These Terms & Conditions ("Terms") govern your access to and use of the website thecliftonagency.com (the "Site") and the web design, SEO, and website management services (the "Services") provided by The Clifton Agency ("The Clifton Agency," "we," "us," or "our"). By accessing the Site or engaging our Services, you agree to be bound by these Terms. If you do not agree, please do not use the Site or Services.
1. Services
The Clifton Agency provides website design and development, search engine optimization (SEO), conversion optimization, hosting, and ongoing website management, typically delivered on a monthly subscription basis. The specific scope, deliverables, and pricing for any engagement are set out in a separate proposal, order form, or service agreement ("Service Agreement"). In the event of a conflict between these Terms and a signed Service Agreement, the Service Agreement controls.
2. Subscriptions, Fees & Payment
- Subscription Services are billed in advance on a recurring basis (for example, monthly) as described in your Service Agreement.
- Fees are due on the dates specified and may be charged automatically to your payment method on file.
- Unless stated otherwise, setup or build fees are non-refundable once work has begun.
- Late or failed payments may result in suspension of Services, including the website we host or manage on your behalf, until the account is brought current.
- We may revise pricing with reasonable advance notice; changes take effect on your next billing cycle.
3. Client Responsibilities
To deliver the Services, we rely on you to provide accurate information, content, branding assets, access credentials, and timely feedback and approvals. You represent that you have the right to use and provide any materials you supply, and that they do not infringe the rights of any third party. Delays in providing required materials may delay delivery.
4. Intellectual Property
- Your content. You retain ownership of the content, trademarks, and materials you provide to us. You grant us a license to use them as needed to perform the Services.
- Deliverables. Upon full payment, you own the final website design and custom content created specifically for you, except for any third-party assets, licensed materials, frameworks, or pre-existing tools that remain owned by their respective owners or by us.
- Our materials. We retain ownership of our proprietary processes, code libraries, templates, and know-how. For subscription Services, certain platform, hosting, or proprietary components are licensed to you only for the duration of your active subscription.
- Portfolio. We may display work we create for you in our portfolio and marketing unless you request otherwise in writing.
5. Acceptable Use
You agree not to use the Site or Services to: violate any law; infringe intellectual property or privacy rights; transmit malware or harmful code; attempt to gain unauthorized access to our systems; or engage in fraudulent, deceptive, or abusive conduct. We may suspend or terminate Services for violations of this section.
6. Third-Party Services
The Services may rely on or integrate with third-party platforms and tools (for example, hosting providers, domain registrars, analytics, scheduling, and payment processors). Your use of those services may be subject to their own terms, and we are not responsible for their availability, performance, or actions.
7. Disclaimer of Warranties
The Site and Services are provided "as is" and "as available" without warranties of any kind, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Site or Services will be uninterrupted, error-free, or secure, or that any particular SEO ranking, traffic level, lead volume, or business result will be achieved.
8. Limitation of Liability
To the fullest extent permitted by law, The Clifton Agency and its owners, employees, and contractors will not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or goodwill, arising out of or related to your use of the Site or Services. Our total aggregate liability for any claim arising out of or related to the Services will not exceed the amount you paid to us for the Services in the three (3) months preceding the event giving rise to the claim.
9. Indemnification
You agree to indemnify and hold harmless The Clifton Agency from any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of your breach of these Terms, your content, or your use of the Site or Services.
10. Term & Termination
Either party may terminate a subscription as set out in the applicable Service Agreement. Upon termination, your right to use any subscription-based platform, hosting, or proprietary components ends, and any outstanding fees become immediately due. We will, upon request and full payment, make reasonable efforts to assist with the transition of content you own. We may suspend or terminate Services immediately for non-payment or material breach.
11. Governing Law & Disputes
These Terms are governed by the laws of the State of Florida, without regard to its conflict-of-law principles. Any dispute arising out of or relating to these Terms or the Services will be subject to the exclusive jurisdiction of the state and federal courts located in Broward County, Florida, and you consent to venue and personal jurisdiction there.
12. Changes to These Terms
We may update these Terms from time to time. When we do, we will revise the "Last updated" date above and post the revised Terms on this page. Your continued use of the Site or Services after changes are posted constitutes acceptance of the updated Terms.
13. Contact Us
Questions about these Terms? Contact us at:
The Clifton Agency
Fort Lauderdale, Florida
Email: info@thecliftonagency.com
Phone: 786-294-4943