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Service Agreement

Last Updated: July 7, 2025

Our website and design services are currently limited to existing clients, carefully vetted referrals, and select individuals.

1. Introduction

This Service Agreement (“Agreement”) explains how LightlyStyled (“we,” “us,” “our,” or “Provider”) governs your (“Client”) access to and use of our services.

By engaging our services, you agree to be bound by this Agreement. If you do not agree, please do not use our services.

2. Client Responsibilities

2.1 Authority. Client represents and warrants having the legal authority to enter into this Agreement on behalf of themselves, their company, or organization.

2.2 Project Cooperation. Client agrees to fulfill their responsibilities throughout the project, including:

  • Providing content, images, feedback, and approvals in a timely manner
  • Adhering to agreed-upon deadlines and payment schedules
  • Understanding that project delays caused by Client may affect Provider’s availability to resume work

2.3 Post-Launch Responsibilities. Once deliverables are launched or released, Client is responsible for:

  • Ongoing maintenance, unless Client purchases a maintenance plan from Provider
  • Coordinating with and paying third parties for services such as web hosting, domain registration, and other necessary services
  • Understanding that Provider is not liable for issues arising from lack of maintenance

3. Provider Responsibilities

3.1 Service Delivery. Provider agrees to:

  • Perform services professionally and in a timely manner
  • Make reasonable efforts to meet agreed-upon deadlines
  • Only take on projects where our services will be beneficial

3.2 Data Security. Provider will:

  • Safeguard the privacy of Client’s personal data and accounts
  • Maintain the security and integrity of Client’s website if maintenance services are purchased
  • Maintain confidentiality of information provided by Client

4. Relationship of Parties

4.1 Independent Contractor Status. Provider is an independent contractor, not an employee of Client. This Agreement does not create a partnership, joint venture, or work-for-hire relationship.

4.2 Subcontractors. Provider reserves the right to engage third-party contractors for project work. All subcontractors will be bound by the terms of this Agreement.

5. Project Scope and Changes

5.1 Scope Definition. The scope and price may be defined in advance or left open-ended for hourly work. Provider will clearly communicate what is included in the project scope.

5.2 Additional Services. Services requested beyond the agreed scope will be billed at Provider’s standard rates or as otherwise agreed. Provider will provide time/price estimates for additional services upon request.

5.3 Scope Changes. Additions to project scope require approval and may result in additional invoices. Services cannot be removed from an agreement after they have been rendered.

6. Client Accounts

6.1 Account Ownership. All accounts created in connection with Client’s project, including but not limited to hosting accounts, domain registrations, and third-party service accounts, are the sole property of Client, regardless of whether Provider assists in their creation.

6.2 Account Setup. Provider may:

  • Request that Client create necessary accounts for project implementation
  • Temporarily create accounts on Client’s behalf when necessary for service delivery
  • Transfer temporary accounts to Client’s control upon completion of setup

6.3 Client Responsibilities. Client is responsible for:

  • Maintaining confidentiality of all account credentials
  • Properly securing access to accounts and implementing appropriate security measures
  • Promptly changing passwords on any accounts transferred from Provider to Client
  • Managing and paying for all ongoing account fees and subscriptions

6.4 Limitation of Liability. Provider is not liable for:

  • Security breaches or unauthorized access to Client accounts
  • Loss of access to accounts due to Client’s failure to maintain credentials
  • Third-party service disruptions, changes, or discontinuations
  • Content or data loss associated with Client accounts

7. Intellectual Property and Copyright

7.1 Client Content. Client warrants that all content provided to Provider is owned by Client or that Client has permission to use it. Client is solely responsible for any infringement claims related to content they provide.

