Website Design,
Hosting & Care Agreement.

Provider: Stone & Sea LLC Business Address: 2737 N Drake St, Fayetteville, AR 72703 Contact: ian@stoneandseastudio.com Website: https://stoneandseastudio.com

IMPORTANT DISCLOSURE

THIS AGREEMENT CONTAINS A 12-MONTH MINIMUM PAYMENT COMMITMENT, AUTOMATIC RECURRING CHARGES, EARLY TERMINATION OBLIGATIONS, WEBSITE OWNERSHIP AND TRANSFER CONDITIONS, LIMITS ON DAMAGES AND LIABILITY (INCLUDING FOR ORDINARY NEGLIGENCE), PROTECTION OF COMPANY REPRESENTATIVES, AND CLIENT INDEMNIFICATION OBLIGATIONS. PLEASE READ SECTIONS 1, 9, 14, AND 16 CAREFULLY BEFORE ACCEPTING.

Your Service at a Glance

1. Agreement and Scope

This Website Design, Hosting & Care Agreement ("Agreement") is entered into between Stone & Sea LLC ("Stone & Sea," "we," "us," or "our") and the business or organization identified during checkout ("Client," "you," or "your").

This Agreement governs the design, development, hosting, maintenance, and ongoing support of a business website provided by Stone & Sea under its $199 monthly subscription offering.

By electronically accepting this Agreement and completing checkout, Client acknowledges having reviewed and understood these terms and agrees to be legally bound by them.

The services are intended for business and commercial purposes. The individual accepting this Agreement represents that they are at least 18 years old and possess the legal authority to enter into this Agreement on behalf of Client.

1.1 Company Capacity and Representatives

Stone & Sea LLC is the sole provider and contracting party. References to Stone & Sea, the studio, we, us, or our mean Stone & Sea LLC. Its members, managers, officers, employees, and contractors acting within their roles for the LLC are its "Representatives." A Representative who communicates, performs work, or signs on behalf of Stone & Sea LLC acts in a representative capacity, does not become an individual party to this Agreement, and does not personally guarantee its performance or obligations.

Stone & Sea LLC provides services as an independent contractor. This Agreement does not create a partnership, joint venture, employment, or fiduciary relationship between the parties or authorize either party to bind the other.

2. Electronic Acceptance and Authorization

2.1 Affirmative Acceptance

Client accepts this Agreement by taking an affirmative action during the Stripe Checkout process, including accepting the linked service terms, authorizing recurring payments, and completing the initial subscription purchase.

Client's electronic acceptance constitutes agreement to the terms and conditions stated herein.

The agreement version identified at checkout governs that purchase. Publishing a later version does not amend an existing client's agreement without that client's affirmative acceptance of the change. Stone & Sea will retain the accepted version and its associated consent records.

No acceptance checkbox or recurring-payment authorization field may be preselected on Client's behalf.

2.2 Electronic Records

Client agrees that electronic records, confirmations, and acknowledgments may be used to document contract formation and authorization.

Stone & Sea may retain records including:

• Client's name and business information.
• Date and time of acceptance.
• The specific version of this Agreement accepted.
• Applicable electronic acceptance records.
• Stripe Checkout Session, Customer, and Subscription identifiers.
• Recurring-payment authorization responses.

These records may be retained as reasonably necessary to administer this Agreement, document consent, and comply with applicable law.

2.3 Agreement Confirmation

After checkout, Client will receive or have access to a durable confirmation containing the recurring subscription terms, minimum commitment, cancellation instructions, and applicable Agreement version.

3. Website Design and Development

3.1 Included Services

For the monthly subscription price, Stone & Sea will provide an initial custom-designed business website containing up to five standard pages.

Included services consist of:

• Custom website design appropriate to Client's business and brand.
• Responsive layouts for desktop, tablet, and mobile devices.
• Initial website copywriting and content organization based on information supplied by Client.
• Contact forms and ordinary form notifications.
• Foundational on-page search engine optimization, including page titles, meta descriptions, heading structure, and basic technical configuration.
• Website publication assistance and domain connection.
• One consolidated round of reasonable design refinements within the agreed scope.

The specific page structure, content, and design direction will be established through the onboarding process.

3.2 Services Not Included

Unless separately agreed upon in writing, the following are excluded:

• E-commerce systems or online stores.
• Custom databases or complex software applications.
• Advanced business automations or integrations.
• Additional website pages beyond the agreed scope.
• Extensive branding or logo development.
• Professional photography or video production.
• Paid advertising campaigns.
• Ongoing advanced SEO services or guaranteed search rankings.
• Major redesigns or structural changes after approval.
• Third-party subscription fees that are expressly identified as additional costs.

Services outside the agreed scope may be quoted and purchased separately.

No additional work will be billed without Client's prior authorization.

4. Design Preview, Approval and Launch

4.1 Initial Design Preview

Stone & Sea aims to provide an initial website design preview within five business days after receiving a complete onboarding brief, necessary materials, and sufficient cooperation from Client.

This is a target delivery timeframe rather than a guaranteed deadline.

Delays resulting from incomplete information, unavailable access, or delayed responses may extend the anticipated delivery schedule.

4.2 Revisions and Approval

Client may request reasonable design refinements within the agreed scope before approving the initial website.

Stone & Sea will make commercially reasonable efforts to address requested revisions that are consistent with the agreed design direction.

Substantial changes in scope may require a separate quote.

4.3 No Upfront Payment

Client is not required to pay a design fee or subscription charge solely to receive and review the initial design preview.

If Client declines the design preview before purchasing the subscription, no subscription contract is formed, and no subscription fees become payable.

Stone & Sea retains ownership of all unpaid preliminary designs and associated work.

4.4 Payment and Launch

After approving the website preview, Client will be directed to Stripe Checkout to accept this Agreement and authorize the subscription.

The first successful subscription payment begins the 12-month initial billing commitment.

Stone & Sea will use commercially reasonable efforts to publish the approved website promptly after payment and receipt of all necessary domain, platform, and technical access.

Following a successful subscription payment, Stone & Sea will finalize the website based on the Client-approved design preview. The post-payment launch process includes confirming final content and assets, collecting Client's domain and technical-access details, coordinating domain connection, and completing necessary setup, testing and publishing tasks.

For projects within the agreed standard scope, Stone & Sea typically aims to launch within three to five (3–5) business days after receiving all required information, approved content, domain and technical access, and necessary authorizations. This timeframe is an estimate, not a guaranteed launch deadline. Incomplete information, delayed approvals, client-requested holds or changes, third-party service delays, DNS propagation, and work outside the agreed scope may extend the schedule. Stone & Sea will confirm an expected launch date after reviewing Client's final launch details.

5. Hosting, Maintenance and Ongoing Support

5.1 Included Monthly Services

While Client's subscription remains active and in good standing, Stone & Sea will provide:

• Managed website hosting.
• Ordinary SSL configuration and maintenance.
• Reasonable technical monitoring and upkeep.
• Security and platform updates where supported.
• Backups and recovery assistance where supported by the hosting platform.
• Troubleshooting and correction of reproducible defects in Stone & Sea's work.
• Up to two minor website content-update requests per calendar month, not exceeding 30 minutes of combined implementation time.

5.2 Minor Updates

Minor updates include straightforward changes such as:

• Text corrections.
• Updating business hours or contact information.
• Replacing images supplied by Client.
• Small content adjustments.
• Comparable routine website modifications.

Unused update allowances do not roll over to subsequent months.

New pages, substantial content creation, structural redesigns, new functionality, and additional integrations are not considered minor updates.

Such work may be quoted separately.

5.3 Service Availability

Stone & Sea will use commercially reasonable efforts to maintain website availability and respond to support requests during normal business operations.

Stone & Sea does not guarantee uninterrupted hosting, continuous uptime, or uninterrupted operation of third-party services.

Temporary interruptions caused by maintenance, third-party outages, internet infrastructure, or circumstances reasonably outside Stone & Sea's control do not automatically constitute a material breach.

