Effective Date: September 30, 2026
Company Name: Design Club Studio LLC (“Agency,” “we,” “us,” or “our”)
Website: designclubstudio.net
Welcome to Design Club Studio LLC. Operating since 2013, we specialize in delivering enterprise-grade digital marketing, creative technology, web development, custom web applications, and AI-driven business solutions. By accessing our website, booking a consultation, paying an invoice, or entering into a service agreement with us, you (“Client,” “you,” or “your”) agree to comply with and be bound by the following Terms & Conditions. Please read them carefully before commissioning any services or utilizing our digital platforms.
1. Scope of Services & Proposals
- Service Agreements: Design Club Studio LLC provides digital marketing, social media management, search engine optimization (SEO), web design, e-commerce solutions, custom Web Applications, branding, content creation, AI automation, CRM setup, and related digital growth services.
- Proposals & Statements of Work (SOW): Specific deliverables, timelines, technical architecture, pricing, and project milestones will be outlined in a formal proposal, invoice, or SOW provided to the Client. Work commences upon formal approval and receipt of the required upfront payment or deposit.
- Out-of-Scope Work: Any request, feature, integration, revision, or deliverable outside the agreed-upon scope will be classified as additional work and will require a separate quote or a formal change order.
2. Payments, Invoicing & Financial Terms
- Deposits & Retainers: Unless otherwise agreed in writing, a deposit (typically 50% for project-based and web application development work) is required prior to project commencement. Except where applicable law requires otherwise, deposits are non-refundable once work has started. Monthly retainers and recurring services are billed in advance.
- Payment Methods: We accept payments via bank wire transfer, credit/debit card, and designated online payment gateways (e.g., Stripe, Wise).
- International Wire Fees: For international wire transfers below USD $2,000, an additional USD $45 bank transfer fee will be added to the invoice, as set out in our Payment Terms.
- Late Payments: Invoices are due on the date specified. Invoices remaining unpaid past their due date may incur a late fee, and the Agency reserves the right to pause ongoing services, suspend live website or web application maintenance, withhold source code/assets, or halt advertising campaigns until the balance is paid in full.
Full billing, deposit and cancellation details are set out in our Payment Terms.
3. Custom Web Applications & Software Development Terms
- Technical Specifications: Web application development projects include defined user flows, architecture blueprints, and technology stacks agreed upon in the SOW. Major architectural changes requested after development has commenced will incur additional charges and timeline adjustments.
- Client Testing & Acceptance (UAT): Upon completion of a web application build or milestone, the Client will be given a designated period (typically 7 business days) to conduct User Acceptance Testing (UAT). Failure to provide feedback within this window constitutes formal acceptance of the milestone.
- Post-Launch Maintenance: Web applications require ongoing server maintenance, security updates, and API compatibility monitoring. Critical bug fixes discovered within 30 days of launch are covered; subsequent updates or feature expansions require a maintenance agreement or support retainer.
4. Client Responsibilities & Cooperation
- Timely Feedback: The success of digital and technical projects depends heavily on timely collaboration. Client agrees to provide necessary content, API keys, server credentials, brand assets, feedback, and approvals within agreed timeframes.
- Delays: If a project is delayed due to a lack of client response or delayed inputs exceeding 15 business days, the Agency reserves the right to adjust timelines, reallocate team resources, or issue an interim invoice for work completed to date.
- Access & Credentials: Client grants Design Club Studio LLC temporary or administrative access to required third-party platforms (e.g., hosting providers, GitHub repositories, cloud servers, WordPress dashboards, Google Ads, Meta Business Manager, GA4) strictly for the purpose of executing contracted services.
5. Intellectual Property & Asset Ownership
- Client Property: The Client retains full ownership of their pre-existing brand assets, logos, proprietary data, and primary domain accounts.
- Agency Deliverables: Upon receipt of full and final payment, ownership of the final deliverables created specifically for the Client’s project (such as website designs, custom web applications, graphics, and custom code) transfers to the Client. Design Club Studio LLC retains ownership of its pre-existing tools, frameworks, templates, and reusable code, and grants the Client a perpetual, non-exclusive license to use them as part of the delivered work. Third-party software, plugins, fonts, and stock assets remain subject to their own licenses.
- Portfolio Rights: Design Club Studio LLC retains the right to showcase completed work, case studies, and creative deliverables in our portfolio, marketing materials, and award submissions, unless a formal non-disclosure agreement (NDA) restricting this has been signed prior to project commencement.
6. Third-Party Services, APIs & Hosting
- Third-Party Costs: Services may rely on third-party platforms, APIs, cloud infrastructure (e.g., AWS, DigitalOcean), plugins, software subscriptions, or hosting providers. Unless explicitly included in writing, the Client is responsible for paying all third-party subscription, server, or licensing fees directly.
- Platform Changes: The Agency is not liable for service interruptions, API modifications, or policy updates enacted by third-party platforms (such as Google, Meta, cloud providers, or payment gateways) that affect web application performance, advertising delivery, or SEO rankings.
7. Marketing, SEO & Advertising Performance Disclaimers
- No Guaranteed Rankings or Results: While Design Club Studio LLC applies industry best practices for SEO, Google Ads, and Meta Ads, search engine algorithms, market conditions, and platform policies fluctuate. We do not guarantee specific first-page Google rankings, fixed cost-per-lead metrics, or exact sales volumes.
- Ad Spend Separation: Management fees paid to Design Club Studio LLC are strictly for agency services and strategy. Advertising media spend paid directly to platforms (Google, Meta, etc.) is the sole responsibility of the Client.
8. Cancellation & Termination
- Project-Based Cancellation: Project-based and web application contracts may be terminated by either party with written notice. In the event of cancellation, the Client is responsible for payment for all work completed up to the date of cancellation, plus any non-recoverable third-party expenses incurred. Except where applicable law requires otherwise, deposits are non-refundable once work has started.
- Recurring Services & Retainers: For monthly recurring services (such as Social Media Management, SEO, App Maintenance, or Retainers), either party may terminate or modify the agreement by providing 60 days written notice, unless a specific service contract states otherwise. Services and billing will continue through the standard 60-day notice period.
- Termination for Breach: Either party may terminate immediately if the other party commits a material breach of these terms and fails to remedy such breach within 14 days of receiving written notice.
9. Limitation of Liability
- To the maximum extent permitted by applicable law, Design Club Studio LLC, its founder, employees, and contractors shall not be liable for any indirect, incidental, special, consequential, or punitive damages—including loss of profits, data, revenue, or business interruption—arising out of or related to our services, website, web applications, or deliverables.
- The total aggregate liability of Design Club Studio LLC for any claim arising under these terms shall not exceed the total fees actually paid by the Client to the Agency for the specific service giving rise to the claim during the preceding three (3) months.
10. Governing Law & Dispute Resolution
- These Terms & Conditions and any separate service agreements shall be governed by and construed in accordance with applicable commercial and business regulations.
- In the event of any dispute, the parties agree to first attempt good-faith negotiation before initiating formal legal proceedings.
11. Changes to Terms & Conditions
- We reserve the right to modify or update these Terms & Conditions at any time. Changes will be posted directly on this page with an updated effective date. Continued use of our website or services after changes are posted constitutes your binding acceptance of the revised terms.
12. Contact Information
If you have any questions regarding these Terms & Conditions, please contact us at:
