CLIENT SERVICES TERMS, CONDITIONS, RISK ALLOCATION, DISCLAIMER, AND INDEMNITY NOTICE
For HJ Design, Inc. / HJDesign.net
Last Updated: Jaunary 3, 2026
IMPORTANT NOTICE: BY REQUESTING, APPROVING, PAYING FOR, RECEIVING, USING, ACCESSING, CONTINUING, OR BENEFITING FROM ANY SERVICES PROVIDED BY HJ DESIGN, THE CLIENT ACCEPTS AND AGREES TO BE LEGALLY BOUND BY THESE TERMS.
THIS NOTICE CONTAINS A BINDING ARBITRATION PROVISION, JURY-TRIAL WAIVER, CLASS-ACTION WAIVER, LIMITATION OF LIABILITY, RELEASE, DISCLAIMER OF WARRANTIES, AND INDEMNIFICATION OBLIGATIONS THAT MAY AFFECT THE CLIENT'S LEGAL RIGHTS.
These Terms are intended to be posted on HJDesign.net and may also be referenced or linked in estimates, proposals, invoices, emails, payment pages, support communications, work requests, onboarding materials, and service communications. A Client's acceptance of Services, payment for Services, continued use of Services, provision of credentials, provision of content, approval of work, or failure to discontinue Services after notice of these Terms constitutes acceptance of these Terms to the fullest extent permitted by law.
1. Purpose and Allocation of Legal Responsibility
The purpose of these Terms is to allocate legal, operational, compliance, technology, internet, creative, business, and third-party risks to the Client to the fullest extent permitted by law.
The Client acknowledges that websites, online marketing, hosting, DNS, domain names, graphic design, website programming, website maintenance, third-party platforms, data collection, tracking technologies, privacy notices, accessibility tools, artificial intelligence tools, email systems, advertising platforms, and internet-based services involve legal responsibilities, legal exposure, and business risks that are outside HJ Design's control and remain the Client's sole responsibility.
HJ Design provides creative, technical, administrative, hosting-related, DNS-related, domain-related, maintenance, design, programming, and related services at the Client's direction. HJ Design does not act as the Client's attorney, compliance officer, privacy officer, security officer, accessibility auditor, insurer, fiduciary, or guarantor.
2. Defined Terms
Term Meaning HJ Design
HJ Design, Inc., HJDesign.net, and their owners, shareholders, officers, directors, managers, employees, staff, contractors, agents, representatives, affiliates, successors, assigns, vendors, and team members.
Term Meaning Client
Any person, business, organization, owner, officer, manager, employee, representative, or user who requests, approves, pays for, receives, uses, accesses, continues, or benefits from services provided by HJ Design.
Services All graphic design, website design, website programming, website maintenance, website updates, DNS management, website hosting, hosting coordination, domain name registration or management, email marketing, SEO, analytics, advertising support, tracking installation, consulting, technical support, training, print design, and related creative or technology services.
Term Meaning Third-Party Services
Any registrar, hosting company, DNS provider, email provider, CMS, plugin, theme, application, API, analytics tool, payment processor, advertising platform, CRM, email platform, cookie tool, accessibility widget, security product, AI tool, cloud service, software, or outside provider used for or by a Client.
3. Services Covered
These Terms apply to all Services provided by HJ Design, whether requested verbally, by email, by text, through a website form, through a support request, through a payment, through continued use of Services, by providing access credentials, by providing content, through an invoice, through an estimate, through a proposal, or by any other method.
These Terms apply to all past, present, recurring, renewed, modified, and future Services unless HJ Design posts updated terms. Continued use of Services after updated terms are posted or provided constitutes acceptance of the updated terms to the fullest extent permitted by law.
4. Client Direction, Authority, and Approvals
The Client represents that each person who requests, approves, pays for, supplies materials for, provides login credentials for, or gives instructions concerning Services has authority to act for the Client. HJ Design may rely on instructions, approvals, logins, credentials, content, files, access permissions, and business information supplied by the Client or the Client's representatives without independently verifying legal authority, ownership, accuracy, compliance, or internal authorization.