Nothing in this section excuses a failure to exercise reasonable care or removes remedies required by applicable law.

6. Subscription Pricing and Billing Authorization

6.1 Monthly Subscription

Client agrees to pay:

$199 USD per month for a minimum of 12 paid monthly billing cycles.

The minimum base subscription commitment is:

$2,388 USD, excluding any legally applicable taxes.

There is no separate upfront website design or setup fee.

6.2 Initial Payment

The first subscription payment becomes due after Client approves the website design preview and elects to proceed through Stripe Checkout.

The initial successful payment establishes the subscription billing anniversary and begins the initial commitment.

6.3 Automatic Recurring Billing

By affirmatively authorizing recurring payments during checkout, Client authorizes Stone & Sea LLC and its payment processor, Stripe, to charge the payment method provided for the initial subscription payment and subsequent recurring monthly payments.

Charges will generally occur monthly according to the billing anniversary established by Stripe.

Client is responsible for keeping valid payment information on file.

6.4 Initial Price Protection

The base monthly subscription price will remain $199 throughout the initial 12-month commitment.

Stone & Sea will not unilaterally increase the base subscription price during this period.

6.5 Changes After the Initial Term

Any proposed base subscription price increase after the initial 12-month commitment requires at least 30 days' written notice.

Client may cancel before the proposed increase takes effect without an additional cancellation fee, provided the initial minimum payment commitment has been satisfied.

6.6 Applicable Taxes

Taxes will be added only where legally required.

Any applicable taxes will be separately disclosed during billing to the extent required by law.

7. Initial Commitment, Renewal and Cancellation

7.1 Initial Commitment

The subscription begins upon the first successful monthly payment and continues for an initial minimum commitment of 12 paid monthly billing cycles.

Client acknowledges that Stone & Sea provides the initial website design and development without a separate upfront design fee in reliance on this recurring service commitment.

7.2 Automatic Renewal

Following completion of the initial 12-month commitment, the subscription automatically continues on a month-to-month basis at the then-agreed monthly subscription price unless canceled.

No new 12-month commitment begins automatically.

7.3 Cancellation After the Initial Term

After satisfying the initial 12-month payment commitment, Client may cancel the subscription at any time without a cancellation fee.

Cancellation will take effect no later than the end of the current paid billing period.

No additional monthly subscription charge will be assessed for a new billing period after an effective cancellation.

7.4 Early Termination for Convenience

If Client requests termination before satisfying the initial 12-month payment commitment, Client may elect either:

Option A — Continue Monthly Payments

Continue paying the scheduled $199 monthly subscription charges through the remainder of the initial commitment while retaining access to the contracted services.

Option B — Early Payoff

Terminate ongoing services early by paying the unpaid base subscription charges remaining under the initial 12-month commitment, subject to applicable law.

Amounts previously paid toward the initial commitment will be credited.

Stone & Sea will not charge both an early payoff amount and duplicative monthly subscription payments for the same remaining billing periods.

Any applicable early termination payment is subject to legally enforceable limits and Client's rights under Section 7.5.

7.5 Termination for Material Breach

If Stone & Sea materially fails to perform its contractual obligations and does not remedy the failure within 15 days after receiving reasonably detailed written notice, Client may terminate without owing future initial-term payments for services not yet provided.

Client retains any refund rights and remedies available under applicable law.

No provision of this Agreement limits statutory termination rights or other rights that cannot legally be waived.

7.6 How to Cancel

Client may request cancellation by contacting:

ian@stoneandseastudio.com

Client may also use any cancellation method made available through the official Stone & Sea website or customer billing portal.

Stone & Sea will provide written confirmation of the cancellation request and its effective date.

A telephone call, sales conversation, or retention interview is not required to submit a cancellation request.

Stone & Sea will provide any additional cancellation mechanism or renewal notice required by applicable law.

8. Website Ownership, Licensing and Buyout

8.1 Client-Owned Property

Client retains ownership of:

• Its registered domain name.
• Business name and trademarks.
• Original content, photographs, and other materials supplied by Client.
• Client-owned business information and data.

