Terms Of Agreement

Web Design Terms & Conditions Of Agreement

This Services Agreement (the "Agreement") contains the complete terms and conditions which govern your subscription of Website Design, Development and other Internet-related services provided by Nova Luna LLC (the "Services"). As used in this Agreement, "Nova Luna LLC" means Nova Luna LLC and "Client", "you", or "your" means you. You acknowledge that you have read the Agreement, and you agree to its terms and conditions and all policies posted on the Nova Luna LLC site and you have reviewed links provide to our terms and conditions and all policies in our proposals and quotes. As referred to in this Agreement, "Site" refers to a World Wide Web site and "Nova Luna LLC" refers to the Site located at the URL https://www.novaluna.io or any other successor Sites owned, maintained or provided by by Nova Luna LLC. The following terms and conditions apply to all website development / design services provided by Nova Luna LLC to the Client. We reserve the right to refuse service to anyone for any reason at any time.

Acceptance

It is not necessary for any Client to have signed an acceptance of these terms and conditions for them to apply. If a Client uses our website or accepts a proposal or quote or communicates with us via phone, text, email, in person, or any third-party platforms or partners, then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full. Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.

Charges

Charges for services to be provided by Nova Luna LLC are defined in the project quotation that the Client receives via e-mail. Proposals & Quotations are valid for a period of 30 days. Nova Luna LLC reserves the right to alter or decline to provide a quotation after expiry of the 30 days.
Unless agreed otherwise with the Client, all website design services require an advance payment of a minimum of fifty (50) percent of the project quotation total before the work work begins on project. The remaining twenty five (25) percent of the project quotation is due upon review of initial design. The remaining twenty five (25) percent of the project quotation is due upon completion of the work, prior to transfer of website, upload to the server or release of materials. Payment for services to Nova Luna LLC are due by ACH transfer or Credit Card via invoice with link to pay, and PayPal. A service fee of 2.9% may be charged at Nova Luna LLC discretion when paying via credit card.

Turnaround Time and Content Control

Nova Luna LLC will install and publicly post or supply the Client's website by the date specified in the project proposal, or at date agreed with Client upon Nova Luna LLC receiving initial payment, unless a delay is specifically requested by the Client and agreed by Nova Luna LLC.
In return, the Client agrees to delegate a single individual as a primary contact to aid Nova Luna LLC with progressing the commission in a satisfactory and expedient manner. During the project, Nova Luna LLC will require the Client to provide website content; text, images, videos and sound files

Failure to provide required website content:

Nova Luna LLC is a small business, to remain efficient we must ensure that work we have programmed is carried out at the scheduled time. On occasions we may have to reject offers for other work and enquiries to ensure that your work is completed at the time arranged.
This is why we ask that you provide all the required information in advance. On any occasion where progress cannot be made with your website because we have not been given the required information in the agreed time frame, and we are delayed as a result, we reserve the right to impose a surcharge. If you agree to provide us with the required information and subsequently fail to do so within two weeks of project commencement, we reserve the right to close the project and the balance remaining becomes payable immediately.

Standard Media & Content Delivery

Unless otherwise specified in the project quotation, this Agreement assumes that any text will be provided by the Client in electronic format. All written content, copy, images, and graphics will be uploaded into Asana or shared in Asana via link to a properly labeled Google drive or Dropbox folder in the appropriate task and or subtask. All images and other graphics will be provided in .gif, .jpeg, .png or .tiff format and must be high resolution and suitable for use on website as well as for marketing purposes.

Revision During Execution

Client may be charged additional fees if it decides to make changes to the agreed upon project scope and objectives. During the design phase, Nova Luna LLC offers a maximum of 2 revisions per page, where a revision is considered the act of our team making all desired changes to a page's design that the client requests via Asana. Further requests will be considered under the change request protocol based on the requirements of their time and effort commitments. It is then under Nova Luna LLC discretion to charge $100 per hour for any other changes.