7.2 Copyright Assignment. Upon final payment:

  • Client owns the final graphics and visual elements created for the project and
  • Client owns the final graphics and visual elements created for the project and may modify and use them for future works
  • Client agrees to store deliverables safely, as Provider is not obligated to retain them or provide source files after delivery
  • Provider retains the right to display the work in portfolios, competitions, and other promotional contexts
  • Provider owns earlier variations of the work and individual elements used
  • Provider owns and licenses to Client the code created for the project for use only on this specific project
  • Client agrees to allow Provider to place company name and website link in the website footer

8. Compensation and Payment

8.1 Payment Currency. Unless otherwise specified, all payments shall be made in United States Dollars (USD).

8.1 Payment Schedule. Client agrees to adhere to the payment schedule in the project agreement or pay for hourly services at the rates provided.

8.2 Non-Refundable Payments. All payments, including initial deposits, are non-refundable. Client may discontinue hourly work at any time but must pay for all services rendered up to that point.

8.3 Additional Fees. Late fees may apply for delayed payments, and rush fees may apply for expedited work.

9. Term and Termination

9.1 Term. This Agreement will commence on the date Client accepts this Agreement or begins using Provider’s services, whichever occurs first, and will continue until terminated by either party as described in this section.

9.2 Natural Termination. This Agreement will naturally terminate when:

  • All contracted services have been fully rendered and delivered by Provider and accepted by Client
  • Any fixed term specified in a project agreement expires without renewal
  • Both parties mutually agree in writing that all obligations under this Agreement have been satisfied

9.3 Termination by Client. Client may terminate this Agreement at any time by providing written notice to Provider. However, Client remains responsible for payment of all services rendered up to the termination date and any applicable early termination fees as specified in the project agreement.

9.4 Termination by Provider. Provider may terminate this Agreement if:

  • Client fails to make any payment when due and does not cure such failure within 10 business days of written notice
  • Client materially breaches any provision of this Agreement and does not remedy such breach within 15 business days of written notice
  • Client becomes insolvent, files for bankruptcy, or is subject to similar proceedings
  • Provider determines, in its sole discretion, that it can no longer provide the services requested
  • Provider is unable to deliver services due to changes in circumstances, expertise required, or availability

9.5 Effect of Termination. Upon termination:

  • All licenses granted to Client shall terminate if final payment has not been received
  • Provider will deliver any completed work for which payment has been received
  • Provider has no obligation to deliver incomplete work unless otherwise agreed
  • All outstanding invoices become immediately due and payable

9.6 Survival. All provisions of the Agreement which by their nature should survive termination shall survive termination.

10. Disclaimer of Warranties

10.1 SERVICE DELIVERY. ALL SERVICES AND DELIVERABLES PROVIDED BY PROVIDER ARE PROVIDED ON AN “AS IS” BASIS, WITHOUT WARRANTIES BEYOND THOSE EXPLICITLY STATED IN THE SERVICE AGREEMENT.

10.2 LIMITED WARRANTIES. EXCEPT AS EXPRESSLY SET FORTH IN THE SERVICE AGREEMENT, PROVIDER DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

  • IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE
  • WARRANTIES THAT DELIVERABLES WILL ACHIEVE SPECIFIC BUSINESS OUTCOMES
  • WARRANTIES REGARDING THIRD-PARTY PRODUCTS OR SERVICES RECOMMENDED OR INTEGRATED INTO DELIVERABLES

10.3 PROJECT OUTCOMES. WHILE PROVIDER STRIVES FOR EXCELLENCE, WE CANNOT GUARANTEE THAT SERVICES WILL MEET CLIENT’S SUBJECTIVE EXPECTATIONS OR PRODUCE SPECIFIC BUSINESS RESULTS.

10.4 PROFESSIONAL JUDGMENT. SERVICES PROVIDED REFLECT OUR PROFESSIONAL JUDGMENT BUT SHOULD NOT SUBSTITUTE FOR SPECIALIZED PROFESSIONAL ADVICE IN LEGAL, FINANCIAL, OR OTHER REGULATED FIELDS.