The Client is responsible for reviewing and approving all concepts, designs, copy, website pages, forms, settings, DNS records, domain settings, advertising materials, email campaigns, integrations, and deliverables before use or publication. Approval may be shown by written approval, oral approval, payment, publication, use, continued use, provision of access, provision of materials, or failure to object within a reasonable time after HJ Design makes the item available for review.
5. Client Legal Compliance Responsibility
The Client is solely responsible for ensuring that its website, business operations, products, services, statements, offers, pricing, advertising, promotions, privacy practices, cookie practices, data collection, data retention, customer communications, email marketing, SMS/text marketing, accessibility practices, payment practices, intellectual property use, employment practices, industry-specific rules, and all other business activities comply with all applicable federal, state, local, and international laws, regulations, rules, agency guidance, court decisions, industry requirements, platform rules, and future legal developments.
This responsibility includes, without limitation, privacy laws, data protection laws, consumer protection laws, electronic communications laws, wiretapping and recording laws, anti-spam laws, telephone and text messaging laws, accessibility laws, advertising laws, unfair or deceptive trade practice laws, intellectual property laws, payment card requirements, industry regulations, and any laws or regulations that are enacted, amended, interpreted, or enforced after Services are performed.
The Client shall obtain and maintain all legally required notices, disclosures, consents, authorizations, permissions, licenses, permits, registrations, policies, records, and approvals required for the Client's website, content, data practices, marketing, customer communications, and business operations.
6. No Legal Advice, Compliance Advice, or Compliance Warranty
HJ Design is not a law firm and does not provide legal advice, legal opinions, compliance certifications, regulatory determinations, privacy compliance services, accessibility compliance services, insurance advice, tax advice, accounting advice, or guarantees of legal compliance. No statement, document, template, checklist, plugin, banner, policy, configuration, recommendation, setting, design, code, or deliverable provided by HJ Design shall be construed as legal advice or as a representation that the Client complies with any law.
The Client shall consult qualified legal counsel regarding all legal compliance questions, including privacy policies, cookie consent, tracking technologies, session replay or recording tools, website accessibility, e-commerce disclosures, advertising claims, email or SMS consent, data retention, cybersecurity obligations, customer communications, industry-specific rules, and all laws applicable to the Client.
7. Client Content, Claims, and Intellectual Property
The Client is solely responsible for all content, instructions, business names, trademarks, logos, copy, photographs, videos, testimonials, reviews, product information, service descriptions, pricing, offers, health or financial claims, comparative statements, advertising claims, legal disclaimers, privacy notices, terms, policies, and other materials supplied by, approved by, or used by the Client.
The Client represents and warrants that it owns or has obtained all rights, licenses, permissions, releases, consents, and clearances necessary for HJ Design to use, reproduce, modify, publish, display, distribute, host, print, or otherwise incorporate all Client-provided materials into Services. The Client is solely responsible for claims alleging copyright infringement, trademark infringement, right of publicity violations, privacy violations, defamation, false advertising, unfair competition, plagiarism, misuse of images, misuse of fonts, or other legal violations arising from Client-provided or Client-approved content.
HJ Design retains ownership of its pre-existing materials, templates, code libraries, workflows, methods, know-how, design processes, tools, reusable components, internal files, source files, and concepts not specifically transferred as final deliverables. The Client receives only the rights expressly stated for final approved deliverables after full payment.
8. Privacy, Cookies, Tracking, Analytics, AI Tools, and Data
The Client authorizes HJ Design, at the Client's direction or as part of requested Services, to install, configure, manage, maintain, modify, or remove cookies, pixels, tags, analytics tools, advertising pixels, tracking scripts, chat tools, forms, customer relationship management tools, session replay tools, heatmap tools, call tracking tools, email marketing tools, payment tools, AI tools, automations, and other technologies.
