Terms of Service

Engagement

American Webs Master ("AWM", "we", "us") provides digital services including brand strategy, web design, web development, UX/UI design, motion design, digital marketing, and related services as defined in a project-specific Statement of Work ("SOW") or proposal document agreed between the parties.

Scope Changes

Any changes to the agreed scope of work must be documented in a written change order and agreed by both parties before work begins. AWM reserves the right to adjust timelines and fees in proportion to scope changes. Verbal or informal scope changes do not constitute an agreement.

Subcontractors

AWM may engage subcontractors or specialist collaborators to deliver certain elements of a project. AWM remains responsible to the client for all work performed on its behalf and will not share confidential client information with subcontractors without prior written consent.

Fees

Project fees are set out in the applicable proposal or SOW. All fees are in USD unless otherwise stated. AWM reserves the right to adjust its rates on a per-project basis; any rate changes affecting an ongoing engagement will be communicated with 30 days notice.

Payment Schedule

Unless otherwise agreed in writing, projects are invoiced as follows: 50% deposit before project commencement; 25% at design approval or project midpoint; 25% upon project completion prior to launch or final delivery.

Late Payment

Invoices are due within 14 days of issue. Overdue invoices accrue interest at 1.5% per month (18% per annum). AWM reserves the right to suspend work on active projects in the event of unpaid invoices more than 30 days overdue, without liability for delays caused by such suspension.

Refunds

Deposits are non-refundable once project work has commenced. In the event AWM is unable to complete agreed deliverables for reasons within our control, we will provide a pro-rated refund for incomplete work.

Client Ownership

Upon receipt of full payment, AWM assigns to the client all rights, title, and interest in the final deliverables created specifically for the client under this engagement, including design files, code, and written content. This assignment excludes any pre-existing AWM tools, frameworks, templates, or methodologies incorporated in the work.

AWM Portfolio Rights

AWM retains the right to display the completed work in its portfolio, website, social media, and marketing materials, unless the client requests confidentiality in writing prior to project commencement.

Third-Party Assets

AWM may incorporate third-party elements (typefaces, stock photography, open-source software, licensed plugins) in the work. The client is responsible for ensuring continued licensing of such elements after project handover. AWM will document all third-party assets in the final handover package.

Client Materials

The client warrants that all materials provided to AWM for use in the project (logos, images, text, data) are owned by or properly licensed to the client, and that their use will not infringe any third-party rights. The client indemnifies AWM against any claims arising from client-supplied materials.

Timely Feedback

The client agrees to provide timely, consolidated, and actionable feedback at agreed review points. AWM operates on a single-point-of-contact model — feedback should be consolidated from all internal stakeholders before submission. Delays caused by late or fragmented client feedback may result in timeline extensions or additional fees.

Content Provision

Unless content creation is included in the agreed scope, the client is responsible for providing final copy, images, and other content by agreed deadlines. AWM will indicate content requirements and deadlines in the project timeline. Late content provision may delay project completion.

Approvals

Client sign-off at agreed project milestones constitutes approval of the work at that stage. Requests to revisit approved stages outside the agreed revision rounds may incur additional fees.

Both parties agree to hold in confidence any non-public information disclosed in connection with this engagement ("Confidential Information") and not to disclose such information to third parties without prior written consent, except as required by law. This obligation survives termination of the engagement for a period of three years. Confidential Information does not include information that is publicly available, already known to the receiving party, or independently developed without reference to the disclosing party's information.

AWM Warranties

AWM warrants that: (a) it has the right to enter into this agreement and deliver the services; (b) the work will be performed with reasonable skill and care; (c) the final deliverables will not knowingly infringe third-party intellectual property rights.

Disclaimer

To the fullest extent permitted by law, AWM provides its services "as is" and makes no warranties regarding specific business outcomes, revenue increases, search ranking improvements, or conversion rate changes. Results depend on many factors outside AWM's control.

Limitation of Liability

AWM's total liability to the client under any engagement shall not exceed the total fees paid by the client for the specific project giving rise to the claim. In no event shall AWM be liable for indirect, incidental, consequential, or punitive damages, including loss of profits, loss of data, or loss of business opportunity.

By Either Party

Either party may terminate an engagement with 14 days written notice. In the event of termination, the client shall pay for all work completed up to the termination date at AWM's standard rates, plus any costs incurred for third-party services engaged on the client's behalf.

For Cause

Either party may terminate immediately for material breach if the breaching party fails to remedy the breach within 10 business days of written notice. AWM may terminate immediately if the client fails to make payment when due.

These Terms are governed by the laws of the State of New York, United States. Any disputes arising from these Terms or any engagement with AWM shall be subject to the exclusive jurisdiction of the courts of New York. Before initiating legal proceedings, both parties agree to attempt resolution through good-faith negotiation for a period of 30 days.