered by the deposit for services rendered shall be billed to Client and are due and payable upon receipt.

Late Payments and Collections

All invoices are due and payable on receipt. If an invoice goes unpaid for more than 30 days after the date of invoice, RBM RESERVES THE RIGHT TO SUSPEND WORK, AND/OR CLIENT’S WEBSITE FROM PUBLIC VIEW UNTIL ALL OUTSTANDING INVOICES ARE MADE CURRENT.

Amounts due shall bear interest at the rate of thirteen percent (13%) per annum. Client agrees to pay all costs of collection, including all attorney’s fees, as additional sums owed under this Agreement. Client further acknowledges and agrees that if a check tendered for payment is not honored by the bank for non-sufficient funds (“NSF”), it will not be re-deposited, and the Client will incur a returned check fee of $55 in addition to the amount of the check. RBM will send an invoice that the Client may then pay the returned-check fee plus check amount by (Visa or Mastercard) credit / debit card. Post-dated checks are not an acceptable form of payment.

RBM does not cover missed or late payments for Client’s hosting, maintenance, support, applications, plugins, or services. RBM is not responsible for such elements that may be disabled, removed, rendered inoperable, nor updated, that may or may not affect the website as designed, due to failure by the Client to pay fees or renewal services.

Web Maintenance

Real Brand provides 30 days of free maintenance (updates and local backups), and support for all new-build website Clients. Such services may not be provided for sites previously built by another designer or agency, that is heavily coded, or where site elements are not accessible or available for updates. RBM does not guarantee the longevity, or error free workings of older, repaired, revised, or rebuilt websites.

Web Maintenance services are necessary for the continuous functionality and longevity of the site and are required for retaining RBM’s ongoing support. Maintenance Services include and are strictly limited to: updates and security patches for WordPress and Theme, and applications and plugins as originally installed by RBM as they become available.

Under no circumstance will RBM be required to provide maintenance for a client’s website without a written service agreement or subscribed Maintenance Plan and payment in full for such services. RBM reserves the right to refuse or cancel maintenance services at any time, for any reason. The Client may cancel maintenance services with 30 days’ written notice, under the provisions of the Maintenance agreement. Under no circumstances will RBM provide refunds, in full or partial, for cancelled Maintenance services.

Backups of the websites are created by a plugin and stored locally within the Dashboard, unless Client has subscribed to a Maintenance Plan which allows for uploading to a Cloud Server. RBM in no way guarantees that the backup file will restore the site 100% should the site fail. Additional recovery and rebuilding will be paid by the Client.

Client’s Responsibility for Website Security

Maintenance, Updates and Security Monitoring services in no way imply that the website is secure, error-free, and will not be out-of-service for any amount of time. Installed security application(s) may secure against most illegal access attempts from login access. Security monitoring applications neither promise nor guarantee that websites are completely secure from outside access or sophisticated brute-force hacking attempts but may provide notice should such an action occur. Clients are encouraged to add an additional layer of site security from their respective Hosting service(s).

RBM employs WordPress best practices for security when building your website. However, studies have shown that a common way that hackers gain access to your web site is through keylogging programs installed on the infected computers of users (Clients). The Client agrees to protect any computer or device that they log into the website by: (1) Installing and maintaining updated security software, (2) Using the most up-to-date version of their preferred web browser, (3) Keeping the operating system patched with recommended updates, and (4) Keeping versions of Flash and Java up to date if they are installed. All costs in connection with restoring a hacked or downed website are to be paid by the Client.

Liability & Disclaimers

RBM is in no way responsible nor liable for maintaining the Client’s hosting account, or any other services procured on the Client’s behalf. Failure by the Client to provide payment for their domain name, hosting service and SSL certificate renewals, may cause the site to go offline and the temporary or permanent loss of their domain name(s) and website. RBM shall not be liable for any Client action or in-action which causes the website to fail in any way, including failure to provide renewal payments for domains, hosting, plugins or applications, or support services.

RBM does not cover missed or late payments for Client’s hosting, maintenance, support, applications, plugins, or services. RBM is not responsible for such elements that may be disabled, removed, rendered inoperable, or not updated, that may or may not affect the website as designed, due to the Client’s failure to pay fees or renewal services in a timely manner.

RBM is in no way liable for the Theme as selected or approved by the Client, to look or work exactly as described, or as the Client would like. Themes are solely the responsibility of the original Theme developer(s). RBM has no liability in connection of the public or licensed applications of WordPress or any other CMS application, themes, plugins, extensions, applications, and add-ons.

RBM is not responsible for the speed of your site, the performance of any of your site features, or the uptime of your site provided by third-party hosting. RBM shall not be required to fix issues or errors related to the Clients web hosting provider.