Client Review

Nova Luna LLC will provide the Client with an opportunity to review the appearance and content of the website during the design phase and once the overall website development is completed. After receiving final payment for the completion & transfer of the project, the project will be deemed to be accepted and approved unless the Client notifies Nova Luna LLC in writing within five (5) days of the date the website is transferred to the Client.

Payment

Invoices will be provided by Nova Luna LLC upon completion but before publishing the live website. Invoices are sent via email. Invoices are due upon receipt.

Additional Expenses

Client agrees to reimburse Nova Luna LLC for any additional expenses necessary for the completion of the work. Examples would be purchase of special fonts, stock photography etc.

Web Browsers

Nova Luna LLC makes every effort to ensure websites are designed to be viewed by the majority of visitors. Websites are designed to work with the most popular current browsers (e.g. Firefox, Internet Explorer, Google Chrome, etc.). Client agrees that Nova Luna LLC cannot guarantee correct functionality with all browser software across different operating systems.
Nova Luna LLC cannot accept responsibility for web pages which do not display acceptably in new versions of browsers released after the website have been designed and handed over to the Client. As such, Nova Luna LLC reserves the right to quote for any work involved in changing the website design or website code for it to work with updated browser software.

Default

Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on Nova Luna LLC Web space, Nova Luna LLC will, at its discretion, remove all such material from its web space. Nova Luna LLC is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client's account. Cheques returned for insufficient funds will result in the Client's account being immediately be considered to be in default until full payment is received. Clients with accounts in default agree to pay Nova Luna LLC reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by Nova Luna LLC Networks in enforcing these Terms and Conditions.

Right to Refuse Service

We reserve the right to refuse service at our web design company in specific circumstances to ensure the quality, integrity, and ethical standards of our work. Our company is committed to delivering exceptional services to our clients while upholding professional values and maintaining the reputation we have built. Instances in which we may refuse service include, but are not limited to: Unethical or Illegal Requests: We will not engage in any projects that involve unethical or illegal activities, including but not limited to, promoting hate speech, discrimination, adult content, or any form of illegal activities.

Conflicting Interests: In some cases, we may encounter potential clients whose projects may conflict with our existing clients' interests or our own business goals. In such situations, we reserve the right to refuse service to maintain our commitment to all parties involved. Lack of Compatibility: As a web design company, it is essential for us to ensure a good working relationship with our clients. If we determine that we are not a suitable match in terms of communication, work style, or project requirements, we reserve the right to decline the service to avoid potential conflicts and ensure client satisfaction.

Unreasonable or Abusive Behavior: We prioritize maintaining a professional and respectful environment for our team members. Any client who engages in unreasonable demands, abusive behavior, or harassment towards our employees will result in the refusal of service.

Non-Payment or Defaulted Payments: In situations where a client has a history of non-payment or defaults on previous agreements, we reserve the right to refuse service until the outstanding payments are resolved.

We understand that every situation is unique, and we will carefully evaluate each case before making a decision. Our intention is to provide the best possible service to our clients while maintaining our professional standards and ethical considerations.

Termination

Termination of services by the Client must be requested in a written notice and will be effective on receipt of such notice. Any Third party apps or plugins that Nova Luna LLC is providing for a monthly or yearly fee need to be given 60 day's notice before termination takes effect. Telephone requests for termination of services will not be honored until and unless confirmed in writing. The Client will be invoiced for work completed to the date of first notice of cancellation for payment in full within thirty (30) days.

Appointment Cancellation Policy

Our aim is to provide excellent service to all our clients in a timely manner. Therefore, we have implemented the following cancellation policy.