The Client is solely responsible for determining whether any such technology is lawful for the Client's business, website visitors, customers, jurisdiction, industry, and data practices. The Client is solely responsible for all notices, banners, privacy policies, cookie policies, opt-in mechanisms, opt-out mechanisms, consent logs, data processing terms, vendor terms, customer authorizations, and related legal obligations.
HJ Design shall not be liable for any claim, investigation, demand, fine, penalty, settlement, judgment, or loss arising from or relating to cookies, tracking, analytics, advertising pixels, AI tools, data collection, data sharing, data retention, customer communications, privacy policies, consent mechanisms, or alleged interception, recording, disclosure, misuse, or unauthorized processing of data, except to the extent liability cannot be limited under applicable law.
9. Accessibility
The Client is solely responsible for determining whether its website, documents, online services, physical business, communications, and customer experience comply with accessibility laws or accessibility standards. HJ Design may provide accessibility-related design, development, remediation, plugins, widgets, scans, or recommendations when requested, but such work does not constitute a legal opinion, compliance certification, guarantee of accessibility, or guarantee that no claim will be made.
Accessibility standards, assistive technologies, court decisions, enforcement priorities, and website content change over time. The Client is responsible for ongoing monitoring, legal review, content review, funding, and remediation of accessibility issues.
10. Email, SMS, Advertising, SEO, and Marketing
The Client is solely responsible for the legality and accuracy of all email marketing, SMS/text messaging, advertising, SEO content, search engine marketing, social media advertising, promotions, contests, offers, claims, disclaimers, targeting, retargeting, audience lists, subscriber lists, opt-in records, opt-out records, and customer communications.
HJ Design may assist with setup, design, scheduling, coding, formatting, list upload, campaign management, SEO, advertising support, analytics, or technical support, but the Client remains solely responsible for legal compliance, recipient consent, unsubscribe obligations, message content, sender identification, advertising substantiation, customer list legality, and industry-specific requirements.
11. Domain Names, DNS, Hosting, Email, and Account Management
Domain names, DNS records, hosting services, email services, SSL certificates, registrars, name servers, content management systems, servers, cloud services, and related technologies may be controlled by third parties and may be subject to third-party terms, outages, delays, propagation times, renewal deadlines, transfer rules, expiration policies, fees, security incidents, suspensions, blacklisting, spam filtering, platform rules, and administrative actions outside HJ Design's control.
The Client is solely responsible for maintaining ownership, accurate account information, current payment methods, registrar access, hosting access, administrative contacts, renewal notices, credentials, backup contacts, security settings, and legal rights to all domain names, hosting accounts, email accounts, software licenses, and Third-Party Services.
HJ Design does not assume responsibility for domain expiration, domain loss, DNS propagation delay, incorrect third-party records, email disruption, hosting downtime, registrar action, service suspension, SSL expiration, spam filtering, blacklisting, deliverability issues, data loss, website outage, loss of access, account lockout, account ownership disputes, missed renewals, third-party billing issues, third-party security issues, or inability to access any account or service, except to the extent liability cannot be limited under applicable law.
12. Third-Party Services and Software
HJ Design may use, recommend, configure, integrate, maintain, or support Third-Party Services as part of Services. HJ Design does not control Third-Party Services and is not responsible for their acts, omissions, terms, privacy practices, data handling, security, uptime, errors, compatibility, pricing changes, discontinuation, updates, renewals, licensing, support quality, accessibility, legality, or regulatory compliance.
The Client is responsible for reviewing and accepting all Third-Party Service terms, privacy notices, data processing terms, fees, renewals, and legal obligations. The Client agrees that any claim concerning a Third-Party Service shall be directed to the third-party provider and not HJ Design, except to the extent prohibited by law.
13. Security, Backups, and Cyber Risk
HJ Design does not provide managed cybersecurity services, forensic services, legal breach response services, guaranteed backups, guaranteed restoration, security monitoring, insurance, incident response, or guarantees that any website, account, server, email system, plugin, application, code, database, API, or Third-Party Service will be secure, uninterrupted, error-free, backed up, restorable, or free of vulnerabilities.
