DRIVEN DIGITAL TERMS & CONDITIONS

Last Updated: February 2026

By engaging with Driven Digital, clients agree to the following terms and conditions.

SERVICE OVERVIEW

Driven Digital provides comprehensive digital marketing and creative services including:

Website design, development, and maintenance
Website hosting and technical management
Graphic design and branding
Digital marketing and SEO services
CRM integration and automation (including GoHighLevel)
Email and SMS marketing campaigns
Strategic consulting and digital strategy

Specific services contracted are outlined in the Proposal or Service Agreement provided to Client.

PAYMENT & BILLING

Subscription Services

Monthly Billing:

Agreement becomes effective on date accepted by Driven Digital and continues month-to-month thereafter
First monthly fee due upon acceptance of this Agreement
Subsequent monthly fees due on same calendar day each month (e.g., accepted May 10 = subsequent billing June 10, July 10, etc.)
Credit card required for subscription services
Payment automatically processed on billing date

Cancellation:

Client may cancel subscription with 30 days advance written notice
Notice must be provided before next billing date to avoid that month's charge
If cancellation notice provided after payment processed, service continues through billing period - no refunds issued
If mid-billing cycle suspension requested, final amount may be prorated at Driven Digital's discretion

Payment Issues:

Late payments (10+ days past due) accrue interest at 1.5% per month until paid
All fees are non-refundable once paid
Driven Digital reserves right to suspend services if account is 30+ days in arrears
Driven Digital may increase monthly fees with 45 days advance written notice

Project-Based Work

Payment Terms:

Project work quoted at $150/hour unless otherwise specified in proposal
Payment authorization required before production begins
Projects may be paid via:

Upfront payment - Full or partial payment before work begins
Design Blocks - Prepaid time at discounted rates (see Design Blocks section)
Monthly invoicing - For ongoing projects, invoiced monthly until completion

Included Revisions:

New projects include up to two (2) rounds of revisions as part of initial scope
Additional revisions billed at $150/hour
Basic content updates (text, contact info, minor edits) typically require 15 minutes
Design changes beyond basic content updates may require additional time

Project Completion:

Project considered complete upon Client approval submission
Invoices sent monthly for ongoing work until project finalized
Outstanding balances due within 10 days of invoice date

Design Blocks (Prepaid Time)

Prepaid design blocks available at discounted rates
Blocks purchased in advance, non-refundable
Can be applied to any design services: websites, graphics, branding, marketing materials
Client must purchase sufficient hours to cover estimated project requirements
Hours valid for minimum 12 months from purchase date
Unused hours roll forward indefinitely while client maintains active relationship

Converting Hourly Projects to Design Blocks:

Mid-project conversion available
Design block must equal or exceed estimated remaining project hours
Total amount due at conversion cannot exceed design block cost
Allows client to benefit from discounted rates mid-project

PROOFING & APPROVAL PROCESS

Approval Methods

Driven Digital offers flexible approval processes based on project needs:

Option 1: PageProof Platform (Recommended for Design Projects)

All design proofs delivered through secure PageProof platform
Primary Point of Contact (Approver) receives email notification with proof link
Comprehensive markup and commenting tools available
Full approval workflow documentation available upon request
Recommended for: logos, branding materials, marketing collateral, website designs

Option 2: Email/Alternative Approval

Proofs sent via email or other agreed-upon method
Client provides written approval or detailed revision requests
Best for: smaller projects, clients without complex approval needs

Approval method determined at project kickoff and documented in project scope.

PageProof Process (When Applicable)

When using PageProof platform:

Roles & Permissions:

Approver (Primary Contact): Can submit revision requests and provide final approval
Reviewer: Can view proofs and comment, but cannot submit official revision requests or approvals
Only Approvers can trigger action from Driven Digital team

Providing Revisions:

Use PageProof markup tools (red pen) to indicate specific changes needed
Mark comments as "to-dos" and click "SEND TO-DO LIST" to notify team
Generic feedback like "make it better" will be returned for clarification
Major scope changes may require discussion before proceeding

Final Approval:

Clicking "APPROVE" finalizes design and closes project
Cannot be modified after approval without initiating new revision cycle
Client acknowledges all content accuracy and design satisfaction

Changing Approvers:

Notify Driven Digital via email or phone to update workflow permissions
Current Approver can also modify permissions directly in PageProof

Troubleshooting:

Email support@drivendigital.co for PageProof technical issues
Driven Digital can provide demo/training upon request
Alternative approval methods available if platform issues persist

Content Accuracy & Client Responsibility

Client is solely responsible for accuracy of all content: text, pricing, contact information, legal disclosures, product/service descriptions
Driven Digital provides design and layout services, not content verification
Final approval constitutes Client confirmation of content accuracy
Post-approval content errors require new revision cycle with applicable fees
Driven Digital not liable for client-approved content errors or omissions
Client indemnifies Driven Digital against third-party claims related to approved content

REVISION & CHANGE MANAGEMENT

Standard Revisions

Project-based work includes up to 2 rounds of revisions (unless otherwise specified)
Subscription clients: unlimited revisions to active/supported projects within subscription scope
Revisions must be submitted through agreed-upon approval method
Basic content updates typically require 15 minutes per revision
Complex design changes may require additional time

