Terms & Conditions
The following terms and conditions apply to all work completed by Nomadic, LLC, "The Company" for our clients (“You”). By e-signing this proposal, you are accepting the terms & conditions described herein.
// Products + Services
This agreement covers the products and/or services outlined in the proposal we have created for you. We are committed to providing you with these products and services in a timely and professional manner. Should you request a change in the scope of these products and services, please contact us, indicating what you would like to change. If the requested changes would materially change the scope and cost of the project, we will provide an updated cost for products/services in writing, which must be agreed upon by all parties before proceeding.
// Cost + Payment
The total cost of our services is clearly outlined in the proposal we have prepared for your project. Payment is due at signing, and again after the completion of set project milestones, unless otherwise specified in the proposal we have provided you. For exact payment terms, contact your project manager.
By using our products or services, you agree to allow us to charge you on an agreed-upon date. If you have any concerns, you must inform us in writing before the billing date. Failure to do so will be considered acceptance of the charges. Please ensure sufficient funds are available to avoid service interruptions. Any changes to this arrangement will be agreed upon in writing.
// Timeline and Payment
We are committed to meeting the timelines specified for your project. We will begin work on the agreed-upon date and continue until the services we have agreed to provide are completed. We will keep you informed of project progress with regular updates, and share our work using file sharing tools such as Google Drive. Web design & development projects include a 2-week “warranty” period following launch, wherein you may request bugs to be fixed free of charge. We strategically plan and schedule each of our website projects on a timeline that should be completed between three to six months, and the cost reflects that amount of time.
Web Design & Development
- Agile Payment Terms
- Agile payment plans require a minimum engagement period in order to activate and retain Nomadic LLC, with the plan converting to month to month following the completion of the commitment period.
- Fixed Payment Terms:
- 50% for initial deposit and project start.
- 25% at agreed-upon milestone as outlined in Proposal or week 12, whichever comes first.
- 25% following website launch on live domain or week 20, whichever comes first.
- OR -
- Non-Standard Payment Terms:
- In certain circumstances, we may extend modified payment terms for certain projects. In these cases, the payment terms outlined will be reflected in the proposal or invoice, and these terms supersede the "Standard Payment Terms" listed above. For clarification, contact your project manager.
- In-Scope Estimates Up To $5000*
- Payment Due at Estimate Acceptance (Net 15 Terms)
- In-Scope Estimates Over $5000*
- 50% Due at Estimate Acceptance (Net 15 Terms)
- 50% Due upon Completion of In-Scope Deliverables (Net 15 terms)
*Leftover hours of in-scope estimates may be credited toward another project, and project overages will be billed at standard hourly rate. We will notify you when the hours in the estimate have been exhausted. Estimate not to exceed 50% over approved amount.
- Research and Discovery, management, and continuous improvement fees are to be made prior to the work being completed.
- Adspend fees are calculated and paid as a percentage of the previous month’s ad-spend.
- As part of the monthly ad campaign management, Nomadic will continuously monitor and optimize ad campaigns. This includes shifting some of the total adspend around to the different campaigns. Total adspend will remain the same unless approved by the client. Adspend will not be shifted across platforms.
- Agile retainer hours are pre-approved, pre-planned billable hours and do not accrue, rollover, or otherwise transfer to other projects outside of the agreed upon SOW.
- Recurring fees (provided by way of a Proposal or Estimate) are subject to change and take effect at the time of delivery. You will be notified in writing of pricing changes at the time of delivery.
- If a client pauses their billing schedule, the project may be deprioritized and may require new scheduling or onboarding when the client wishes to resume again. In the event of a project pause, project invoices are still due at the agreed upon payment schedule per the project proposal, and Nomadic reserves the right to bill your card or bank account on file in order to fulfill this obligation.
- Research and discovery fees are to be paid prior to work being started.
- Once a project proposal is approved and sprint schedule activated, billing will begin in 2 week increments.
- If a client wishes to pause their agile billing schedule, a 1 week notice must be given to pause development and enable our team to reallocate resources accordingly.
- If a client pauses their billing schedule, the project may be deprioritized and may require new scheduling or onboarding when the client wishes to resume again. Unused hours are not refunded due to our need to plan and allocate time to accommodate the billing schedule.
- Revisions or scope changes will be estimated and sent to client for approval following initial project deployment.
- No refunds are given unless we deem deliverables as not meeting client requirements. In this case we may offer a partial refund.
- Invoices should be paid within 15 days of issuance.
In the event that the customer fails to make payment for any products or services rendered by the Company by the specified due date, a late fee shall be applicable. The late fee shall be calculated at a rate of 2.9% per month on the outstanding amount beyond a 30-day grace period.
The 30-day grace period shall commence from the original due date of the invoice due date or as otherwise agreed upon between the parties in writing. After the expiration of the grace period, the late fee shall be compounded monthly until the outstanding balance is settled in full.
The late fee clause is an integral part of the terms and conditions governing the transactions between You and the Company. By availing the Company's products or services, You agree to abide by this clause and undertake to make prompt and timely payments to avoid incurring late fees.
The Company reserves the right to waive or modify the late fee on a case-by-case basis, at its sole discretion. However, such waiver or modification shall not be deemed a waiver of the Company's right to enforce the late fee clause in any future instances of late payment.
By accepting these terms and conditions, You acknowledge and agree to be bound by the provisions of this late fee clause and affirm that you have understood the consequences of late payment as outlined herein.
This late fee clause is effective as of 6/1/23 and shall remain in force until modified or superseded by mutual agreement between the parties in writing.