The Client acknowledges that internet-based services involve inherent risks, including hacking, malware, ransomware, phishing, credential theft, brute-force attacks, software vulnerabilities, plugin vulnerabilities, API vulnerabilities, employee error, third-party failures, hosting failures, data breaches, denial-of-service attacks, domain hijacking, email compromise, and data loss.
The Client is responsible for maintaining appropriate insurance, password practices, multi-factor authentication, administrative controls, internal access rules, employee training, backups, legal breach response plans, and security policies for the Client's business.
14. Regulatory Changes and Future Laws
The Client acknowledges that laws, regulations, enforcement positions, agency guidance, platform rules, accessibility standards, privacy requirements, advertising rules, and technology requirements may change after HJ Design performs Services. HJ Design has no duty to monitor future legal developments, notify the Client of legal changes, update the Client's website or materials for legal changes, or perform additional compliance work related to legal changes.
The Client remains solely responsible for compliance with all laws and requirements now in effect and all laws and requirements that may be enacted, amended, interpreted, or enforced in the future.
15. No Guarantee of Results
HJ Design does not guarantee search engine ranking, website traffic, sales, leads, conversions, ad performance, deliverability, uptime, speed, compatibility, accessibility compliance, legal compliance, third-party approval, platform approval, customer response, revenue, profitability, or any specific business result. Estimates, timelines, opinions, design recommendations, marketing suggestions, and technical recommendations are professional judgments only and are not guarantees.
16. Payment, Suspension, Termination, and Collection
The Client shall pay all invoices, fees, pass-through costs, subscriptions, renewals, hosting charges, domain charges, software charges, third-party fees, taxes, and reimbursable expenses when due. HJ Design may suspend, restrict, discontinue, remove, or terminate Services, hosting, maintenance, updates, support, access, publication, or work product for nonpayment, failure to provide required information, failure to provide access, abusive conduct, legal risk, security risk, operational risk, third-party provider action, or any breach of these Terms by the Client.
HJ Design shall not be liable for any loss, interruption, deadline, claim, data issue, outage, lost opportunity, or other consequence arising from suspension, restriction, removal, termination, or delay caused by the Client's nonpayment, lack of cooperation, incomplete information, missing approvals, failure to provide access, security risk, legal risk, or third-party issue.
17. Disclaimer of Warranties
All Services and deliverables are provided on an "AS IS," "AS AVAILABLE," and "WITH ALL FAULTS" basis. To the fullest extent permitted by law, HJ Design disclaims all warranties, whether express, implied, statutory, or otherwise, including without limitation warranties of merchantability, fitness for a particular purpose, title, non-infringement, uninterrupted operation, error-free operation, security, compatibility, accuracy, accessibility compliance, legal compliance, and absence of defects.
HJ Design does not warrant that any website, software, hosting service, DNS service, domain registration, email service, analytics platform, advertising campaign, search engine ranking, plugin, API, application, design, printed item, or Third-Party Service will meet the Client's expectations, comply with any law, operate without interruption, remain compatible, avoid downtime, avoid cyberattack, avoid data loss, or avoid third-party claims.
18. Limitation of Liability
To the fullest extent permitted by law, HJ Design shall not be liable for any indirect, incidental, consequential, exemplary, punitive, special, speculative, statutory, multiplied, or enhanced damages of any kind, including without limitation lost profits, lost revenue, lost leads, lost sales, lost business opportunities, loss of goodwill, business interruption, loss of data, loss of use, reputational harm, emotional distress, cost of substitute services, technology failure, regulatory penalties, fines, settlements, judgments, or attorneys' fees, whether arising in contract, tort, negligence, strict liability, statute, equity, or otherwise, even if HJ Design has been advised of the possibility of such damages.
