Terms of Service

Effective Data: October 1, 2024

1. Acceptance of Terms

1.1 Agreement to Terms

By accessing or using the services provided by Skyler Howard (“Company,” “we,” “us,” or “our”), including but not limited to photography, web design, programming, hosting, marketing consulting, graphic design, and other services utilized in the completion of your project (collectively, the “Services”), you (“Client,” “you,” or “your”) agree to be bound by these Terms of Service (“Terms”). If you do not agree to these Terms, please refrain from using our Services.

1.2 Eligibility

You must be at least 18 years old or the age of majority in your jurisdiction to use our Services. By using our Services, you represent and warrant that you meet this requirement.

2. Description of Services

We offer a comprehensive range of professional services, including:

• Photography Services: Product photography, portraits, weddings, events, and custom photography projects.
• Web Design and Development: Creation and maintenance of websites tailored to your needs.
• Programming Services: Custom software development and coding solutions.
• Hosting Services: Website and application hosting solutions.
• Marketing Consulting: Strategic marketing advice and campaign planning.
• Graphic Design: Creation of visual content, including logos, branding materials, and digital graphics.
• Other Services: Additional services as utilized in the completion of your project, which may include but are not limited to content creation, SEO optimization, and technical support.

3. Fees and Payment Terms

3.1 Fees

Fees for our Services will be provided upon request or as agreed upon in a separate quote or invoice. All fees are subject to change and may vary based on the scope and complexity of the project.

3.2 Payment Schedule

• Deposit: A non-refundable deposit may be required to commence work on a project.
• Final Payment: The remaining balance is due upon project completion and before any final deliverables are released to you.
• Late Payments: Failure to make timely payments may result in suspension or termination of Services and withholding of deliverables.

3.3 Refunds and Cancellations

• Client Cancellations: Deposits and fees paid are non-refundable unless otherwise agreed upon in writing.
• Company Cancellations: If we are unable to perform the Services as agreed, any fees paid may be refunded at our discretion.

3.4 Additional Costs

You may be responsible for additional costs incurred during the project, such as:

• Equipment or Software Licensing Fees
• Third-Party Services
• Travel Expenses
• Permits or Permissions

These costs will be communicated to you in advance whenever possible.

4. Client Responsibilities

You agree to:

• Provide Necessary Materials: Supply all information, materials, and resources required for us to perform the Services.
• Cooperate Fully: Respond promptly to our requests and provide feedback in a timely manner.
• Ensure Rights and Permissions: Confirm that you have the necessary rights and permissions to use any materials you provide.
• Maintain Backup Copies: Keep copies of all materials provided to us, as we are not responsible for any loss or damage to client-supplied materials.

5. Performance of Services

5.1 Artistic Expression and Professional Judgment

For Services involving creative work, such as photography, graphic design, and web development, you acknowledge that our work is subjective and agree to accept our artistic expression and professional judgment.

5.2 Technical Quality

We will utilize the highest quality equipment and techniques available to meet your needs and industry standards.

5.3 Project Timeline

Estimated project timelines will be provided but are subject to change based on project requirements and unforeseen circumstances.

5.4 Use of Independent Contractors

We reserve the right to engage independent contractors or third-party service providers (“Independent Contractors”) to assist in the performance of the Services. We will remain responsible for the actions of these Independent Contractors.

6. Delivery of Deliverables

6.1 Delivery Method

Final deliverables will be provided in a format appropriate to the Service, such as digital files for photography and design projects or deployed code for programming projects.

6.2 Acceptance of Deliverables

You will have a specified period (e.g., 14 days) to review and accept the deliverables. Failure to notify us of any issues within this period constitutes acceptance.

6.3 Revisions

Reasonable revisions are included as part of the Services. Excessive or significant changes beyond the original scope may incur additional fees.

7. Intellectual Property Rights

7.1 Ownership

• Company Materials: We retain all rights, including intellectual property rights, in any materials, methodologies, software, code, designs, or tools used or developed during the provision of the Services (“Company Materials”).
• Deliverables: Upon final payment, we grant you a non-exclusive, non-transferable, royalty-free license to use the final deliverables (“Deliverables”) for your intended purposes.

7.2 Restrictions on Use

You may not:

• Resell or Redistribute: Sell, license, sublicense, distribute, transfer, or assign any rights to the Deliverables or Company Materials to third parties without our prior written consent.
• Modify Proprietary Materials: Alter, remove, or obscure any proprietary notices in the Deliverables or Company Materials.