24-Hour Notice Required: Clients are required to cancel or reschedule appointments at least 24 hours prior to the scheduled time. This allows us to manage our schedule and accommodate other clients.
How to Cancel or Reschedule: To cancel or reschedule, please use the reschedule or cancellation link in your booking confirmation email, or email us at service@novaluna.io.
Late Cancellations: Cancellations made less than 24 hours before the scheduled appointment time will be considered as a 'Late Cancellation.'
No-Shows: Failure to show up for a scheduled appointment without prior notification will be recorded as a 'No-Show.'
Consequences of Late Cancellations and No-Shows: Each Late Cancellation or No-Show will count as one of the allotted appointments under our agreement. This means if you have a certain number of appointments included in your agreement, one will be deducted for each Late Cancellation or No-Show.
Exceptions: We understand that emergencies and unforeseen circumstances can occur. We may make exceptions to this policy on a case-by-case basis for situations like severe weather, illness, or family emergencies. Exceptions will be given at Nova Luna's discretion.
Policy Updates: This policy is subject to change. Clients will be notified of any changes.

Abusive Client Policy

Nova Luna LLC works very hard to make sure customer are treated with respect. It is an unfortunate reality that issues can arise. If a customer is unhappy about an issue, they are entitled to express their dissatisfaction. If a client has an issue with an employee of Nova Luna LLC we require the client to send an email stating what transpired and what would be the ideal outcome.

We maintain a zero-tolerance policy for any abusive, hateful, or threatening conduct. Examples include, but are not limited to, the following:
Offensive or insulting language
Threatening words or behavior either personal or professional
Discriminatory language about a person's race, gender, or sexual orientation
Excessive or abusive use of customer support channels I.e., multiple phone calls, texts, chats, and emails in a short period of time regarding a single issue

Nova Luna LLC is committed to treating customers in a polite and civilized manner and will always respond in a timely manner to resolve customer issues as quickly as possible in accordance with our published policies and terms of service. However, should a customer violate the Abusive Customer Policy we reserve the right to terminate a client's project immediately. If a client’s project is terminated due to abusive behavior our refund policy will apply.

Indemnity

All Nova Luna LLC services may be used for lawful purposes only. You agree to indemnify and hold Nova Luna LLC harmless from any claims resulting from your use of our service that damages you or any other party.

Copyright

The Client retains the copyright to data, files and graphic logos provided by the Client, and grants Nova Luna LLC the rights to publish and use such material. The Client must obtain permission and rights to use any information or files that are copyrighted by a third party. The Client is further responsible for granting J Nova Luna LLC permission and rights for use of the same and agrees to indemnify and hold harmless Nova Luna LLC from any and all claims resulting from the Client's negligence or inability to obtain proper copyright permissions. A contract for website design and/or placement shall be regarded as a guarantee by the Client to Nova Luna LLC that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.

Design Credit

A link to Nova Luna LLC will appear in either small type or by a small graphic at the bottom of the Client's website. If a graphic is used, it will be designed to fit in with the overall site design. The Client also agrees that the website developed for the Client may be presented in Nova Luna LLC portfolio.

Access Requirements

If the Client's website is to be installed on a Web Platform such as Wix, Shopify. Webflow, Wordpress, Big commerce or a third-party server, Nova Luna LLC must be granted temporary read/write access to the Client's storage directories which must be accessible via FTP. Depending on the specific nature of the project, other resources might also need to be configured on the server.

Post-Placement Alterations

Nova Luna LLC cannot accept responsibility for any alterations caused by a third party occurring to the Client's pages once installed. Such alterations include, but are not limited to additions, modifications or deletions.

General

These Terms and Conditions supersede all previous representations, understandings or agreements. The Client's signature of proposal, quote or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions. Payment online is an acceptance of our terms and conditions.

Client Responsibility for Agreement Copies

It is the client's responsibility to save a PDF copy of their signed agreement upon receipt. Nova Luna shall not be held liable for any technical issues that may prevent the provision of a signed copy of the agreement.

Compliance

The Client acknowledges Nova Luna LLC has made you aware of the ADA Compliance requirements. By opting out of having your website-built ADA-compliant and or opting out of our ADA Compliance Package. The Client waves all rights that Nova Luna LLC is not liable for any legal action or damages related to compliance.

