This Client Services Agreement (“Agreement”) is entered into between BlueCat Marketing, LLC, doing business as BlueCat (“Provider”), and the client identified at enrollment or execution (“Client”). This Agreement governs the provision of website design, development, hosting, maintenance, and related services as described herein. By submitting payment, authorizing work to begin, or executing this Agreement, Client acknowledges that they have read, understood, and agreed to be bound by its terms.

1. Project Overview

Provider agrees to design, develop, and deliver a custom website and related services for Client in accordance with the scope, inclusions, and parameters discussed during consultation and confirmed at enrollment (the “Project”). The Project may include planning, design, development, configuration, and launch of a website intended to support Client’s online presence.

All deliverables, pricing, timelines, and included services are governed by this Agreement and any written confirmations or materials issued by Provider in connection with the Project. This Agreement applies solely to the Project described herein. Any future services, enhancements, or ongoing engagements require separate written authorization.

Project type: Single custom website
Engagement scope: Defined at enrollment
Additional work: Requires separate approval

2. Project Scope

Provider will deliver a website consistent with the functional intent, structure, and general objectives discussed with Client. Unless expressly agreed in writing, the Project does not include e-commerce functionality, online stores, custom software applications, advanced automations, regulatory or legal compliance reviews, search engine ranking guarantees, advertising services, or ongoing content creation.

Client acknowledges that scope is limited to what has been expressly agreed upon. Requests for additions, changes, or enhancements beyond the agreed scope may require additional fees, adjusted timelines, or separate agreements, and Provider retains discretion to accept or decline such requests.

Included: Agreed design, pages, and core features
Excluded by default: E-commerce, custom apps, advanced integrations
Out-of-scope requests: May require added cost or timeline

3. Timeline

Any timelines communicated by Provider are estimates provided in good faith based on the information available at the time. Project timelines commence only after required payment has cleared and all requested onboarding materials have been received.

Client acknowledges that timelines may be affected by factors such as content delivery, approval timing, scope changes, third-party dependencies, platform updates, or other circumstances outside Provider’s direct control. Adjustments to the timeline resulting from such factors do not constitute a breach of this Agreement, and Client agrees that reasonable extensions of time are acceptable as part of the Project process.

Estimated timeline: 6–8 weeks
Timeline start: Payment received and onboarding completed
Timeline adjustments: Content delays, approvals, third parties

4. Payment & Pricing

Client agrees to pay the required deposit or project fee at enrollment. Work does not begin until payment is received. All payments compensate Provider for professional services, time allocation, planning, and the application of proprietary methods.

Optional add-ons, enhancements, or out-of-scope requests are billed separately and require written approval from the Provider. All fees are exclusive of third-party costs, licenses, subscriptions, taxes, or external services unless expressly stated otherwise. Provider will not incur or increase costs for the Client beyond the amount stated in this Agreement without Client’s prior approval.

Payment requirement: Deposit only, due before work begins
Pricing structure: Fixed for agreed scope
Additional costs: Add-ons and upgrades only with prior approval from Client

5. Hosting, Maintenance, & Updates

Provider will supply hosting and technical maintenance services for a period of eighteen (18) months, which may include hosting, software updates, backups, security monitoring, periodic audits, and limited content edits. These services are provided as part of a managed offering and are intended to support the general operation of the website.

Included content updates are limited to three (3) minor updates per month, defined as small text changes, image swaps, link updates, or minor CMS adjustments. Major redesigns, structural changes, custom development, fixes resulting from Client or third-party actions, or emergency interventions are excluded and billed separately at Provider’s then-current hourly rate.

Client acknowledges that hosting and maintenance services do not guarantee uninterrupted availability, immunity from security incidents, or compatibility with all third-party software. After the included hosting period, Client may continue hosting with Provider under a separate arrangement or transfer the website elsewhere.

Included term: 18 months
Included updates: Up to 3 minor edits per month
Excluded work: Redesigns, structural changes, custom development

6. Client Responsibilities

Client agrees to provide accurate, complete, and timely content, assets, and approvals as requested. Client represents that all materials provided are owned or properly licensed and do not infringe third-party rights.

Delays in providing content, feedback, or approvals may impact timelines. Client is responsible for all third-party costs incurred at Client’s request, including premium plugins, integrations, booking tools, or marketing platforms.

Content delivery: Provided by Client
Content ownership: Client responsibility
Approval timing: Affects delivery timeline

7. Revisions

Provider includes up to three (3) rounds of revisions within the agreed scope. Revisions must be consolidated and submitted in writing. Requests exceeding the included revisions or materially altering approved work may require additional fees or timeline adjustments.

Included revisions: Up to 3 rounds
Submission method: Consolidated, written feedback
Additional revisions: Billed separately

8. Launch & Acceptance

The website will be launched following Client’s final approval, which is typically provided expressly and, in certain circumstances, may be implied through continued use or lack of objection. Launch constitutes acceptance of the Project as delivered.

Provider may assist with DNS or other technical coordination; however, Client may elect to handle certain items independently or through a third-party marketing provider.

Launch requirement: Client final approval
Acceptance point: Site launch
DNS handling: Provider, Client, or third-party

9. Nature of Deliverables

Client acknowledges that the Project involves creative and technical services and that reasonable variations in design, structure, and implementation are inherent to such work. References to delivery, completion, or functionality describe the intended scope of work and do not constitute guarantees of performance, results, or suitability for any particular purpose.

Delivery standard: Consistent with agreed scope
Creative variance: Expected
Performance guarantees: None

10. Refund Policy

All payments are non-refundable, as they compensate Provider for professional time, preparation, and resource allocation. If Provider is unable to perform the agreed services due to circumstances within Provider’s control, Provider will provide a fair and reasonable resolution, which may include a refund for unperformed services.

11. Termination

Either party may terminate this Agreement with seven (7) days’ written notice. Provider may terminate earlier in cases of non-payment, material breach, or prolonged lack of communication. Upon termination, all work performed to date remains billable, and no refunds are due except as expressly stated in this Agreement.

Termination notice: 7 days
Outstanding work: Remains billable
Refunds on termination: Not provided

12. Intellectual Property

Upon full payment, Client owns the final website deliverables specific to the Project. Provider retains ownership of all internal tools, templates, processes, methodologies, and systems used to create the website. No transfer of Provider’s proprietary intellectual property is implied or granted.

Client ownership: Final website after full payment
Provider ownership: Internal tools and processes
Third-party licenses: Client responsibility

13. Indemnification

Client agrees to indemnify and hold Provider harmless from claims arising out of Client-supplied content, Client business operations, or post-delivery use of the website. Provider does not provide legal, regulatory, or compliance advice.

Content liability: Client-supplied materials
Compliance responsibility: Client business
Post-launch usage: Client responsibility

14. Limitation of Liability

To the extent permitted by law, Provider’s liability arising out of this Agreement is limited to the amount paid by Client under this Agreement. Provider is not liable for indirect, incidental, or consequential damages, including lost profits or business interruption, or for issues arising from third-party services, platforms, or Client modifications.

Liability cap: Fees paid under agreement
Excluded damages: Indirect, incidental, consequential
Third-party issues: Excluded

15. Guaranteed Outcomes

Client acknowledges that Provider cannot guarantee specific business results, performance metrics, accessibility certification, legal compliance, traffic, conversions, or revenue. Outcomes may depend on factors beyond Provider’s control, including market conditions, Client content, and third-party systems.

16. Final Agreement

This Agreement constitutes the entire understanding between the parties and supersedes all prior discussions or representations. Any modifications must be in writing and signed by both parties. This Agreement is governed by the laws of the State of Florida.