This Agreement (“Agreement”) is entered into between Manifest Creative Co. (“Designer”) and The Client (“Client”). By engaging the Designer’s services, the Client agrees to the following terms:

1. Description of Services. The Designer will provide web and brand design services in a professional and timely manner.

• Any changes to the agreed scope of services must be documented in a written change order signed by both parties.

• Services do not include ongoing maintenance, copywriting, stock photography, SEO optimization, or third-party platform costs.

• The Client will provide all required content (copy, images, brand assets) on time to keep the project on schedule.

2. Third-Party Services. The Client is responsible for procuring and maintaining third-party services (such as domain registration, hosting, payment processors, and email marketing platforms).

• The Client agrees to grant the Designer temporary access as needed to connect third-party services.

• The Designer is not responsible for downtime, security issues, outages, or changes caused by third-party providers.

3. Investment & Payment Terms

Designer’s services are fully payable and non-refundable under all circumstances.

• Custom Projects:

  • Option 1: Full payment (minus any discounts) due before commencemen of project work.

  • Option 2: Two equal payments (50% upfront, 50% within 30 days of first payment).

• Single-Page Websites & Mini-Brand Packages: Full payment is due before commencement of project work.

• Work will not begin until payment is received.

• Final Delivery and ownership transfer occur only after paymentin full.

• Payments: Any overdue payments may cause a pause in the project. Designer reserves the right to pause work until payments are current.

4. Project Timeline & Client Responsibilities

Timely communication and collaboration are essential.

• The Client agrees to provide requested content, approvals, and feedback promptly. Delays caused by the Client may extend the project timeline.

• If the Client requests to pause the project, the Designer allows up to 30 days without consequence.

• Pauses longer than 30 days may require rescheduling based on availability.

• After 60 days of no communication or inactivity, the project will be considered abandoned. The project will be closed, all payments made will be forfeited, and any outstanding balance will be collected, and any work completed by the Designer will remain in the Designer’s ownership.

• If the Client wishes to begin a new project after abandonment, it will be treated as a new engagement and subject to a new contract and full investment at current rates.

5. Modifications After Project Closure

• Any changes made by the Client or third parties after project closure are the Client’s responsibility.

• If the Client requests corrections or restoration, the Designer may be rehired at $120/hour (1-hour minimum).

• Unauthorized modifications may void any Designer support or warranties.

6. Ownership & Intellectual Property

• The Designer retains ownership and control of the project until payment is made in full.

• Upon full payment, ownership of the final website and design files transfers to the Client.

• The Designer retains rights to design processes, tools, templates, and code snippets used in creating the project.

• The Client is responsible for licensing fees related to fonts, stock images, or other third-party assets, if any, unless otherwise stated.

7. Confidentiality. Both Parties agree to maintain the confidentiality of proprietary and personal information shared during the project. This obligation survives termination of the Agreement.

8. Promotion. The Client grants the Designer the right to use branding, logo, website, or design images for portfolio, marketing, and promotional purposes.

9. Client Warranties. The Client warrants that all content provided (text, images, graphics, trademarks, etc.) is owned or properly licensed. The Client agrees to indemnify and hold the Designer harmless from claims arising from use of such materials.

10. Disclaimer of Warranties. Except as expressly stated, the Designer disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, or guaranteed results (e.g., sales, traffic, rankings).

11. Limitation of Liability. Neither Party shall be liable for indirect, incidental, or consequential damages, including lost profits, delays, or third-party claims, even if advised of the possibility.

12. Indemnity. Each Party agrees to defend, indemnify, and hold harmless the other Party from claims, liabilities, and expenses arising from material breach of this Agreement.

13. Independent Contractor. The Designer is an independent contractor and not an employee of the Client. The Client is not responsible for Designer’s payroll taxes.

14. Assignment. This Agreement may not be assigned by either Party without prior written consent. Any attempt to do so without consent is void.

15. Attorney’s Fees. In any legal action concerning this Agreement, the prevailing Party is entitled to reasonable attorney’s fees and costs.

16. Termination. This Agreement terminates automatically upon completion of the Services unless otherwise stated.

• Termination for Default: Either Party may terminate with written notice if the other Party materially breaches this Agreement. The breaching Party has 14 business days to cure the default. Failure to cure results in termination, and all payments made remain non-refundable. Any outstanding balance becomes due immediately.

• Termination for Abandonment: In the event of project abandonment (as defined in Section 4), the Client forfeits all rights to work completed up to that point. Restarting the project will require a new agreement and full reinvestment at current pricing.

17. Severability. If any provision of this Agreement is deemed unenforceable, the remaining provisions remain in effect.

18. Governing Law & Venue. This Agreement shall be governed by the laws of the State of Minnesota. Venue shall be in a court of competent jurisdiction in Minnesota, unless otherwise mutually agreed.

19. Entire Agreement. This Agreement constitutes the entire agreement between the Parties and supersedes all prior understandings. Amendments must be in writing and signed by both Parties.

Contact: Molly Coleman hello@manifestcreativeco.com