Cancellation & Termination Rights

Real Brand Marketing reserves the right to refuse, restrict, or terminate Client services at any time, for any reason, without liability. Services may be cancelled for what RBM deems as behavior that is disruptive, intolerable, uncivil, or untenable, or any action or inaction by the Client that interferes with RBM’s ability to generally perform their services, to operate their business, to provide work to the Client or to others, and/or to complete the project in a standard and timely manner. The Client will always conduct a working relationship with RBM in a civil and professional manner or be terminated by RBM.

A Client may cancel the services of RBM in writing within (3) days of commencement for a refund, minus payment for any services provided or costs incurred, up to the date of cancellation. The project deposit shall be non-refundable after such a 3-day (36 hour) period. If the project was in the development phase where materials and services have been purchased and utilized, the Client shall be liable for the total cost of such services and costs.

Upon cancellation, no further work will be provided, and Client waives all right or use of licensed themes, plugins, or content as provided by RBM, and any revisions, fixes, maintenance, or support for unfinished work. RBM reserves the right to remove themes, plugins, applications, and licensed images installed for use by RBM on the Client’s website.

Additional Representations, Warranties, and Covenants

Client represents, warrants, and covenants that (a) Client has the power and authority to enter into this Agreement; (b) Client is at least eighteen (18) years of age; and (c) Client will only access and use the Client Sites in accordance with this Agreement. Client further agrees that it is and will always be, in full compliance with all applicable laws, regulations, rules and ordinances regarding its’ business, the creation, use, and maintenance of the Client Site(s), including without limitation applicable data protection laws and export control laws, and otherwise as related to this Agreement and Client’s performance hereunder.

Proprietary Rights to Client Content

Websites are built using the WordPress content management system (CMS). WordPress and its associated software are “open source,” distributed under the GNU General Public License. RBM uses the WordPress platform to build your website, but neither party owns WordPress, or the third-party plugins used to add features and functions to the website. When Client hires RBM to build their website, they are not purchasing WordPress, they are only retaining RBM’s services to create a customized website using the WordPress database platform.

Real Brand does not claim ownership of Client content that Client provides to RBM and/or that Client places on their site, and RBM acknowledges and agrees that, subject to the terms and conditions of this Agreement, Client will retain all applicable copyright and other intellectual property rights with any Client provided content. Notwithstanding the foregoing, Client hereby grants RBM a non-exclusive, worldwide, irrevocable, perpetual, unlimited, assignable, royalty-free, license to (i) copy, host, use, reproduce, modify, prepare derivative works of, improve, distribute, transmit, publish, remove, retain, add to, combine with information provided by third parties, and publicly display the Client Content for the purpose of creating, operating and maintaining the Client’s Sites and (b) in RBM’s promotional and advertising materials for the limited purpose of promoting RBM’s web design services.

Client also hereby grants RBM the perpetual and irrevocable right to hide or remove any or all of the Client’s Content (website) from viewing, for non-payment of any design, update, upgrade, or maintenance service fees, without any liability of any kind to Client or any other person or party, real or imagined. No compensation will be paid or due Client with respect to RBM’s use of the materials as licensed in accordance with the foregoing terms. By making use of the Client Site, submitting, posting, uploading, transmitting or otherwise making available any Client Content or by posting messages, uploading files, inputting data, submitting any feedback or suggestions, or engaging in any other form of communication with or through RBM, Client warrants and represents that Client owns or otherwise controls the rights necessary to do so and to grant RBM the license set forth above, and, pursuant to the terms set forth above, Client will defend, indemnify and hold harmless RBM and the other Indemnified Parties from any third party claim related to a breach of any of the foregoing representations and warranties.

Proprietary Rights for Design, Artwork, and other Content

As part of the design service, RBM may provide Client access to and use of graphics, photographs, images, document layouts, artwork, text, fonts, software tools, Theme(s), and similar design and graphical content (referred to herein as “Design Content”). Design Content may be accessed and used by Client for the sole purpose of creating, operating, and maintaining Client’s website. To the extent RBM provides Client access to and use of Design Content, RBM grants Client a non-exclusive, revocable, non-transferable, non-assignable, limited license to use, reproduce, modify, and publish the Design Content for the sole purpose of operating and maintaining the Client’s site during the term of the Client’s open account. Client acknowledges and agrees that RBM or its licensors own all legal rights, title, and interest in and to such Design Content, including any intellectual property rights. All rights in such Design Content are reserved worldwide and RBM reserves all rights not expressly granted herein, including, without limitation, title, ownership, intellectual property rights, and all other rights and interest in the Design Content. It is strictly prohibited for Client or any other third party to use, modify, retain, copy, distribute, transmit, publish, prepare derivative works of, or use any portion of the Design Content except as expressly allowed in this Agreement. Client, and not RBM, is entirely responsible for its use of Design Content on the Client Site and for its combination with any other information or Client Content. RBM is providing such Design Content to Client only as a convenience, and the inclusion of such content does not imply endorsement by RBM of such content. RBM reserves the right to add to, delete from, modify, or remove completely any part of the Design Content at any time without prior notice, but RBM is not responsible for any failure or delay in doing so. Without limiting the generality of the foregoing, upon any termination of Client’s open Account, the foregoing license shall automatically terminate, and Client must immediately cease all use of and access to the Design Content.