Nothing in this Agreement transfers ownership of Client's preexisting intellectual property to Stone & Sea.

8.2 Stone & Sea-Owned Property

Unless expressly agreed otherwise, Stone & Sea retains ownership of Studio-created website designs, templates, source materials, proprietary components, and implementation assets developed or supplied as part of the service.

During an active subscription, Client receives a nonexclusive license to use the completed website for its ordinary business operations.

This license remains effective while the subscription is active and in good standing, subject to the terms of this Agreement.

Third-party licensed components remain subject to their applicable license agreements.

8.3 Optional Website Buyout

Following satisfaction of the initial 12-month commitment, Client may elect to purchase the transferable Stone & Sea-created website deliverables.

The applicable buyout amount is determined according to the total number of completed, fully paid monthly subscription cycles.

The buyout is optional and is not required to cancel the subscription.

A website buyout does not automatically include ongoing hosting, maintenance, or support.

8.4 Website Transfer

Upon completion of an applicable buyout and payment of outstanding undisputed amounts, Stone & Sea will provide transferable final website assets and reasonable assistance with the handoff within a commercially reasonable period.

Transferred materials may include available website files, exported content, design assets, and related deliverables that Stone & Sea has the legal right and technical ability to transfer.

The transfer does not include third-party software licenses, proprietary hosting platforms, nontransferable subscriptions, or third-party intellectual property.

A replacement hosting provider or separate third-party services may be required.

8.5 Platform Restrictions

Before Client approves the initial design preview, Stone & Sea will disclose material platform restrictions that would prevent reasonable export or migration of the completed website.

Stone & Sea will not represent proprietary platform functionality as transferable source code where such transfer is technically or legally unavailable.

8.6 Cancellation Without Buyout

If Client cancels without purchasing the website, Stone & Sea's obligation to host and maintain the website ends when the subscription terminates.

The Client's license to use Stone & Sea-owned website design materials also ends upon termination, except where otherwise agreed in writing.

Client retains ownership of its domain, supplied content, and business data, and may request export of those materials in reasonably available formats.

9. Client Responsibilities

9.1 Information, Materials and Cooperation

Client agrees to:

• Provide accurate business information.
• Supply necessary materials and content.
• Respond to reasonable design and approval requests.
• Maintain lawful rights to provided materials.
• Provide necessary domain and platform access.
• Cooperate reasonably with website development and maintenance.

Client is responsible for the legality, accuracy, and intellectual property rights associated with materials and claims it supplies.

Client remains responsible for business-specific legal disclosures, marketing representations, regulatory compliance, and applicable privacy notices.

Stone & Sea is not responsible for project delays primarily caused by Client's failure to provide required materials, information, approvals, or access.

9.2 Content Review and Business Compliance

Client must review the website before approving publication, including business facts, offers, prices, testimonials, images, required permissions, and business-specific disclosures. Client warrants that materials and instructions it supplies may lawfully be used for the agreed website. Stone & Sea may rely on Client's factual information and written approvals without independently investigating those facts or permissions. Approval does not excuse Stone & Sea's failure to perform expressly agreed work with reasonable care or waive defects that could not reasonably have been discovered during review.

Website design and foundational SEO do not include legal advice, legal compliance audits, or a certification of compliance with accessibility, privacy, advertising, industry-specific, or other laws. Unless expressly included in a written scope, specialized accessibility audits, ongoing compliance monitoring, and legal notices drafted by legal counsel are Client's responsibility. This allocation does not waive either party's legal duties or excuse failure to deliver an expressly agreed accessibility or other feature.

9.3 Accounts, Access and Information Handling

Client must maintain control of its domain registration, keep its account and recovery information current, protect credentials under its control, and promptly report suspected compromise. Client must not send payment-card details, government identifiers, health records, or other regulated or highly sensitive personal information through ordinary contact forms or ask Stone & Sea to process such information unless the parties first agree in writing on suitable safeguards and any required processing terms.