11. Limitation of Liability

PROVIDER’S SERVICES AND WORK PRODUCTS ARE PROVIDED “AS IS” WITHOUT ANY WARRANTY OF ANY KIND. PROVIDER’S MAXIMUM LIABILITY FOR DAMAGES SHALL BE LIMITED TO THE NET PROFIT RECEIVED BY PROVIDER FROM CLIENT FOR THE SPECIFIC PROJECT GIVING RISE TO SUCH CLAIM. PROVIDER SHALL NOT BE LIABLE FOR LOST DATA, LOST PROFITS, BUSINESS INTERRUPTION, OR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

CLIENT ACKNOWLEDGES THAT THIS LIMITATION OF LIABILITY IS AN ESSENTIAL TERM BETWEEN THE PARTIES AND THAT IN ITS ABSENCE THE ECONOMIC TERMS OF THIS AGREEMENT WOULD BE SUBSTANTIALLY DIFFERENT.

THIS LIMITATION OF LIABILITY SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN.

12. Indemnification

CLIENT AGREES TO DEFEND, INDEMNIFY, AND HOLD HARMLESS PROVIDER AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS, LIABILITIES, DAMAGES, LOSSES, AND EXPENSES, INCLUDING REASONABLE LEGAL AND ACCOUNTING FEES, ARISING OUT OF OR IN ANY WAY CONNECTED WITH:

  • CLIENT’S BREACH OF ANY RESPONSIBILITIES OR WARRANTIES UNDER THIS AGREEMENT
  • CLIENT’S USE OF PROVIDER’S SERVICES
  • CLIENT-PROVIDED CONTENT THAT INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY
  • CLIENT’S VIOLATION OF ANY APPLICABLE LAWS OR REGULATIONS IN CONNECTION WITH PROVIDER’S SERVICES

13. Force Majeure

Provider shall not be deemed in breach if unable to complete services due to circumstances beyond Provider’s control, including but not limited to natural disasters, power outages, illness, or government regulations.

14. No Waiver

14.1 No Waiver. The failure of Provider to enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. No waiver by Provider of any breach or default hereunder shall be deemed a waiver of any subsequent breach or default.

14.2 Exercise of Rights. Any single or partial exercise of any right or remedy by Provider does not prevent further exercise of that or any other right or remedy by Provider.

14.3 Remedies Cumulative. All rights and remedies provided in this Agreement are cumulative and not exclusive of any other rights or remedies that may be available to Provider, whether provided by law, equity, statute, or otherwise.

15. Severability

If any provision of this Agreement is found unenforceable, it shall be deemed severable without affecting the validity of remaining provisions.

16. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of Massachusetts, U.S.A., without giving effect to any principles of conflicts of law. Any legal action or proceeding arising under this Agreement shall be brought in the courts located in Middlesex County, and the parties hereby consent to the personal jurisdiction and venue therein.

However, Provider retains the right to bring any suit, action, or proceeding against Client for breach of this Agreement in your country of residence or any other relevant country.

17. Additional Terms

17.1 Project-Specific Terms. Specific terms may apply to individual projects and may supersede these general terms.

17.2 Related Policies. This Agreement incorporates by reference Provider’s Privacy Policy and Terms of Use available at:

17.3 Consent. By engaging Provider’s services or purchasing products, Client consents to this Service Agreement and to Provider’s Privacy Policy and Terms of Use.

18. Changes

18.1 Modification Rights. Provider reserves the right to modify this Agreement at any time. Changes will be effective immediately upon posting.

18.2 Notification. Provider will make reasonable efforts to notify Client of significant changes through email or notices on our website. However, it is the Client’s responsibility to review this Agreement periodically.

18.3 Continued Use. Client’s continued use of Provider’s services after changes to this Agreement constitutes acceptance of the modifications. If Client does not agree with the changes, Client may discontinue using Provider’s services.

18.4 Prior Versions. Prior versions of this Agreement may be available upon request for Clients who engaged our services under previous terms.

19. Contact Us

If you have any questions, please contact us at:

Email: lightlystyled@gmail.com