Marketing and Attribution Link

Real Brand reserves the right to access, copy, and photograph the Client’s project as a design example in our promotional materials and case studies. 

RBM may place a small attribution link in the footer of the Client’s website such as “Site by RBM” that links back to the Real Brand Marketing website.

Disclosure to Law Enforcement

Real Brand may disclose information about our Clients to law enforcement agencies without further consent or notification to the Client upon lawful written request from such agencies. We will cooperate fully with the legal requests of law enforcement agencies.

Indemnification

Client agrees to indemnify, defend and hold RBM and its suppliers, licensors, affiliates, partners, subsidiaries, owners, and employees (collectively, the “Indemnified Parties”) harmless from and against any and all claims and demands, losses, liability, costs and expenses (including, but not limited to, reasonable attorneys’ fees) (collectively, “Liabilities”), incurred by an Indemnified Party arising out of or related to (i) Client’s breach of this Agreement including without limitation Client’s breach of any of its representations and warranties or covenants herein; (ii) the creation, use, or maintenance of Client Sites, including, without limitation, any allegation that any Client Content or other information or content not provided by RBM and contained on Client Sites (including, without limitation, any such Client Content contained in a domain name selected by Client for use with the Client Site) infringes a third person’s copyright, trademark or other proprietary or intellectual property right, or misappropriates a third person’s trade secrets or is unlawful, threatening, abusive, harassing, tortious, defamatory, obscene, harmful, libelous, invasive of another’s privacy, hateful, or racially or ethnically objectionable; (iii) any dispute or litigation between an Indemnified Party and a third party or any other third party claim caused by, arising from or relating to Client’s actions or omissions in relation to this Agreement, any Client Content, the Maintenance Service or the Client Sites, including, without limitation, any domain name disputes involving the domain name selected by Client for use with the Client Site; (iv) Client’s negligence or intentional misconduct; or (v) Client’s business dealings with any of its customers, including, without limitation the provision of any products or services to such customers. These obligations will survive any termination of Client’s Maintenance Service Account or Client’s use of their Hosting Service and Client Sites. To the fullest extent permitted by law, the foregoing indemnity will apply regardless of any fault, negligence, or breach of warranty or contract of Real Brand and/or its suppliers, licensors, affiliates, partners, subsidiaries, owners, and employees.

Choice of Law and Forum

This Agreement, and any related Statement(s) of Work, shall be construed in accordance with, and governed by, the laws of the State of California without regards to Conflict of Law principles. In the event of any dispute or disagreement with respect to the meaning, effect, or interpretation of this Agreement or in the event of a claimed breach of this Agreement, the parties hereto agree that such dispute shall be determined through mediation. The parties will mutually select a mediator and share the cost of mediation equally. Unless otherwise mutually agreed, the location of the mediation will be in Sacramento, California, USA. The parties agree to cooperate fully with the mediator in good faith in order to reach a mutually satisfactory resolution of the dispute.  If the dispute is not resolved within 60 days after it is referred to the mediator, either party has the option to litigate the dispute in a court of law located in Sacramento, California, USA.

DISCLAIMER OF WARRANTIES

CLIENT EXPRESSLY UNDERSTANDS AND AGREES THAT: (A) CLIENT’S USE OF THE WEB SERVICE, INCLUDING, WITHOUT LIMITATION, THE CREATION, USE AND MAINTENANCE OF THE CLIENT’S SITE, IS AT CLIENTS’ SOLE RISK. RBM IS NOT AND WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT SERVER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL. RBM PROVIDES THESE SERVICES, INCLUDING WITHOUT LIMITATION ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE HOSTING SERVICE AND THE CLIENT SITES “AS IS” AND “AS AVAILABLE,” AND WITHOUT ANY WARRANTY, REPRESENTATION OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT; (B) RBM AND ITS SUPPLIERS MAKE NO WARRANTY(i) THAT THE HOSTING SERVICE OR CLIENT SITES WILL MEET CLIENT’S REQUIREMENTS, (ii) THAT THE HOSTING SERVICE OR CLIENT SITES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, (iii) REGARDING THE RELIABILITY, ACCURACY, COMPLETENESS, VALIDITY OR TRUTHFULNESS OF ANY INFORMATION, MATERIAL OR OTHER CONTENT OBTAINED THROUGH USE OF THE HOSTING SERVICE OR CLIENT SITES; OR (iv) THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY THE CLIENT THROUGH THE HOSTING SERVICE WILL MEET CLIENT’S EXPECTATIONS; AND (C) ANY INFORMATION, MATERIAL OR OTHER CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE HOSTING SERVICE OR CLIENT SITES, IS DONE AT CLIENT’S OWN DISCRETION AND RISK, AND CLIENT WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO CLIENT’S OR THIRD PARTIES’ COMPUTER SYSTEMS OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH INFORMATION, MATERIAL OR OTHER CONTENT.