Client must retain independent copies of materials it supplies and of Client-owned records available for export. Platform backups and recovery assistance are not a substitute for Client's own business records. These responsibilities do not excuse Stone & Sea's agreed safeguards, confidentiality, backup, or export obligations.

9.4 Client Indemnification for Third-Party Claims

To the extent permitted by applicable law, Client will defend Stone & Sea LLC and its Representatives against third-party claims, and indemnify them for damages finally awarded, reasonable settlements approved by Client, and reasonable related legal fees, to the extent caused by: (a) an allegation that materials supplied by Client infringe intellectual property, privacy, or publicity rights; (b) unlawful claims, offers, activities, or instructions supplied or directed by Client; or (c) Client's unauthorized modification or misuse of the website or material breach of its obligations under this Section 9. This obligation applies only to the extent the claim arises from matters within Client's responsibility and does not require indemnification for Stone & Sea's or its Representatives' negligence, breach of this Agreement, fraud, or misconduct.

Stone & Sea must promptly notify Client of the claim, provide reasonable cooperation at Client's expense, and allow Client to control the defense with reasonably acceptable counsel. A delay in notice reduces Client's obligation only to the extent it materially prejudices the defense. No settlement may admit fault by a protected party, impose nonmonetary obligations on it, or fail to fully release it without its written consent, which will not be unreasonably withheld. A protected party may participate through its own counsel at its own expense, except where a material conflict requires separate counsel at Client's reasonable expense. No party may recover the same loss twice.

10. Intellectual Property and Third-Party Services

10.1 Client Materials

Client grants Stone & Sea a limited license to use materials supplied by Client solely as reasonably necessary to perform the contracted services.

10.2 Preexisting Intellectual Property

Stone & Sea retains ownership of its general know-how, reusable processes, preexisting software, design systems, templates, and proprietary tools.

10.3 Third-Party Components

Third-party software, fonts, hosting infrastructure, stock media, integrations, and other licensed components remain subject to their respective agreements.

Stone & Sea will disclose material paid dependencies before requesting final design approval.

Nothing in this Agreement transfers third-party intellectual property or grants rights beyond those Stone & Sea possesses.

10.4 Third-Party Infrastructure and Changes

Stone & Sea may use hosting platforms, payment processors, email providers, licensed software, and qualified subcontractors to provide the services. Third-party providers control their own systems, terms, availability, and product changes. Stone & Sea is not responsible for a provider's independent acts or failures outside Stone & Sea's reasonable control, except to the extent Stone & Sea's own breach or negligence contributes to the loss. Stone & Sea remains responsible for its expressly agreed work and the work it delegates to subcontractors, subject to Section 14.

If a third-party change materially affects an included feature, Stone & Sea will notify Client and use commercially reasonable efforts to restore it or offer a reasonably comparable alternative. Material new charges or scope changes require Client's prior written agreement. If a material contracted feature cannot reasonably be restored or replaced, Client retains the rights in Section 7.5. No third-party outage alone excuses Stone & Sea from its agreed response and mitigation obligations.

11. Security, Data and Confidentiality

11.1 Security Measures

Stone & Sea will use commercially reasonable technical and organizational safeguards appropriate to the services provided.

These may include access controls, security updates, ordinary platform maintenance, and reasonable protection of administrative credentials.

No website or digital system can be guaranteed completely secure.

11.2 Confidential Information

Each party agrees to protect the other party's nonpublic confidential information and use it only as reasonably necessary to fulfill this Agreement.

Confidentiality obligations do not restrict disclosures required by law.

11.3 Client Data

Client retains ownership of its business data and remains responsible for identifying applicable privacy, data-protection, and regulatory requirements.

If services require specialized processing of regulated personal information, the parties will establish any necessary additional data-processing terms before such processing occurs.

11.4 Data Following Termination

Upon termination, Stone & Sea will provide reasonable assistance exporting Client-owned content and data in formats available through the applicable website platform.

Any data retention or deletion will be subject to applicable legal requirements and the technical capabilities of relevant third-party providers.

12. Failed Payments, Suspension and Outstanding Balances

12.1 Failed Payments

If a subscription payment fails, Stone & Sea may notify Client and Stripe may automatically retry the payment according to the configured billing procedures.

