Terms of Service

1. Scope & Acceptance

These TOS apply to every proposal, project and ongoing service EverAdam/WebArs e.U. ("EverAdam", "we", "our") delivers to the client ("Client", "you"). By signing a proposal, issuing written acceptance (including e‑mail) or paying an invoice, you confirm that you have read, understood and accepted these TOS. Electronic signatures are fully valid under the U.S. E‑SIGN Act and Florida Statutes § 668.50.

2. Offers & Pricing

All prices are quoted in U.S. dollars, exclusive of any applicable sales tax. Unless stated otherwise, proposals remain valid for 30 days. After that, we may amend or withdraw the offer without notice.

3. Formation of Contract

A binding agreement is formed when (a) we issue a written proposal and you accept it in full, or (b) both parties sign a separate Statement of Work ("SOW"). Any later change in scope must be agreed in writing.

4. Client Duties

You warrant that all assets (text, graphics, video, trademarks, etc.) you provide do not infringe third‑party rights and grant us a non‑exclusive license to use them for the project. You will supply all content, feedback and approvals by the deadlines agreed; delays caused by missing input may extend the project schedule and entitle us to charge additional fees at $120 /hr.

5. Project Timeline

Dates given are estimates unless explicitly labelled "fixed" in the SOW. We are not liable for delays caused by force majeure, third‑party failures or late client input.

6. Invoicing & Payment

• Standard projects < $5,000: 50 % upfront, 50 % before delivery.

• Projects ≥ $5,000: milestone billing as specified in the SOW.

• Invoices are due within 14 days of issue. Late payments accrue 1.5 % interest per month plus reasonable collection costs.

7. Ownership & License

All deliverables remain our property until paid in full. Upon full payment we grant you a non‑transferable, perpetual license to use the final deliverables for the purpose defined in the SOW. Third‑party licenses (e.g., premium plugins, stock media) are subject to their respective terms and may cease if you terminate our relationship.

8. Warranty & Liability

Services are provided "as is" without any express or implied warranty of merchantability, fitness for a particular purpose or non‑infringement. To the maximum extent permitted by Florida law, our aggregate liability for any claim shall not exceed the fees actually paid to us for the service giving rise to the claim. We are not liable for indirect, incidental or consequential damages, including lost profits or data.

9. Confidentiality

Both parties shall keep confidential all non‑public business information received from the other and use it solely for performing the contract.

10. Termination

Either party may terminate for convenience with 14 days' written notice. Work performed up to the termination date will be invoiced at the agreed rates. For ongoing retainers, unused time is non‑refundable.

11. Portfolio Credit

Unless agreed otherwise, we may place a discreet "Site by EverAdam" link on web projects and display the work in our portfolio.

12. Data Protection

We process personal data strictly to deliver our services and in accordance with applicable U.S. privacy laws. See our Privacy Policy for details.

13. Governing Law & Dispute Resolution

These TOS are governed by and construed in accordance with the laws of the State of Florida without regard to its conflict‑of‑law rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Miami‑Dade County, Florida. Before filing suit, the parties agree to attempt in good faith to resolve disputes through mediation.

14. Severability & Entire Agreement

If any provision is held unenforceable, the remaining provisions remain in force. These TOS and the SOW constitute the entire agreement and supersede all prior understandings. Changes require a written amendment signed by both parties.

Questions? Contact us at contact@everadam.com or +18888849320.

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