Terms of Service
Last updated: March 4, 2025
Welcome to Thornbrook Digital. These Terms of Service ("Terms") govern your use of our website, products, and services ("Services"). By accessing or using our Services, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, please do not use our Services.
1. Acceptance of Terms
By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms, as well as our Privacy Policy. These Terms constitute a legal agreement between you and Thornbrook Digital.
We reserve the right to change these Terms at any time. We will provide notice of any significant changes by posting the new Terms on our website or by sending you an email notification. Your continued use of our Services after such changes constitutes your acceptance of the new Terms.
2. Services and Scope
Thornbrook Digital provides web design, development, SEO, and digital marketing services to businesses. Our Services may include, but are not limited to:
Web Development & Design
- Website design and development
- E-commerce solutions
- Content management systems
- Mobile responsive design
- Web application development
Digital Marketing
- Search engine optimization (SEO)
- Pay-per-click (PPC) advertising
- Social media marketing
- Content creation and strategy
- Email marketing campaigns
The specific services to be provided will be outlined in a separate statement of work, proposal, or agreement between you and Thornbrook Digital. These Terms govern your use of our Services unless expressly superseded by a separate written agreement.
3. Service Agreements and Pricing
Service Agreements
All services require a written agreement, which may take the form of a signed contract, a digital proposal acceptance, or an email confirmation. This agreement will outline the specific deliverables, timeline, and payment terms.
Any modifications to the agreed-upon services must be in writing and may result in additional costs and timeline adjustments. Thornbrook Digital reserves the right to decline any modification requests that fall outside the scope of our expertise or that conflict with these Terms.
Pricing and Payment
Pricing for our Services is provided in our service agreement. Unless otherwise specified, all prices are in US dollars. Payment terms are as follows:
- For project-based work, a deposit of 50% is required to begin work, with the remaining balance due upon completion.
- For ongoing services, payment is due monthly, with the first payment due before services commence.
- Additional services or revisions beyond the scope of the original agreement will be billed separately.
- Late payments may incur a fee of 1.5% per month or the maximum allowed by law.
- Until full payment is received, Thornbrook Digital retains ownership of all deliverables.
4. Client Responsibilities
To ensure the successful completion of your project, you agree to the following:
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Timely Communication
Respond to questions, review deliverables, and provide feedback in a timely manner to avoid project delays.
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Content Provision
Provide all required content, including text, images, and videos, in the format and timeline specified in the service agreement.
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Accuracy of Information
Ensure that all information provided is accurate, lawful, and does not infringe on any third-party rights.
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Compliance with Laws
Ensure that your business operations, content, and use of our Services comply with all applicable laws and regulations.
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Access Provision
Provide timely access to necessary accounts, platforms, and systems required to complete the Services.
Delays caused by your failure to meet these responsibilities may result in project extensions, additional costs, or, in extreme cases, termination of the service agreement.
5. Intellectual Property Rights
Client Content
You retain all rights to the content you provide to Thornbrook Digital, including text, images, and videos. By providing this content, you grant us a non-exclusive license to use, reproduce, and modify this content solely for the purpose of delivering the Services.
You represent and warrant that you own or have the necessary rights to all content provided to us and that such content does not infringe on any third-party rights.
Thornbrook Digital's Work
Upon full payment, you will receive ownership rights to the final deliverables created specifically for you as part of the Services, except for:
- Third-party elements (e.g., stock photos, plugins, themes) which are subject to their respective licenses
- Our proprietary tools, processes, and methodologies
- Code libraries, frameworks, and reusable components developed by Thornbrook Digital prior to or independent of your project
6. Confidentiality
Both parties agree to maintain the confidentiality of any proprietary or sensitive information disclosed during the course of providing the Services. This includes, but is not limited to, business strategies, customer lists, financial information, and trade secrets.
This confidentiality obligation shall survive the termination of our Services. However, information that is publicly known, rightfully received from a third party, or independently developed without the use of the other party's confidential information is not subject to this provision.
7. Limited Warranty and Disclaimer
Limited Warranty
Thornbrook Digital warrants that the Services will be performed in a professional and workmanlike manner in accordance with generally accepted industry standards. Our warranty period is 30 days from the date of delivery.
If the Services do not conform to this warranty, Thornbrook Digital will, at its option, either correct the deficiencies or refund the fees paid for the non-conforming portion of the Services, provided that you notify us in writing within the warranty period.
Disclaimer
EXCEPT FOR THE EXPRESS WARRANTIES STATED ABOVE, THORNBROOK DIGITAL PROVIDES THE SERVICES "AS IS" AND DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED.
THORNBROOK DIGITAL DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
8. Limitation of Liability
IN NO EVENT SHALL THORNBROOK DIGITAL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:
- Your use or inability to use our Services
- Any changes made to the Services
- Unauthorized access to or alteration of your data
- Statements or conduct of any third party on our Services
- Any other matter relating to our Services
THORNBROOK DIGITAL'S TOTAL LIABILITY FOR ANY CLAIM ARISING FROM OR RELATING TO THESE TERMS OR OUR SERVICES, REGARDLESS OF THE FORM OF ACTION, SHALL BE LIMITED TO THE TOTAL AMOUNT PAID BY YOU TO THORNBROOK DIGITAL DURING THE SIX (6) MONTH PERIOD PRECEDING SUCH CLAIM.
9. Indemnification
You agree to indemnify, defend, and hold harmless Thornbrook Digital, its officers, directors, employees, agents, licensors, and suppliers from and against all losses, expenses, damages, and costs, including reasonable attorneys' fees, resulting from:
- Your violation of these Terms or any applicable law or regulation
- Your violation of any third-party right, including without limitation any intellectual property right, privacy right, or publicity right
- Any content or information you provide to Thornbrook Digital
- Any claim that your content or use of the Services caused damage to a third party
10. Termination
Either party may terminate the service agreement for convenience upon 30 days' written notice. In addition, either party may terminate immediately upon written notice if:
Termination by Client
- Thornbrook Digital materially breaches these Terms or the service agreement
- Thornbrook Digital becomes insolvent or files for bankruptcy
- Thornbrook Digital ceases business operations
Termination by Thornbrook Digital
- You fail to make payment when due
- You materially breach these Terms or the service agreement
- You provide content that violates laws or third-party rights
- You become insolvent or file for bankruptcy
13. Contact Information
If you have any questions about these Terms, please contact us at:
Thornbrook Digital
Email: [email protected]
Phone: (555) 123-4567
Address: 123 Digital Way, Suite 200, Thornbrook, CA 90210
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