REAL BRAND HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

LIMITATION OF LIABILITY

Notwithstanding anything to the contrary in this agreement or otherwise, in no event shall RBM and/or its affiliates, licensors, or suppliers be liable for any indirect, punitive, special, incidental or consequential, or any other damages of any kind, arising out of or in connection with this agreement, including, but not limited to, damages of any kind, under any legal theory, for harm caused by or related to the customer’s services or inability to utilize the services, including any direct, indirect, special, incidental, consequential or punitive damages, including but not limited to, personal injury, pain and suffering, emotional distress, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, for loss of use, data, or profits (however arising, including negligence) even if RBM or any of such parties has been advised of the possibility of damages. In addition, without limiting the generality of the foregoing or any other provision in this agreement, in no event shall RBM and/or its affiliates, licensors, or suppliers be liable in any respect arising out of or in connection with (a) the use or inability to use the hosting service or client sites, (b) the provision of or failure to provide services to client sites, (c) any client content or other information, software, products, services or related graphics obtained or provided through the hosting service or client sites or otherwise arising out of the creation, use or maintenance of the hosting service or client sites, (d) statements or conduct of member or any third party on or with respect to the hosting service or client sites, or (e) any domain name disputes arising from or relating to a domain name selected by client for use with the client site. The foregoing disclaimer of liability is effective without regard to the form of any action, including, but not limited to, contract, negligence, tort, strict liability, or any other theory. Some jurisdictions do not allow the limitation of liability, so the foregoing limitation may not apply to client.

IN NO EVENT SHALL REAL BRAND’S AGGREGATE LIABILITY TO CLIENT AND/OR ANY THIRD PARTY ARISING FROM OR RELATING TO THIS AGREEMENT EXCEED THE AMOUNT CLIENT ACTUALLY PAID TO REAL BRAND FOR LABOR (ALL HARD COSTS ARE EXCLUDED) UNDER THIS AGREEMENT DURING THE PAST SIX (6) MONTHS PRECEDING THE DATE THE CLAIM AROSE OR FIVE HUNDRED DOLLARS ($500), WHICHEVER IS LESS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NEITHER REAL BRAND NOR ANY OF ITS AFFILIATES, LICENSORS, OR SUPPLIERS IS OR SHALL BE RESPONSIBLE FOR ANY CLIENT CONTENT OR OTHER CLIENT DATA RESIDING ON OR ARISING FROM THE HOSTING SERVICE, ANY CLIENT SITE, OR ANY HARDWARE OF RBM OR ITS SUPPLIERS. IT IS THE CLIENT’S RESPONSIBILITY TO TAKE THE NECESSARY STEPS TO ENSURE THAT CLIENT’S PRIMARY MEANS OF BUSINESS IS MAINTAINED (IF APPLICABLE). THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Severability

No part of this Agreement will be affected or invalidated if any other part of it is held unenforceable or invalid.

Headings

The headings in this Agreement are inserted for convenience only and are not a part of this Agreement.

Entire Agreement

This Agreement, along with the written Project Estimate and/or Project Proposal, and other applicable service terms as published on RealBrandMarketing.com, constitutes the entire agreement and understanding of the parties with respect to the transactions contemplated hereby and supersedes any and all prior agreements and understandings relating to the subject matter hereof. This Agreement may not be waived, assigned, extended, amended, supplemented, or modified orally, but only by a written instrument signed by the party against whom enforcement of any such waiver, assignment, extension, amendment, supplement, or modification is sought.

Modifications

This Agreement may not be changed or modified except in writing signed by both the parties. Neither Real Brand nor the Client may assign this Agreement without the prior written consent of the other.

CONTACT INFO

 © 2024 Real Brand Marketing | All rights Reserved. | Terms updated: 1 /29/2024

Real Brand Marketing
1125 Los Robles Blvd. Ste. A
Sacramento, CA 95838
(916) 542-9042

info@realbrandmarketing.com