To the fullest extent permitted by law, HJ Design's total cumulative liability for all claims, losses, damages, costs, and expenses arising out of or relating to Services, these Terms, any estimate, any proposal, any invoice, any deliverable, any website, any Third-Party Service, or the relationship between HJ Design and the Client shall not exceed the total fees actually paid by the Client to HJ Design for the specific Services giving rise to the claim during the twelve (12) months immediately preceding the event giving rise to the claim.
The limitations in these Terms apply regardless of the legal theory asserted and even if any limited remedy fails of its essential purpose, except to the extent liability cannot be limited under applicable law.
19. Client Release and Covenant Not to Sue
To the fullest extent permitted by law, the Client releases HJ Design from, and agrees not to sue HJ Design for, claims, losses, damages, fines, penalties, costs, attorneys' fees, investigations, demands, complaints, lawsuits, settlements, judgments, or administrative proceedings arising from or relating to the Client's business, website, content, legal compliance, privacy practices, data practices, marketing, advertising, accessibility, Third-Party Services, hosting, DNS, domain names, email, customer communications, cyber incidents, regulatory changes, or Client instructions, except to the extent liability cannot be released under applicable law.
20. Indemnification and Duty to Defend
The Client shall defend, indemnify, and hold harmless HJ Design from and against any and all claims, demands, investigations, lawsuits, arbitrations, administrative proceedings, regulatory actions, liabilities, damages, losses, judgments, fines, penalties, settlements, costs, and expenses, including reasonable attorneys' fees, expert fees, court costs, arbitration costs, mediation costs, collection costs, and litigation expenses, arising out of or relating to:
• the Client's business, products, services, statements, offers, advertising, marketing, communications, or operations;
• Client-provided, Client-approved, or Client-published content, images, copy, designs, claims, trademarks, data, files, or materials;
• the Client's website, data practices, privacy practices, cookies, tracking technologies, analytics, AI tools, forms, customer communications, email marketing, SMS/text messaging, accessibility, payment processing, or Third-Party Services;
• any alleged violation of privacy, consumer protection, communications, accessibility, advertising, intellectual property, data protection, cybersecurity, industry-specific, platform, or other laws, regulations, or rules;
• any claim by a customer, website visitor, subscriber, employee, contractor, government agency, attorney general, regulator, competitor, vendor, platform, service provider, or other third party arising from the Client's acts, omissions, instructions, approvals, business practices, or use of Services;
• the Client's breach of these Terms, nonpayment, misrepresentation, failure to obtain legal advice, failure to obtain required consents, failure to maintain accounts, failure to renew services, or failure to cooperate.
HJ Design may select its own counsel for any matter subject to indemnification. The Client shall not settle any claim in a manner that admits fault by HJ Design, imposes obligations on HJ Design, restricts HJ Design's business, affects HJ Design's rights, or requires payment by HJ Design without HJ Design's prior written consent.
21. Insurance; HJ Design Is Not the Client's Insurer
The Client is solely responsible for maintaining insurance appropriate for its business and online operations, including as applicable general liability, professional liability, cyber liability, media liability, employment practices liability, privacy liability, directors and officers coverage, and coverage for advertising injury, intellectual property claims, data breaches, and regulatory claims.
HJ Design is not the Client's insurer and does not assume the Client's insurable business, legal, regulatory, cyber, privacy, accessibility, advertising, or intellectual property risks. HJ Design is not required by these Terms to list, identify, disclose, maintain, or prove any particular insurance policy, coverage amount, carrier, endorsement, deductible, exclusion, or claim unless disclosure is required by applicable law.
22. Confidentiality and Access Credentials
Each party shall use reasonable care to protect confidential business information received from the other party. The Client is responsible for controlling its own credentials, account ownership, employee access, administrative users, password changes, multi-factor authentication, access revocation, and internal account policies.
HJ Design may use credentials and access supplied by the Client to perform Services, and the Client accepts responsibility for ensuring that such access is authorized, accurate, current, secure, and legally permissible.
