Terms of Service

These Terms of Service ("Terms") govern your access to and use of the uptimizeit.com website (the "Site") and the design services provided by Uptimize Design LLC ("Uptimize Design," "we," "us," or "our"). By using the Site or engaging Uptimize Design for services, you agree to be bound by these Terms. If you do not agree, please do not use the Site or our services.

These Terms apply alongside any signed proposal, contract, or agreement ("Project Agreement") between Uptimize Design and a client. In the event of a conflict, the terms of a signed Project Agreement will prevail over these Terms for that specific engagement.

Uptimize Design provides creative and design services including, but not limited to:

• Brand identity design (logos, color systems, typography, brand guidelines)
• Branded environments (vinyl wall graphics, murals, signage, environmental design)
• Website design and development
• Design retainers and ongoing design support
• Print design, illustration, and related creative services

Specific scope, deliverables, and pricing for each project will be defined in a Project Agreement signed by both parties.

The completion of a project depends significantly on the client's ability to supply inspiration, provide feedback, and approve designs in a timely manner. We will communicate timelines based on this collaborative engagement.

Each project includes the number of concept directions and revision rounds specified in the Project Agreement. If additional concepts or revisions are requested outside of the original scope, those requests will be billed at $100 per hour.

Project completion timelines are estimates and depend on the client's responsiveness in providing materials, feedback, and approvals.

If a client stops communicating and does not respond to any messages for thirty (30) or more days, Uptimize Design will consider the project complete and send the final invoice for the remaining balance.

If a project is not completed within ninety (90) days from the date the Project Agreement is signed due to the client's lack of responsiveness, Uptimize Design will send the final invoice for payment, and the project will be closed for lack of engagement.

We understand that life and business circumstances can put a project on hold. We ask for open communication if a project needs to be paused. Exceptions to the timelines above may be made at Uptimize Design's discretion based on the circumstances.

Each party agrees to keep confidential any non-public information shared by the other party during the course of a project. This obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

Uptimize Design will perform services in a professional and workmanlike manner consistent with industry standards. We do not warrant that the Site or services will be uninterrupted, error-free, or that all defects will be corrected.

THE SITE AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, UPTIMIZE DESIGN'S TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS, THE SITE, OR ANY SERVICES PROVIDED SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO UPTIMIZE DESIGN FOR THE SPECIFIC PROJECT GIVING RISE TO THE CLAIM.

IN NO EVENT WILL UPTIMIZE DESIGN BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

You agree to indemnify, defend, and hold harmless Uptimize Design LLC and its members, employees, contractors, and affiliates from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with: (a) your use of the Site or services; (b) your violation of these Terms; (c) any content or materials you provide to Uptimize Design that infringe a third party's rights; or (d) your violation of any law or regulation.

Either party may terminate a Project Agreement in writing if the other party materially breaches its obligations and fails to cure the breach within fifteen (15) days of written notice. If the client terminates a project mid-engagement, the initial 50% deposit is non-refundable, and any additional work completed up to the termination date will be invoiced at the agreed project rate or at $100 per hour, whichever is greater.

Uptimize Design may also close a project as described in Section 5 for lack of client responsiveness.

These Terms are governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of laws principles. Any dispute arising out of or relating to these Terms, the Site, or services provided by Uptimize Design will be resolved exclusively in the state or federal courts located in Tarrant County, Texas, and both parties consent to the personal jurisdiction of those courts.

We may update these Terms from time to time. When we make material changes, we will update the "Last updated" date at the top of this document and post the revised version on this page. Continued use of the Site or services after changes are posted constitutes acceptance of the updated Terms.

• Entire agreement. These Terms, together with any signed Project Agreement and the Privacy Policy, constitute the entire agreement between you and Uptimize Design regarding the subject matter.
• Severability. If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.
• Waiver. Failure to enforce any right or provision of these Terms is not a waiver of that right or provision.
• Assignment. You may not assign or transfer your rights under these Terms without our prior written consent. Uptimize Design may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Notice. Any notice required under these Terms shall be in writing and delivered to the contact information below or to the email address on file for active clients.

Questions about these Terms? Please contact us: