Terms & Conditions.

Mo Studio provides web design, web development, search engine optimization (SEO), website maintenance, and related digital design services. The exact deliverables, timeline, and price for any engagement are documented in a written proposal, quote, or invoice (the "Engagement") which incorporates these Terms by reference.

Anything not expressly listed in the Engagement is out of scope. Out-of-scope requests will be billed separately at my then-current rates or as a fixed add-on, after written agreement from both parties.

• Project fees are paid 100% upfront once the scope is agreed and the brief is fully submitted. Work begins only after payment is received.
• Project payments are non-refundable once work has commenced, regardless of the Client's subsequent decision to cancel, reduce scope, or fail to provide required materials.
• Monthly maintenance is sold as a 12-month subscription paid 100% upfront.After the initial 12 months, billing automatically converts to month-to-month (in advance, on the 1st of each month). No partial-month refunds. See §07 for full details.
• All prices are in U.S. Dollars (USD) and exclusive of any applicable sales tax, VAT, or transaction fees, which are the Client's responsibility where applicable.
• Invoices and receipts are available on request at any time.

Any concepts, designs, mockups, prototypes, demos, code samples, or other materials that the Studio creates, shows, or shares with a prospective client before a written engagement is confirmed and full payment is received (collectively, "Pre-Engagement Work") remain the exclusive intellectual property of the Studio.

Pre-Engagement Work is shared solely for evaluation purposes. The Client is granted a limited, non-exclusive, non-transferable, revocable license to view and discuss this work for the duration of sales discussions only. The Client may not copy, distribute, recreate, reverse-engineer, screenshot for reuse, or commercially exploit any Pre-Engagement Work without the Studio's written consent.

Ownership of any Pre-Engagement Work transfers to the Client only if and when (a) a written engagement covering that work is executed and (b) full project payment has been received — at which point the IP transfer terms of §06 apply.

Maintenance payments (and any other recurring fees) are due on the 1st of each month. The Studio applies a graduated escalation to recover late payments:

• Day 7 — payment overdue. A 5% late fee per week begins to accrue on the outstanding balance.
• Day 14 — first written warning sent to the Client's email on file. Edit hours, content updates, and any non-essential work are paused until the balance (plus accrued late fees) is settled.
• Day 21 — the Studio reserves the right to suspend hosting and take the Client's site offline until the balance is cleared. The Studio is not liable for any business losses, revenue impact, SEO impact, or reputational harm resulting from such suspension.
• Day 45 — the engagement may be terminated in full at the Studio's discretion. All amounts already paid are non-refundable. The Studio is under no obligation to provide handover (codebase export, DNS transfer, CMS access) until the outstanding balance, all accrued late fees, and a flat $250 reinstatement fee are paid in full.

The Client may avoid suspension at any stage by paying the outstanding balance plus accrued late fees. The Studio may, at its sole discretion, waive any portion of these fees in writing.

To deliver on time and on budget, I rely on the Client to provide:

• A complete brief covering goals, audience, content, and any brand constraints, before the project begins.
• All copy, photography, logos, and other assets the Client wants featured. If I am to source or write content, that must be in the Engagement as a paid add-on.
• Timely feedback. Project timelines assume Client feedback within 3 business days at each milestone. Delays beyond this may extend the timeline and, in extended cases, restart the project as a new Engagement.
• Accurate and up-to-date contact info, billing details, and any third-party credentials (domain registrar, hosting, analytics) needed to complete the work.

Each Engagement specifies a number of revision rounds (e.g. 1 round on Starter, 3 on Professional, unlimited on Premium). A "round" is a single consolidated set of feedback delivered in writing.

Once a milestone is approved in writing (including by email or chat message), it is considered final. Subsequent changes to approved work are billed as out-of-scope unless explicitly covered by the Engagement.

Deemed approval. Feedback not received within 5 business days of a milestone delivery is deemed written approval of that milestone. The Studio may proceed to the next phase and any subsequent change requests to that milestone will be treated as out-of-scope Change Orders.

Estimated delivery timelines are stated in the Engagement and assume the Client meets the responsibilities in §03. The timeline begins on the later of (a) full payment received and (b) full brief received. Force majeure events (illness, natural disaster, third-party platform outages) extend the timeline without penalty.

Upon full payment, the Client owns all final deliverables — final design files, source code, copy, and visual assets — and may use, modify, or transfer them without restriction.

The Studio retains the right to display the completed work in its portfolio (including on mozeid.com, on social media, and in design-industry publications) and to describe the engagement at a high level, unless the Engagement specifies an NDA or written confidentiality clause.

