General Service Agreement.
The terms that apply to every proposal, invoice, statement of work, and recurring service plan.
By engaging Honzell Design, LLC ("Company") for services described in a proposal, invoice, statement of work, or recurring service plan, you ("Customer") confirm your agreement and acceptance of the following General Service Agreement ("Agreement").
01 Scope of Services
Company provides website development, ongoing website maintenance and hosting (collectively, "Maintenance Plans"), ecommerce (WooCommerce/WordPress), search engine optimization (SEO), email marketing, custom plugin and systems development, and related digital services (collectively, the "Services"). The specific Services, deliverables, fees, and billing frequency (one-time, project-based, or recurring) for any engagement will be explicitly described in the applicable proposal, invoice, or statement of work ("Order Document"). Any additional hours or work requested outside the scope of an Order Document will be quoted and billed separately.
02 Retention of Company
Customer hereby retains Company to perform the Services described in the applicable Order Document. Where a Maintenance Plan is included as part of the Services, Company will utilize industry standard platforms with services customized by Company.
03 Payment for Services
Project-Based Services. For one-time or project-based Services (e.g., website builds, custom development, one-off design or SEO work), payment terms, including any deposit, milestone payments, or balance due, will be set forth in the applicable Order Document.
Recurring Services. For Services billed on a recurring basis (e.g., Maintenance Plans, SEO retainers, email marketing management), Customer agrees that, after the initial payment is received, subsequent invoices will be automatically charged to the Customer's card on file at the frequency stated in the Order Document. Customer is responsible for communicating any changes to the card on file in advance to avoid payment failure.
Late or Failed Payments. Company reserves the right to suspend Services, including taking a website offline, if payment is not received within a reasonable time of the due date. Reinstatement may be subject to a reactivation fee.
04 Term and Termination
Project-Based Work. Graphic design and web related project work can be canceled at any time, and any unpaid hours of work will be billed immediately.
Recurring Services (including Maintenance Plans). Maintenance Plans require 90 days notice and full reimbursement to Honzell Design, LLC of any remaining costs for themes, plugins, add-ons, etc. as they are paid by Honzell Design, LLC in advance. These costs will be communicated at the time of cancellation request.
Site/Asset Transfer. If Honzell Design, LLC is hired to transfer the website to another host, Customer will be billed at Company's then-current hourly rate.
05 Contingency
Customer will be given access to their site(s) with a host user account. In the instance where Honzell Design, LLC is no longer able to provide agreed upon services, Customer will have the necessary access to create and download a site backup and transfer the site to another host, or transition the site to an individual plan with the current hosting partner.
06 Relationship of Parties
Company is an independent contractor with respect to Customer, and not an employee of Customer. Customer will not provide fringe benefits, including health insurance benefits, paid vacation, or any other employee benefit, for the benefit of Company.
07 Work Product Ownership
Customer acknowledges and affirms that the website, marketing materials, and all other deliverables (including all images, copy, and content provided by Customer) created or hosted by Company are and will remain the sole and exclusive property of Customer. Company retains no ownership rights or claims to such deliverables, and any work created by Company in connection with the Services shall be considered a "work for hire" under applicable copyright law, with all rights being transferred to Customer upon delivery and payment in full. This provision does not transfer ownership of Company's pre-existing tools, frameworks, code libraries, or proprietary systems (e.g., internal plugins or templates) used to deliver the Services, which Company may continue to use and license to other clients.
08 Hold Harmless
Customer shall fully defend, indemnify, and hold harmless Honzell Design, LLC from any and all claims, lawsuits, demands, causes of action, liability, loss, damage, and/or injury, of any kind whatsoever (including without limitation all claims for monetary loss, property damage, equitable relief, personal injury, and/or wrongful death), whether brought by an individual or other entity, or imposed by a court of law or by administrative action of any federal, state, or local governmental body or agency, arising out of, in any way whatsoever, any acts, omissions, negligence, or willful misconduct on the part of Customer, its officers, owners, personnel, employees, agents, contractors, invitees, or volunteers. This indemnification applies to and includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and any reimbursements to Honzell Design, LLC for all legal fees, expenses, and costs incurred by it.
09 Laws Affecting Electronic Commerce
Customer is solely responsible for complying with laws, taxes, and tariffs that governments enact and fix from time to time in connection with Internet electronic commerce, marketing communications (including email marketing and SMS), and online sales, and shall indemnify, hold harmless, protect, and defend Honzell Design, LLC and its subcontractors from any cost, claim, suit, penalty, or tariff, including attorneys' fees, costs, and expenses, arising from Customer's exercise of Internet electronic commerce or digital marketing.
10 No Consequential Damages
All reasonable efforts will be made to ensure the website is up, running, and protected; however, the absence of downtime and outside threats/hacks cannot be guaranteed. Neither Party shall be liable to the other for any indirect, incidental, special, consequential, or punitive damages arising out of or in connection with this Agreement, including but not limited to loss of profits, loss of data, loss of business, or any other commercial damages or losses, even if such Party has been advised of the possibility of such damages. This limitation of liability shall apply regardless of the form of action, whether in contract, tort (including negligence), or otherwise.
11 Confidentiality
Honzell Design, LLC will not at any time or in any manner, either directly or indirectly, use for the personal benefit of Honzell Design, LLC, or divulge, disclose, or communicate in any manner any information that is proprietary to Customer. Honzell Design, LLC will protect such information and treat it as strictly confidential. This provision shall continue to be effective after the termination of this Agreement.
12 Employees
Honzell Design, LLC's employees or subcontractors, if any, who perform services for Customer under this Agreement shall also be bound by the provisions of this Agreement. At the request of Customer, Honzell Design, LLC shall provide adequate evidence that such persons are Honzell Design, LLC's employees or authorized subcontractors.
13 Assignment
Honzell Design, LLC's obligations under this Agreement may not be assigned or transferred to any other person, firm, or corporation without the prior written consent of Customer.
14 Entire Agreement
This Agreement, together with any applicable Order Document(s), contains the entire agreement of the parties, and there are no other promises or conditions in any other agreement whether oral or written.
15 Severability
If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
16 Amendment
No amendment, waiver, or discharge of any provision of this Agreement shall be effective against Customer or Honzell Design, LLC without the written consent of both Customer and Honzell Design, LLC.
17 Notices
Any notice required to be given pursuant to this Agreement shall be in writing and mailed by certified or registered mail, or sent via email with confirmed receipt.
18 Applicable Law
This Agreement shall be governed by the laws of the State of Texas.
Version 3.0 · Effective June 19, 2026 · Questions: info@honzelldesign.com