23. Independent Contractor; No Fiduciary Role
HJ Design is an independent service provider and is not the Client's employee, partner, joint venturer, fiduciary, legal advisor, compliance officer, data protection officer, privacy officer, security officer, insurer, or agent for purposes of legal compliance. Nothing in these Terms creates a partnership, employment relationship, fiduciary relationship, joint venture, or agency relationship beyond the limited authority necessary to perform requested Services.
24. Dispute Resolution, Mediation, Arbitration, and Jury Waiver
Except for actions seeking temporary or permanent injunctive relief, collection of unpaid invoices, protection of intellectual property, or enforcement of an arbitration award, any dispute, controversy, or claim arising out of or relating to these Terms, Services, any estimate, any proposal, any invoice, any deliverable, any website, any Third-Party Service, or the relationship between HJ Design and the Client shall first be submitted to confidential mediation in Jackson County, Missouri.
If mediation does not resolve the dispute within sixty (60) days after a written request for mediation, the dispute shall be resolved exclusively through final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules then in effect. The arbitration shall be conducted by one arbitrator in Jackson County, Missouri. Judgment on the arbitration award may be entered in any court having jurisdiction.
Each Client knowingly and voluntarily waives any right to a trial by jury. To the fullest extent permitted by law, disputes shall proceed only on an individual basis and not as a class, collective, consolidated, representative, private attorney general, or mass action.
25. Governing Law, Venue, and Time to Bring Claims
These Terms shall be governed by and construed in accordance with the laws of the State of Missouri, without regard to conflict-of-law rules. Subject to the arbitration provisions above, the state and federal courts located in Missouri shall have exclusive jurisdiction and venue for any action seeking injunctive relief, collection of unpaid invoices, enforcement of an arbitration award, or any matter not subject to arbitration.
To the fullest extent permitted by law, any claim by the Client arising out of or relating to these Terms, Services, any estimate, any proposal, any invoice, any deliverable, any website, any Third-Party Service, or the relationship between HJ Design and the Client must be brought within one (1) year after the event giving rise to the claim or be permanently barred. This limitation period shall not extend any shorter limitation period provided by law.
26. Attorneys' Fees and Costs
In any collection action, mediation, arbitration, lawsuit, administrative proceeding, or other dispute arising out of or relating to these Terms, Services, or unpaid amounts, the prevailing party shall be entitled to recover its reasonable attorneys' fees, expert witness fees, court costs, arbitration costs, mediation costs, collection costs, and all other dispute-related expenses, in addition to any other relief awarded.
27. Force Majeure
HJ Design shall not be liable for delay, interruption, nonperformance, data loss, outage, or inability to perform caused by events beyond its reasonable control, including without limitation weather, fire, flood, natural disaster, war, terrorism, civil unrest, labor dispute, illness, governmental action, power failure, internet outage, telecommunications failure, cyberattack, ransomware, malware, denial-of-service attack, hosting failure, registrar failure, cloud provider failure, software vendor failure, payment processor failure, platform change, or other third-party failure.
28. General Legal Terms
Severability
If any provision of these Terms is held invalid, illegal, or unenforceable, the remaining provisions shall remain in full force, and the invalid provision shall be modified to the minimum extent necessary to make it enforceable while preserving the original intent.
No Waiver
No failure or delay by HJ Design in enforcing any right or provision shall constitute a waiver. Any waiver must be in writing by HJ Design.
Assignment
The Client may not assign any rights or obligations under these Terms without HJ Design's prior written consent. HJ Design may assign rights or obligations in connection with a merger, sale, reorganization, change of control, transfer of assets, or use of subcontractors or contractors to provide Services.
Survival
All provisions concerning payment, ownership, confidentiality, compliance responsibility, disclaimers, limitation of liability, release, covenant not to sue, indemnification, defense, attorneys' fees, dispute resolution, governing law, venue, and all provisions that by their nature should survive shall survive completion of Services, nonrenewal, suspension, termination, and the end of the relationship between HJ Design and the Client.