Client remains responsible for valid subscription charges incurred under this Agreement.

12.2 Suspension

If an invoice remains unpaid for 14 days, Stone & Sea may suspend nonessential services after providing written notice and a reasonable opportunity to resolve the outstanding payment.

Suspension does not automatically terminate the Agreement or waive outstanding payment obligations.

12.3 Preservation of Client Data

Stone & Sea will use reasonable care to preserve Client-owned data during temporary service suspension.

Permanent deletion of Client-owned data will be subject to legally required notice and retention obligations.

12.4 Payment Disputes

Stone & Sea will reasonably investigate disputed charges and cooperate with applicable payment-processor dispute procedures.

Nothing in this Agreement limits legally protected payment-dispute or chargeback rights.

13. Refunds and Service Remedies

13.1 Subscription Fees

Monthly subscription fees ordinarily cover the applicable service periods and are nonrefundable once those periods have begun, except where a refund is required by law, agreed in writing, or owed because of Stone & Sea's uncured material breach.

13.2 Service Deficiencies

If Stone & Sea materially fails to deliver contracted services, Client may notify Stone & Sea and request correction.

Stone & Sea will have the opportunity to remedy a qualifying deficiency within the period described in Section 7.5.

If the deficiency remains uncured, Client retains the applicable termination rights and legal remedies.

13.3 Non-Waivable Rights

Nothing in this Agreement removes legally protected chargeback rights, statutory warranties, or remedies that cannot be waived under applicable law.

14. Service Disclaimers and Limitation of Liability

14.1 Standard of Performance

Stone & Sea agrees to perform its services with reasonable care and skill consistent with customary professional website design and maintenance services.

14.2 No Guaranteed Business Results

Stone & Sea does not guarantee:

• Particular search engine rankings.
• Specific website traffic levels.
• A minimum number of leads.
• Particular conversion rates.
• Increased sales or revenue.
• Uninterrupted third-party services.
• Absolute protection against cyberattacks or technical failures.

14.3 Limited Warranties

Except for express commitments in this Agreement or an accepted written scope, and to the maximum extent permitted by law, Stone & Sea disclaims implied warranties of merchantability, fitness for a particular purpose, and noninfringement. No statement about an example website, estimate, design concept, or anticipated business result creates an additional warranty. These disclaimers do not reduce the reasonable-care obligation in Section 14.1, excuse failure to obtain licenses for materials Stone & Sea supplies, or remove any warranty that cannot lawfully be excluded.

14.4 Excluded Damages

SUBJECT TO SECTION 14.7, STONE & SEA LLC AND ITS REPRESENTATIVES WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS OPPORTUNITIES, GOODWILL, OR ANTICIPATED SAVINGS ARISING FROM THE AGREEMENT OR SERVICES, WHETHER OR NOT THOSE LOSSES WERE FORESEEABLE OR DISCLOSED. THE LISTED BUSINESS LOSSES ARE EXCLUDED WHETHER CHARACTERIZED AS DIRECT OR INDIRECT DAMAGES.

This exclusion applies to claims concerning website design, development, publication, maintenance, hosting, security safeguards, backups, data handling, integrations, and form or email delivery, including losses caused by ordinary negligence in performing those services. It applies regardless of the legal theory, including contract, warranty, tort (including ordinary negligence), misrepresentation other than fraud, or statute, but only where that claim may lawfully be limited. Reasonable direct costs to restore Client-owned data, where otherwise recoverable, are subject to the cap in Section 14.5 rather than categorically excluded as data loss.

14.5 Aggregate Liability Cap

SUBJECT TO SECTION 14.7, THE TOTAL COMBINED LIABILITY OF STONE & SEA LLC AND ALL ITS REPRESENTATIVES ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE SERVICE FEES ACTUALLY PAID BY CLIENT TO STONE & SEA LLC UNDER THIS AGREEMENT DURING THE SIX MONTHS IMMEDIATELY BEFORE THE FIRST EVENT GIVING RISE TO A CLAIM UNDER THIS AGREEMENT, OR (B) $199 USD. TAXES AND THIRD-PARTY CHARGES PASSED THROUGH WITHOUT MARKUP ARE EXCLUDED FROM THAT CALCULATION.