Pre-existing intellectual property, third-party assets (fonts, stock imagery, plugins, libraries), and proprietary tooling remain the property of their respective owners. The Studio licenses such third-party assets on the Client's behalf where required and passes through any associated costs.

Monthly maintenance is sold as a 12-month subscription paid 100% upfront. After the initial 12 months, the subscription automatically converts to month-to-month, billed in advance on the 1st of each month, and may be cancelled by either party with at least 30 days' written notice (email is sufficient).

Maintenance plans. Choose one of the following tiers in the Engagement. The Client may upgrade at any time (pro-rated); downgrades take effect at the next renewal.

Code ownership and portability. The Client owns the source code in full per §06 from the moment final project payment is received. The Client may request the codebase be exported to a Git repository or download package they control at any time during or after the subscription — at no additional cost.

Upon cancellation (after the initial 12 months, or at any renewal point thereafter):

• The Studio exports the latest codebase and all assets to a Git repository or download package the Client controls — at no extra cost.
• The Studio transfers ownership of any DNS records, CMS accounts, analytics dashboards, and third-party services that the Studio set up on the Client's behalf.
• The Client's final monthly invoice is billed in full and is non-refundable, covering the final month of service and the handover work above.
• The Client is free to host the site anywhere — the codebase is host-agnostic by design.
• After handover, the Studio is no longer responsible for site uptime, hosting renewals, security patches, or any aspect of the Client's operation of the site.

Early termination of the 12-month term: the upfront subscription is non-refundable. The Client may stop using the service at any time, but no pro-rated refund is issued for the unused portion of the 12 months. Handover (codebase export + DNS/CMS transfer) is still provided on request.

Each party will treat the other's non-public business information (financials, customer data, unreleased products) as confidential and will not disclose it to third parties without consent, except as required by law.

The Studio warrants that the deliverables will substantially conform to the Engagement and will be free of material defects for 30 days after launch. Defects reported within this window will be fixed at no additional cost.

EXCEPT FOR THE EXPRESS WARRANTY ABOVE, ALL SERVICES AND DELIVERABLES ARE PROVIDED "AS IS" AND "AS AVAILABLE," without warranty of any kind, express or implied, including but not limited to merchantability, fitness for a particular purpose, or non-infringement.

To the maximum extent permitted by law, the Studio's total aggregate liability under any Engagement, regardless of the legal theory, shall not exceed the total fees paid by the Client to the Studio under that Engagement in the 12 months preceding the claim. The Studio is not liable for any indirect, incidental, consequential, or special damages, including lost profits, lost revenue, or loss of data.

The Client agrees to indemnify and hold harmless the Studio from any third-party claims arising from (a) content the Client supplied or directed the Studio to use, (b) the Client's use of the final deliverables in violation of any law or third-party right, or (c) the Client's breach of these Terms.

Either party may terminate an Engagement immediately for material breach if the other party fails to cure such breach within 14 days of written notice. Upon termination:

• All work completed up to the termination date is delivered to the Client.
• The Client remains liable for all amounts due under the Engagement; project payments already made are non-refundable per §02.
• The clauses of these Terms that by their nature should survive termination (intellectual property, confidentiality, liability, governing law) shall do so.

Neither party is liable for failure or delay caused by events outside its reasonable control — including illness, natural disaster, war, government action, internet or hosting outages, or third-party platform failures — provided the affected party notifies the other promptly and resumes performance as soon as reasonably practicable.

The Studio operates as an independent contractor. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between the parties. The Studio retains sole discretion over working hours, location, and means of performance.

These Terms are governed by the laws of the State of Texas, United States, without regard to its conflict-of-laws rules. The parties agree that any dispute shall first be submitted to good-faith negotiation for at least 30 days.

If unresolved, disputes shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association, conducted in Texas, USA, in English, by a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction. Each party bears its own costs and fees unless the arbitrator decides otherwise.

• Entire agreement. These Terms together with the applicable Engagement constitute the entire agreement and supersede all prior discussions.
• Amendments. Changes to these Terms apply only to engagements entered into after the "Last updated" date above.
• Severability. If any provision is held unenforceable, the remaining provisions stay in effect.
• No waiver. Failure to enforce any provision does not waive that provision or any other.
• Assignment. Neither party may assign these Terms without the other's prior written consent, except in connection with a merger, acquisition, or sale of substantially all assets.
• Notices. Written notices to the Studio go to the email address on mozeid.com. Notices to the Client go to the email on file.