Substantive Scope Changes

If Client requests changes exceeding 50% of original project scope or time estimate:

Driven Digital will submit new proposal for written approval
Work on revised scope does not begin until new proposal signed and any additional fees paid
Original project paused pending scope agreement

Timeline & Client Responsibilities

Driven Digital prioritizes work based on project requirements and timelines in proposal
Timelines begin after payment authorization and all required materials received
Client agrees to review deliverables promptly and provide:
Written approval, OR
Detailed written feedback/corrections sufficient to identify concerns
Driven Digital may request clarification of any feedback
Client delays impact project timelines - delays caused by late client responses, missing materials, or scope changes do not constitute breach by Driven Digital

INTELLECTUAL PROPERTY & FILE OWNERSHIP

Design Ownership

Completed, paid-in-full work: Client owns final design files
Work in progress: Remains Driven Digital property until final payment received
Unpaid work: Driven Digital retains ownership until invoice paid in full

File Delivery

Final design files delivered upon project approval and payment
Files delivered in agreed-upon formats (PDF, PNG, AI, etc. as specified in scope)
Delivered files are not editable by Client - all future changes must be requested through Driven Digital
Print-ready files include appropriate bleeds, crop marks, and color profiles
Web-optimized files sized and formatted for intended platform

Working Files

Upon request, Driven Digital will provide packaged working files (source files) ONLY if:

No outstanding payments due
Client specifically requests working files
Additional fee may apply depending on project type

Important Notes:

Once working files released, Driven Digital no longer responsible for maintaining latest version
Future changes to released working files billed at $150/hour or per active service agreement
Client may re-engage Driven Digital for modifications at any time

Template & Design Element Reuse

Template structures and design elements may be reused by Driven Digital for other projects
Client-specific branding, content, and custom design work remains exclusive to client when paid in full
Stock photography, fonts, and third-party design assets subject to their respective licenses

WEBSITE SERVICES

Website Hosting

Standard Website Hosting:

Required for all websites hosted on Driven Digital servers
Includes server space, basic security, and uptime monitoring
Does not include content updates or management (separate service)

Managed Website Hosting (Subscription):

Includes hosting plus ongoing content updates and technical management
Unlimited content updates within subscription scope
Technical support and troubleshooting included

Website Transitions & Termination

If agreement ends and Client wishes to move website to different host:

Option 1: Continued Hosting Only

$50/month for continued hosting on Driven Digital servers
Client receives access credentials to manage own updates
Driven Digital no longer provides update services

Option 2: Complete Transfer

If Client has IT provider capable of handling transition, Driven Digital provides complete backup at no additional charge
Backup includes: HTML, JavaScript, CSS, images, media files, and published site content
Does NOT include: external services, dynamic content, e-commerce platforms, apps, blogs, or third-party integrations
Available for published sites only
Driven Digital not responsible for transition process or troubleshooting with new host

Transition Timeline:

Client has 60 days from agreement termination to move website to new host
After 60 days, Driven Digital may remove website from servers without notice or liability
No refunds for unused hosting time

Website Suspension for Non-Payment:

If account 30+ days in arrears, Driven Digital reserves right to suspend website
Website reinstated upon payment of outstanding balance
Driven Digital not liable for business impact of suspension due to non-payment

Domain Management

Client responsible for domain purchase and renewal
Driven Digital manages website hosting, not domain registration
Driven Digital requires DNS access to publish website and make it functional
Client maintains ownership and control of domain name
Driven Digital can recommend domain registrars but does not manage domain renewals

Email Management

Driven Digital hosts websites but NOT email services
Client must arrange email hosting separately through:
Their own IT provider, OR
Provider recommended by Driven Digital (additional fees apply, paid directly to email provider)
Client must maintain separate email hosting to retain email@domain.com functionality

LEGAL & COMPLIANCE SERVICES

ADA Compliance & Website Accessibility

Driven Digital provides accessibility support services to help clients meet website accessibility standards. As the website owner, Client is ultimately responsible for compliance with accessibility legislation applicable to their business and site visitors.

Important Context: There is no single, universally accepted legal definition of website ADA compliance in the United States. Driven Digital helps clients work toward conformance with WCAG 2.1 Level AA guidelines, which many jurisdictions reference as a general accessibility standard. However, certain industries and jurisdictions may have additional requirements.

Accessibility Tools:

All websites include baseline accessibility features (keyboard navigation, semantic HTML, focus highlights, skip-to-content functionality)
Accessibility widget options available:
UserWay (standard) - Free accessibility widget with text adjustments, contrast controls, keyboard enhancements
AudioEye (recommended upgrade) - Industry-leading accessibility solution with higher legal protection standards, continuous monitoring, and legal support resources

Accessibility Statement Generation:

For website clients, Driven Digital can provide customized Accessibility Statements using template framework
Statement customized based on client's specific accessibility features and business information
Client responsible for reviewing and approving accuracy of accessibility claims

Client Responsibility: While Driven Digital provides tools and documentation, Client is responsible for:

Reviewing and complying with accessibility laws applicable to their specific business and jurisdiction
Ensuring website content meets accessibility standards
Maintaining accessibility compliance as content is added or updated
Seeking legal counsel for specific compliance questions

Privacy Policy Generation

For website clients, Driven Digital can provide customized Privacy Policy documentation using template framework.