This is one combined aggregate cap for the Agreement, not a separate cap for each claim, claimant, legal theory, billing cycle, or Representative. Related events are treated as one event beginning with the earliest related event. The cap applies to the service activities and legal theories described in Section 14.4, expressly including ordinary negligence in those activities, and remains applicable after termination and even if an agreed remedy fails of its essential purpose, to the extent permitted by law. For a separate, expressly accepted project agreement, any separately agreed cap governs that project.

14.6 Claims Against the LLC; No Personal Recourse

SUBJECT TO SECTION 14.7, CLIENT AGREES TO SEEK RECOVERY FOR COMPANY OBLIGATIONS AND CLAIMS ARISING FROM THE SERVICES SOLELY FROM STONE & SEA LLC AND ITS ASSETS, RATHER THAN FROM ITS REPRESENTATIVES OR THEIR PERSONAL ASSETS. This includes contract claims and claims for ordinary negligence in the service activities described in Section 14.4 performed by Representatives within their roles for the LLC. Client will not assert personal liability solely because someone owns, manages, communicates for, or performs services for the LLC. Representatives are intended third-party beneficiaries entitled to enforce Sections 1.1, 9.4, and 14, without becoming parties to or personally assuming the LLC's obligations.

14.7 Exceptions and Preservation of Rights

Sections 14.3 through 14.6 do not exclude, cap, release, or otherwise limit liability for fraud, fraudulent misrepresentation, gross negligence, reckless or willful misconduct, or any liability or remedy that applicable law prohibits the parties from limiting, including any nonwaivable data-protection, consumer, or personal-injury rights. A Representative remains responsible to the extent applicable law does not permit limitation of that person's own conduct. These protections do not authorize unlawful conduct or prevent a court from applying mandatory rules concerning personal liability.

These limits do not cancel Client's valid payment or indemnification obligations, restrict either party's ownership of its intellectual property, or prevent relief that cannot lawfully be limited. Client retains its express correction and termination rights under Sections 7.5 and 13 and any refund required by law or expressly due under this Agreement; those refunds will not be reduced by the damages cap. Neither party may recover duplicative compensation for the same loss.

Client acknowledges that the subscription price reflects this allocation of risk and that Stone & Sea is not providing insurance against Client's business losses. Client may request different risk terms before purchase; any change must be expressly agreed in writing by an authorized representative of Stone & Sea LLC.

15. Notices, Communications and Changes

15.1 Notices

Formal notices concerning this Agreement may be delivered electronically.

Client notices will ordinarily be sent to the email address supplied during checkout.

Notices to Stone & Sea may be sent to:

ian@stoneandseastudio.com

15.2 Material Contract Changes

Material changes to the initial subscription price, scope of services, minimum commitment, cancellation policy, ownership provisions, liability limits, personal-recourse protections, indemnification, or dispute provisions require Client's affirmative agreement.

Stone & Sea will not impose such changes retroactively without mutual consent.

15.3 Operating Policy Changes

Stone & Sea may update reasonable operating procedures prospectively, provided those changes do not materially reduce Client's contractual rights or conflict with applicable law.

16. Disputes and Governing Law

16.1 Good-Faith Resolution

Before initiating litigation, a party will provide written notice describing the dispute and requested relief, and the parties will attempt in good faith to resolve it for 30 days after receipt. This process does not bar urgent injunctive relief, legally protected payment disputes, a filing necessary to preserve a limitation period, or a proceeding that applicable law allows without advance notice. It does not shorten or automatically extend any statutory deadline.

16.2 Governing Law

Subject to mandatory protections and jurisdictional requirements under applicable law, this Agreement is governed by the laws of the State of Arkansas, without regard to conflict-of-law rules.

