In this agreement “we” “us” or “our” means Krista L. Smith Inc. and “you” means the client, {First Name}, {Last Name}, {Company”, located at {Address} (details submitted via the form below). You, are hiring us to provide the services outlined in the proposal, for the estimated total price as outlined in our proposal, subject to these terms and conditions.

The proposal and fee schedule is valid for 14 days from the date of submission and the terms and fees may be subject to alteration from that date unless there has been written acceptance.


  • provide the proposed services in a conscientious, timely and professional fashion;
  • offer our expertise and guidance to deploy services geared toward helping you achieve your business goals;
  • offer you our honest and straightforward feedback based on the information you provide us;
  • not do anything which may cause the reputation of your business to be detrimentally affected;
  • comply with your reasonable directions;
  • attend all scheduled meetings and conference calls where our presence is required on time, and provide reasonable notice of our availability and any changes in schedule as they pertain to our work together;
  • produce deliverables on time or with communication about any hold-ups or delays; and
  • provide staff and equipment sufficient to carry out the services should anything arise that prevents me from doing so personally.


  • you have the authority to enter into this contract on behalf of yourself, your company or your organization;
  • provide us with honest and straightforward information that is complete;
  • understand that failing to do so may cause us to give advice that may not fit your situation closely;
  • provide us with the assets and information we tell you we need to complete the project;
  • you’ll do this when we ask and provide it in the formats we ask for;
  • keep us informed of any developments, events or other marketing efforts that relate to the services we deliver;
  • inform us of any situation, legal requirement, and other challenges that may impede our ability to proceed with any part of our work;
  • attend all scheduled meetings and conference calls where your presence is required on time, and provide reasonable notice of your availability and any changes in schedule as they pertain to our work together; and
  • agree to stick to the payment schedule.


TEXT: You should supply all text copy in a common electronic file format such as email, Word or Pages document or a text file. A fee may be applied for any printed or hand-written copy that needs to be typed up. We are not responsible for supplying, writing, editing or proof-reading any text content unless otherwise specified in the project proposal.

PHOTOGRAPHS AND IMAGES: You should supply graphic files in a suitable digital format (.jpg, .png or .gif) and preferably in an editable vector format {for logos} (.eps or .ai). You should supply photographs in a high-resolution digital format (.jpg or .tif). Photography, illustrations, stock images and stock library searches will only be provided if specified in the project proposal.

PERMISSIONS FOR SUPPLIED MATERIALS: It is assumed that you will obtain all the necessary permissions, licenses and/or usage rights for all text, images, logos, trademarks and any other materials you supply to me. You will be liable for all costs incurred by us in defending against any claim of infringement of copyright for materials provided by you.


The proposed project total reflects a good faith estimate based on existing understanding of the objectives and priorities of your business. If the project scope changes to an extent that substantially alters the specifications described in the original estimate, a proposal revision memo will be submitted, and a revised or additional fee must be agreed upon before further work proceeds.

Services or parts of services that have been approved by you are considered complete to your satisfaction. If any additional work, revisions or modifications on previously approved services or parts of services is requested by you, a proposal revision memo will be submitted, and a revised or additional fee must be agreed upon before further work proceeds.


It is the client’s ultimate responsibility to thoroughly review the work in progress and final product or service before approving it. Krista L. Smith Inc. will do its best to identify and eliminate any content-related error and omission. However, Krista L. Smith Inc. is not responsible should any such error or omission go undetected and become a part of the final materials.


Our payment terms are seven days from the date of invoice. We reserve the right to charge interest on all overdue debts at the rate of 5% per month. Work will not be scheduled, nor start, until the first invoice has been paid. Final work will not be released, nor websites put live, until payment has been received for the final invoice. Fees must be paid for all work performed and items delivered, regardless of the project’s ultimate end use.

If applicable, any interim invoices are issued evenly across the duration of the proposed project time-scale and are not associated with any milestones or deliverables.


You are liable for all third-party charges we incur on your behalf during our work together. These charges include, but are not limited to, stock image purchases, fonts, online advertising expenses, web hosting, third-party tools, and service subscriptions. All third-party charges will be submitted for your written approval prior to acquisition.


Either you or we can terminate this agreement at any time by giving at least one month written notice. You can terminate this agreement at any time by giving written notice effective from the date of the notice if we breach these terms and conditions and fail to rectify that breach, or we cease to provide the services or we are insolvent.

If at any stage we feel that the completion of the project is at risk of being derailed—for reasons including, but not limited to, persistent requests for alterations and excessive delays in supplying feedback or materials—we reserve the right to cancel this project and invoice pro-rata for any completed work up to that point.


Should you disengage from the project and not contact us for over 30 days without prior written explanation, your services will be cancelled and you will forfeit all amounts paid. You will remain liable for all third-party charges approved by you, and outstanding invoices.

If you wish to place an indefinite hold on the project, we will invoice for any completed work up to that point and you will be charged a $250 per month holding fee until the project re-commences. A project on hold longer than 3 months is automatically cancelled with no refund and if you wish to hire us again, the proposal and fees will be revised.


Krista L. Smith Inc. will correct technical issues related to codes and functionality of website components that resulted from Krista L. Smith Inc. oversight within 30 days of project completion.

After this period we can provide access to support, maintenance and upgrades to the software, as and when required. These will be chargeable and quoted for separately. We do not provide support for websites or features built by any other party, except for those commissioned by me.


Krista L. Smith Inc. has no control over ranking and does not guarantee a presence of any developed or hosted website on any search engine.


You acknowledge that we may enter into similar arrangements with other customers to provide similar and other services to those other customers.


If we have access to or become acquainted with confidential information concerning your business and customers, we will not at any time while we are providing the services or after the end of this agreement: copy or use the confidential information for any purpose other than for your the benefit without your consent; or Disclose the confidential information to any other person except in the proper performance of the services or with your consent, except where the confidential information is required to be disclosed by Law.



We reserve the right to include a discreet authorship credit on all websites we build, and to display and link to your completed project as part of our portfolio. We may write about the project in articles for blogs and publications, and talk about it in presentations and workshops, to help others learn about our services. We will always be sensitive and considerate to your business.


We are not by virtue of this agreement your employee, partner or agent. Our employees and contractors who perform services for you under this agreement are also bound by this agreement.


Neither party will incur any liability, penalty or additional cost due to delays caused by serious personal illness, state of war, riot, civil disorder, fire, labor trouble or strike, accidents, energy failure, equipment breakdown, delays in shipment by suppliers or carriers, action of government or civil authority, or other causes beyond our control.


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