// Copyright Notice
A copyright notice that states “©[XXX]” will be displayed at the bottom of each page of your website.
// Intellectual Property
You will own any website, custom software, and digital marketing content we develop for you, including any visuals we provide. We will turn over our work product(s), including any necessary files, and you will be responsible for their safekeeping, as we are not required to keep copies.
You guarantee that you have the legal right to all elements of text, photographs, and any other content you provide to us. As such, you will not hold us responsible for any third-party claims.
Nomadic will own any copyrightable work, ideas, inventions, products, or other information we create in connection with the product or service we are providing. We guarantee that we have the legal right to all elements related to the product or service we are providing, and will not hold you responsible for any third-party claims.
We are committed to maintaining your confidential information. We will not sell or otherwise distribute your proprietary information to any third-party. This includes trade secrets, know-how, or any other confidential business information that is not publicly available.
Neither party may voluntarily assign the responsibilities they have under this agreement to anyone else unless both parties consent to the assignment in writing. Such consent will not be unreasonably withheld. Any assignment or delegation in violation of this section will be considered void.
// Representations + Warranties
Nomadic LLC – Nomadic LLC, (“Nomadic”) represents and warrants that it has the right to enter into and perform this agreement. Nomadic further represents and warrants that it has the right to utilize and distribute the designs created for the client, and that such designs are not owned by anyone else to its knowledge. In the event that the Nomadic does not have these rights, it will repay any associated damages client may experience, or will take responsibility so that the client does not experience any damages.
Client – Client represents and warrants that it has the right to use any proprietary information, including, but not limited to: trade secrets, trademarks, logos, copyrights, images, data, figures, content, and any item(s) it may provide to Nomadic in the performance of this contract. In the event that the client does not have these rights, the client will repay any associated damages to the designer/Nomadic, or will take responsibility so that Nomadic does not experience any damages.
Ownership Rights – Client continues to own any and all proprietary information it shares with Nomadic during the term of this agreement for the purposes of the project. Nomadic has no rights to this proprietary information and may not use it for any purpose other than completing the project. Upon completion of the agreement, the client will own the final website or custom software design. While Nomadic will customize the client’s website or software to the client’s specifications, client recognizes that websites and software have a common structure and basis. Nomadic will continue to own any and all template designs it may have created prior to entering into this agreement and will further own any template designs it may create as a result of this agreement.
Disclaimer of Warranties – Nomadic, LLC shall create a website and/or custom software product, and/or provide digital marketing services for the client’s purposes, and to the client’s specifications. NOMADIC, LLC DOES NOT REPRESENT OR WARRANT THAT SAID PRODUCT OR SERVICE WILL CREATE ANY ADDITIONAL PROFITS, SALES, EXPOSURE, BRAND RECOGNITION, OR THE LIKE. NOMADIC, LLC HAS NO RESPONSIBILITY TO THE CLIENT IF THE PRODUCT OR SERVICE DOES NOT LEAD TO THE CLIENT’S DESIRED RESULT(S) OR OUTCOME.
You are obligated to the terms set forth in the Scope of Services document. If no explicit terms are stated in the Scope of Services document, you may terminate this agreement by providing a thirty (30) day written notice. If the contract is terminated, you must pay Nomadic LLC in full for any completed performance of this agreement. If either party fails to follow through with their responsibilities and obligations under this agreement, the other party can terminate this agreement by providing a thirty (30) day written notice. This agreement will automatically terminate once both parties have performed all of their obligations under this agreement, and all payments have been made in full.
// Limitations of Liability
Your liability to us is limited to the costs payable under this performance agreement. You will not be liable to us, or any third-party, for damages such as lost profits, lost savings, incidental damages, consequential damages, or special damages. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD-PARTY FOR ANY DAMAGES RESULTING FROM ANY PART OF THIS AGREEMENT SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFIT OR LOST BUSINESS, COSTS OF DELAY, OR FAILURE OF DELIVERY.
// Dispute Resolution
Negotiation – In the event of a dispute, the parties agree to work towards a resolution through good faith negotiation.
Mediation/Arbitration – If good faith negotiation is not adequate to resolve the dispute, either party may initiate mediation or binding arbitration in a forum mutually agreed upon by both parties.
Litigation – If litigation is necessary, this agreement will be interpreted based on the laws of the State of North Carolina, regardless of any conflict of law issues that may arise. The parties agree that the dispute will be resolved at a court of competent jurisdiction in North Carolina.
Legal Fees – In the event of a dispute resulting in legal action, the prevailing party, (aka “winner”), will be entitled to recover its legal fees and other reasonable costs, including but not limited to its attorneys’ fees, binding arbitration fees, and/or litigation fees.
If any section of this agreement is found to be invalid, illegal, or unenforceable, the rest of the agreement will still be enforceable.
// Complete Contract
This proposal agreement lays out the products and/or services to be provided in clear terms, as understood by both parties. This agreement supersedes any other written or verbal communications between the parties. Any subsequent changes to this agreement must be made in writing and signed by both parties.
Legal and Binding Agreement – This agreement is legal and binding between the parties as stated above. This agreement may be entered into and is legal and binding both in the United States and throughout Europe. The parties each represent that they have the authority to enter into this agreement.
All notices under this agreement must be sent by email with return confirmation receipts, or by certified mail with return receipt requested.
Notices should be sent to:
56 Ravenscroft Dr, #9
Asheville, NC 28801
If you agree to the terms of this proposal agreement, please e-sign the proposal provided to you by clicking the “accept” button. This agreement will become effective at the date and time of your e-signature.