Priority of These Terms
These Terms supersede all prior and contemporaneous terms, policies, estimates, proposals, invoice notes, emails, oral statements, support communications, website copy, course-of-dealing evidence, and prior forms used by HJ Design concerning the same subject matter. If any HJ Design term, invoice, estimate, proposal, communication, or posted policy conflicts with these Terms, the provision that gives HJ Design the greatest protection, broadest release, broadest indemnity, broadest disclaimer, lowest obligation, and lowest liability shall control to the fullest extent permitted by law.
Essential Basis of the Bargain
The Client acknowledges that HJ Design's pricing, willingness to provide Services, and business relationship with the Client are based on the risk allocation, disclaimers, limitations of liability, release, covenant not to sue, indemnification, and dispute-resolution provisions in these Terms. These provisions are an essential basis of the bargain.
29. Electronic Acceptance, Communications, and Records
Visiting HJDesign.net, requesting Services, sending email, sending text messages, submitting online forms, approving estimates, issuing purchase orders, providing payment information, providing credentials, approving proofs, accepting delivery, attempting delivery, receiving Services, continuing Services, or otherwise communicating electronically with HJ Design constitutes electronic communication and, where applicable, electronic acceptance of these Terms.
The Client consents to receive notices, approvals, disclosures, policies, invoices, records, estimates, change notices, and transaction records electronically. The Client agrees that electronic communications, electronic approvals, electronic signatures, typed names, email approvals, text approvals, online form submissions, payment authorizations, and similar electronic records satisfy any requirement that a communication, signature, approval, or record be in writing to the fullest extent permitted by law.
The Client waives any defense based solely on the electronic form of these Terms, the absence of a handwritten signature, the absence of a paper copy, or the use of electronic records, electronic communications, or electronic approvals.
30. All Sales Final; No Refunds or Exchanges
All sales are final. All Services, products, creative work, design work, programming, hosting-related services, DNS-related services, domain-related services, third-party charges, print work, production work, digital files, consulting, maintenance, and support are sold as-is and are not refundable or exchangeable to the fullest extent permitted by law.
No refund, credit, chargeback, offset, cancellation, exchange, reprint, redesign, recoding, hosting credit, domain credit, or replacement shall be owed unless HJ Design voluntarily chooses to provide one. Any voluntary accommodation by HJ Design shall not be an admission of fault, shall not waive these Terms, and shall not create any future obligation.
31. Payments, Payment Authorization, Chargebacks, and Setoff
All amounts are due when invoiced or when otherwise stated by HJ Design. HJ Design may require advance payment, deposits, milestone payments, recurring payments, automatic payments, or payment before release, delivery, publication, printing, hosting, renewal, transfer, or continued Services.
The Client authorizes HJ Design to charge any debit card, credit card, ACH, bank account, payment account, or other payment method provided by or for the Client for amounts due, recurring fees, renewals, pass-through costs, third-party fees, taxes, collection costs, and other charges arising from Services.
The Client shall not withhold payment, assert setoff, initiate chargebacks, reverse payments, or dispute charges as a substitute for the dispute-resolution process in these Terms. The Client shall reimburse HJ Design for chargeback fees, returned-payment fees, collection costs, attorneys' fees, and other costs caused by nonpayment, reversed payment, or disputed payment to the fullest extent permitted by law.
32. Corrections, Estimates, Errors, Availability, and Timing
HJ Design may correct typographical errors, pricing errors, descriptions, omissions, availability information, timing estimates, due dates, specifications, links, technical settings, website information, invoice information, and other inaccuracies at any time without prior notice.
All schedules, delivery dates, launch dates, production dates, renewal dates, completion dates, timelines, budgets, estimates, and performance projections are estimates only unless HJ Design expressly states otherwise. HJ Design shall not be liable for delay, missed launch, missed deadline, missed sale, lost opportunity, third-party delay, supply issue, staff unavailability, platform issue, hosting issue, registrar issue, software issue, approval delay, Client delay, or any timing-related loss.
HJ Design may modify, update, suspend, discontinue, remove, restrict, or change Services, support, hosting, access, deliverables, website availability, account access, or maintenance at any time for operational, security, legal, nonpayment, third-party, or business reasons. HJ Design has no obligation to maintain, support, update, correct, host, renew, monitor, or continue any Service except to the extent HJ Design chooses to do so.