The Client acknowledges Nova Luna LLC has made you aware that your website is required to have a Privacy and a Cookies Policy to be Compliant. By opting out of having these Policies on your website. The Client waves all rights that Nova Luna LLC is not liable for any legal action or damages related to compliance.

Nova Luna LLC does not provide any legal or tax advice or any recommendation with respect to any laws or requirements applicable to your use or any of your End Users, or your compliance therewith.

Governing Law

This Agreement shall be governed by the substantive laws of South Carolina. Should any claim or controversy arise between the Parties under the terms of this Agreement, such claim or controversy shall be resolved only in the state or federal courts located in the United States and said state and federal courts for South Carolina shall be the only appropriate jurisdiction and venue for such claim or controversy.

Liability

Nova Luna LLC hereby excludes itself, its Employees and or Agents from all and any liability from:
Loss or damage caused by any inaccuracy;
Loss or damage caused by omission;
Loss or damage caused by delay or error, whether the result of negligence or other cause in the production of the web site;
Loss or damage to clients' artwork/photos, supplied for the site. Immaterial whether the loss or damage results from negligence or otherwise.

The entire liability of Nova Luna LLC to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.

Sever-ability

In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired and the Agreement shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal and enforceable provision, which comes closest to the intention of the parties underlying the invalid.

Indemnification for Legal Fees ClauseIn the event that the Client brings any legal action against the Company, the Client agrees to indemnify the Company for all reasonable costs and expenses related to such action, including but not limited to, attorney's fees, court costs, and any other associated expenses.Defamation Counterclaim ClauseShould the Client make any statements, claims or allegations which are determined by a court of competent jurisdiction to be defamatory, the Client understands and agrees that the Company reserves the right to initiate a counterclaim against the Client for any and all damages caused by such defamatory statements, claims, or allegations.

Fees for Subpoena Compliance

We reserve the right to charge an administrative fee to the requesting party prior to the production of the subpoenaed information. If so, payment must be made within 30 days from the date of receipt of the invoice. Checks should be made payable to Nova Luna's or the appropriate subsidiary and mailed to Nova Luna at the address in the contact information on the bottom of this page.

Nova Luna's subpoena compliance fees are as follows:

Research - $150.00/hour
Mailing costs - as billed
Material Costs such as Photocopies, Discs, Hard drives, etc. - as billed
Third-party Document Review/Processing – as billed

Force Majeure

No party shall be liable or responsible to the other party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations to make payments to the other party hereunder), when and to the extent such failure or delay is caused by or results from acts beyond the impacted party’s (“Impacted Party”) control, including, but not limited to, the following force majeure events (“Force Majeure Events”): (a) acts of God; (b) a natural disaster (fires, explosions, earthquakes, hurricane, flooding, storms, explosions, infestations), epidemic, or pandemic; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order or law; (e) actions, embargoes or blockades in effect on or after the date of this Agreement; (f) action by any governmental authority; (g) national or regional emergency; (h) strikes, labor stoppages or slowdowns or other industrial disturbances; and (i) shortage of adequate power or transportation facilities. The Impacted Party shall give Notice within 7-10 days of the Force Majeure Event to the other party, stating the period of time the occurrence is expected to continue. The Impacted Party shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized. The Impacted Party shall resume the performance of its obligations as soon as reasonably practicable after the removal of the cause. In the event that the Impacted Party’s failure or delay remains uncured for a period of 30 days following Notice given by it, the other party may thereafter terminate this Agreement upon Notice.

Contact Information
Legal Name of Company : Nova Luna LLC
Name of Business : Nova Luna

Contact Person : Jared Mizrahi
Phone Number: 541-215-5048
Email: service@novaluna.io
Place Of Registration : South Carolina USA
Physical Address : 22 Mercer Drive Simpsonville South Carolina
Operating Hours : 9:00am to 4:00pm (Mon-Fri)

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