7.3 Company’s Rights to Use Projects

We retain the right to promote and use all projects we work on, including but not limited to photography, web design, programming, and graphic design, for any purpose, including:

• Promotional Activities: Portfolio display, marketing materials, social media, and exhibitions.
• Artistic and Creative Projects: Inclusion in artistic works or creative endeavors.
• Demonstrative Purposes: Showcasing our capabilities to potential clients or partners.

If you object to the use of specific deliverables for these purposes, you must provide written notice prior to the commencement of Services.

8. Confidentiality

8.1 Confidential Information

Both parties agree to keep confidential any proprietary or confidential information disclosed during the course of the Services (“Confidential Information”). Confidential Information does not include information that is publicly available or independently developed.

8.2 Non-Disclosure

Neither party will disclose Confidential Information to any third party without the prior written consent of the other party, except as required by law.

9. Limitation of Liability

To the fullest extent permitted by law, our total liability to you for any claims arising out of or relating to these Terms or our Services is limited to the amount you paid us for the Services.

We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or use.

10. Indemnification

You agree to indemnify, defend, and hold harmless the Company and its affiliates, employees, agents, and licensors from any claims, liabilities, damages, losses, or expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your Use of the Services: Including any actions taken based on our deliverables.
• Content You Provide: Any infringement or violation of intellectual property rights or other rights of a third party.
• Violation of Terms: Your breach of any term or condition in these Terms.

11. Termination

11.1 Termination by Client

You may terminate the Services at any time by providing written notice. Upon termination:

• Payment for Services Rendered: You shall pay for all Services performed and costs incurred up to the termination date.
• Return of Materials: You must return or destroy any Company Materials or Confidential Information.

11.2 Termination by Company

We may terminate the Services for cause if you breach any material term of these Terms and fail to remedy the breach within a reasonable period after receiving notice.

12. Force Majeure

We shall not be liable for any failure to perform due to causes beyond our reasonable control, including but not limited to:

• Acts of God: Natural disasters, extreme weather conditions.
• Government Actions: Regulations, mandates, or restrictions.
• Other Events: War, terrorism, civil unrest, pandemics, labor disputes.

In such events, we will make reasonable efforts to resume Services as soon as possible.

13. Dispute Resolution

13.1 Negotiation

Both parties agree to attempt to resolve any disputes arising out of or relating to these Terms through good-faith negotiation.

13.2 Mediation

If negotiation fails, disputes shall be submitted to mediation before resorting to litigation. Mediation will be conducted by a mutually agreed-upon mediator.

13.3 Litigation

If mediation is unsuccessful, either party may pursue legal action in accordance with Section 14.

14. Governing Law and Jurisdiction

14.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Tennessee, without regard to its conflict of law principles.

14.2 Jurisdiction

Any legal action or proceeding arising out of or relating to these Terms shall be instituted in the state or federal courts located in Knox County, Tennessee. Both parties consent to the personal jurisdiction and venue of such courts.

15. Changes to Terms

We reserve the right to modify these Terms at any time. Changes will be effective immediately upon posting on our website at https://skyler.onl. Your continued use of the Services after changes are posted constitutes your acceptance of the revised Terms.

16. Miscellaneous

16.1 Entire Agreement

These Terms constitute the entire agreement between you and us regarding the Services and supersede all prior agreements or understandings, except for any separate, signed contracts between you and the Company. In the event of a conflict between these Terms and a signed contract, the signed contract shall prevail.

16.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. If modifying or limiting the invalid provision would render it valid and enforceable, it shall be deemed modified to reflect the parties’ intent.

16.3 Waiver

Our failure to enforce any right or provision of these Terms does not constitute a waiver of that right or provision.

16.4 Assignment

You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations without restriction.

16.5 Notices

Any notices or communications required or permitted under these Terms shall be in writing and delivered to the parties at their respective addresses or email addresses provided.

16.6 Use of Independent Contractors

We reserve the right to engage independent contractors or third-party service providers (“Independent Contractors”) to assist in the performance of the Services. We will remain responsible for the actions of these Independent Contractors.

17. Acknowledgment of Understanding

By using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.

18. Contact Information

If you have any questions about these Terms, please contact us.

Last Updated: October 1, 2024