33. Use of Artwork, Files, Proofs, Production, and Portfolio Rights
All proofs, drafts, concepts, layouts, designs, source files, working files, native files, code, artwork, mockups, photographs, scans, video, audio, production files, print files, website files, templates, and other materials created, modified, selected, arranged, or supplied by HJ Design are provided for review only until HJ Design has been paid in full.
The Client may not use, reproduce, publish, print, output, copy, modify, distribute, transfer, display, install, host, advertise, post, or otherwise exploit any HJ Design files, artwork, designs, code, concepts, proofs, mockups, specialty item designs, website materials, marketing materials, signage, or production materials until all related invoices and charges are paid in full.
Unless HJ Design expressly transfers a particular right, HJ Design retains ownership and control of source files, editable files, native design files, working files, production methods, templates, reusable components, code libraries, design systems, internal files, preliminary concepts, rejected concepts, know-how, and processes.
HJ Design may use completed work, Client names, Client logos, screenshots, photographs, project descriptions, before-and-after examples, and nonconfidential project information in HJ Design's portfolio, marketing, website, social media, proposals, award entries, and promotional materials, unless HJ Design chooses otherwise.
34. Confidential Information and Public-Facing Services
The Client shall not transmit, upload, submit, email, text, publish, or provide confidential, sensitive, regulated, personal, financial, medical, legal, trade-secret, proprietary, security-sensitive, or restricted information to HJ Design unless the Client has determined that doing so is lawful and appropriate and has implemented any legally required safeguards.
Websites, email, hosting accounts, forms, online platforms, and internet-based tools may be public-facing, searchable, insecure, intercepted, accessed by third parties, cached, archived, copied, scraped, indexed, or otherwise exposed. HJ Design shall not be responsible for confidentiality, information security, data security, privacy, breach response, regulatory compliance, or legal consequences arising from information the Client transmits, publishes, requests, approves, or makes available through Services, except to the extent liability cannot be limited under applicable law.
35. Termination, Cancellation, Suspension, and Survival of Payment Duties
HJ Design may terminate, cancel, suspend, restrict, decline, or discontinue Services at any time for nonpayment, legal risk, security risk, abusive conduct, lack of cooperation, missing information, unavailable materials, third-party problems, operational concerns, or any reason HJ Design determines appropriate.
If Services are terminated, canceled, delayed, suspended, restricted, or discontinued for any reason, the Client remains responsible for all amounts due, work performed, time incurred, purchases, materials, commitments, third-party fees, subscriptions, renewals, setup work, production costs, administrative time, cancellation costs, collection costs, attorneys' fees, and any other charges incurred or committed by HJ Design before or because of the termination, cancellation, delay, suspension, restriction, or discontinuance.
HJ Design may retain possession, control, access, publication rights, files, credentials, production materials, artwork, website files, domains under HJ Design-managed accounts, hosting access, or deliverables until all amounts due are paid in full, to the fullest extent permitted by law.
36. No Third-Party Reliance; Protection From Claims Against the Client
No customer, website visitor, subscriber, employee, contractor, competitor, regulator, government agency, attorney general, vendor, platform, service provider, or other third party may rely on Services as legal, compliance, accessibility, privacy, security, advertising, consumer-protection, or professional advice from HJ Design.
If the Client is sued, investigated, threatened, fined, cited, penalized, served with a demand, or subjected to any claim or proceeding relating to the Client's business, website, advertising, marketing, privacy practices, cookies, tracking, analytics, accessibility, data, products, services, communications, intellectual property, customer relationships, employment practices, industry compliance, or use of Services, the Client shall defend, indemnify, and hold HJ Design harmless from any involvement, subpoena, document request, deposition, witness demand, claim, cost, expense, attorneys' fees, settlement, judgment, fine, penalty, or related burden to the fullest extent permitted by law.