16.3 Jurisdiction

For business-to-business disputes, and to the extent permitted by applicable law, the parties consent to exclusive jurisdiction and venue in the state courts located in Benton County, Arkansas, or, where federal subject-matter jurisdiction exists, the United States District Court for the Western District of Arkansas. Each party waives objections based solely on personal jurisdiction, venue, or inconvenient forum in those courts.

Nothing in this Agreement restricts rights to seek relief in a forum or jurisdiction that applicable law requires to remain available.

The agreement to use these courts does not require arbitration or waive a jury trial, statutory remedies, or legally protected access to small-claims procedures.

17. Entire Agreement and Severability

17.1 Entire Agreement

This Agreement, the mutually agreed project scope, and any expressly accepted written amendments constitute the complete agreement between the parties regarding the subscription services.

17.2 Severability

If any provision is determined invalid or unenforceable, the remaining provisions will remain effective to the extent legally permissible.

17.3 Waiver

Failure by either party to enforce a provision on one occasion does not automatically waive the right to enforce the provision in the future.

17.4 Assignment

Neither party may assign its material obligations under this Agreement without the other party's consent, except where assignment is permitted by applicable law in connection with a legitimate business succession or reorganization, provided contractual protections are preserved.

17.5 Survival and Order of Precedence

Accrued payment obligations and provisions that by their nature should continue survive termination, including ownership, confidentiality, permitted data retention and export, client indemnification, warranty disclaimers, liability limits, protection of Representatives, and dispute terms, subject to any stated time limits and applicable law. No survival provision extends a subscription, design license, or payment obligation beyond its agreed term.

A mutually accepted written scope controls specific deliverables and timing. It overrides liability, indemnification, ownership, or dispute terms only if it expressly identifies the provision being changed and the parties affirmatively accept that change. Marketing descriptions and informal discussions do not amend this Agreement. This provision does not exclude liability for fraud or other nonwaivable rights.

18. Automatic Renewal and Electronic Consent Acknowledgment

By affirmatively accepting this Agreement during Stripe Checkout, Client acknowledges and agrees that:

1. The subscription costs $199 USD per month, plus applicable taxes.
2. The initial commitment is 12 paid monthly billing cycles, totaling at least $2,388 USD before applicable taxes.
3. There is no separate upfront website design fee.
4. The first subscription payment occurs after approval of the initial website design preview.
5. Subsequent payments are automatically charged approximately monthly through Stripe.
6. Following the initial commitment, the subscription renews month-to-month until canceled.
7. Early termination during the initial commitment may result in remaining payment obligations as described in Section 7, subject to applicable law.
8. Client may cancel after fulfilling the initial commitment without an additional cancellation fee.
9. Client retains ownership of its domain and supplied content, while website design ownership and optional buyout rights are governed by Section 8.
10. Client may request cancellation by emailing ian@stoneandseastudio.com or using another cancellation mechanism made available by Stone & Sea.
11. Client has had an opportunity to review this Agreement before authorizing payment.
12. Stone & Sea LLC is the contracting provider; its Representatives do not personally guarantee company obligations, as described in Sections 1.1 and 14.6.
13. Subject to Section 14.7, the Agreement excludes specified business losses and limits combined liability, including for ordinary negligence in the listed service activities, to the greater of six months of paid service fees or $199, as described in Sections 14.4 and 14.5.
14. Client accepts the limited third-party-claim indemnification obligations in Section 9.4 and the dispute provisions in Section 16.

Client expressly authorizes Stone & Sea LLC to process the initial subscription payment and subsequent recurring charges according to these terms.

Client's affirmative acceptance and completion of Stripe Checkout will serve as the electronic acknowledgment of this Agreement.

19. Official Business Information

Legal Business Name: Stone & Sea LLC Brand: Stone & Sea Business Address: 2737 N Drake St, Fayetteville, AR 72703 Customer Support: ian@stoneandseastudio.com Cancellation Requests: ian@stoneandseastudio.com Official Website: https://stoneandseastudio.com

Agreement Version: 1.6 Last Updated: October 22, 2026

© 2026 Stone & Sea LLC. All rights reserved.