Service Includes:

Privacy Policy customized based on client's specific services and data collection practices
Templates account for:
Basic website data collection (cookies, analytics, contact forms)
CRM integration (when applicable)
Email/SMS marketing automation (when applicable)
Third-party service integrations

Process:

Client completes intake questionnaire with business information
Driven Digital generates customized Privacy Policy using AI-assisted template system
Client reviews and approves policy content
Policy published on website with proper formatting and accessibility

Client Responsibility:

Reviewing and approving final policy content
Ensuring policy accurately reflects complete business practices
Updating policy if business practices change outside of Driven Digital's services
Compliance with privacy laws applicable to specific business and jurisdiction

Terms of Service & Other Legal Documents:

Client responsible for providing their own Terms of Service, Terms of Use, or similar legal documents
Driven Digital can transfer content from existing website or implement content client provides
Drafting new legal documents from scratch may incur additional fees and requires detailed business information

DIGITAL MARKETING & SEO SERVICES

Service Scope

When Driven Digital provides SEO or digital marketing services, scope includes activities outlined in project proposal or service agreement, which may include:

Website content optimization
Search engine submission and monitoring
Keyword research and implementation
Link building and off-page optimization
Analytics setup and reporting
Social media management
Email/SMS campaign creation and management

Realistic Expectations & Disclaimers

Client Acknowledges:

No Guarantees on Results: Due to factors outside Driven Digital's control, we cannot guarantee specific results from digital marketing or SEO efforts
Search Engine Algorithm Changes: Search engines constantly update ranking algorithms; rankings may fluctuate regardless of optimization efforts
Competitive Landscape: Certain keywords and markets are highly competitive; achieving top rankings may take significant time or may not be achievable
Search Engine Policies: Driven Digital cannot control search engine company policies or which sites are accepted/ranked
Third-Party Platform Changes: Social media platforms and other third-party services may change policies, features, or algorithms at any time
Time to Results: Search engines may take weeks or months to reflect optimization efforts; some may temporarily affect rankings of new sites ("sandboxing")
Ranking Fluctuations: Search engines periodically drop or change listings without specific cause
Client Impact: Changes or alterations to website/content made by client or third parties may negatively impact SEO rankings

Driven Digital Commitment:

Use commercially reasonable diligence to promptly implement agreed-upon strategies
Provide regular reporting on activities and metrics as outlined in service agreement
Respond to algorithm changes and adjust strategies accordingly
Communicate openly about performance, challenges, and recommendations

Not Responsible For:

Results negatively impacted by client or third-party changes to website
Rankings affected by search engine algorithm updates or policy changes
Performance of third-party platforms or services outside Driven Digital's control
Client linking to particular websites without prior consultation and approval from Driven Digital

CLIENT AUTHORIZATION & PERMISSIONS

By accepting this Agreement, Client authorizes Driven Digital to:

Website Access: Access client's website without limitation to analyze content, structure, and performance
Website Modifications: Alter client's website as necessary or desirable for agreed-upon services (SEO, design improvements, functionality enhancements, etc.)
Content Management: Upload pages, images, and content to client's website as appropriate for service delivery
Asset Usage: Use all client logos, trademarks, copyrights, website images, and similar items to:

Create informational pages and marketing materials
Demonstrate portfolio work (with permission)
Perform contracted services

Third-Party Communication: Communicate with third parties as necessary to perform services, including:

Client's IT provider or web host
Domain registrars
Email service providers
Other vendors supporting client's digital presence

CRM & Marketing Platform Access: For clients using GoHighLevel or similar CRM/marketing automation:

Configure and manage CRM system on client's behalf
Create and send email/SMS campaigns as outlined in service agreement
Access customer data necessary for campaign execution
Integrate third-party services as agreed upon

Portfolio & Case Study Usage:

Driven Digital may use completed work in portfolio and case studies unless client specifically requests confidentiality
Client may request removal of work from portfolio at any time via written notice

GENERAL TERMS & CONDITIONS

Engagement

Client engages Driven Digital as independent consultant to perform services outlined in Proposal or Service Agreement. This Agreement, together with the Proposal, constitute the complete agreement ("Agreement") between parties.

Month-to-Month Agreement:

Continues indefinitely on month-to-month basis for subscription services
Either party may terminate with 30 days written notice
Project-based work terminates upon project completion and final payment

Immediate Termination by Driven Digital: Driven Digital may terminate immediately if:

Client fails to pay fees when due
Client ceases cooperation or makes service delivery difficult
Client uses services for purposes violating federal, state, or local law

Force Majeure

Driven Digital shall not be liable for delay or failure to perform due to circumstances beyond reasonable control, including but not limited to: acts of God, natural disasters, pandemics, government actions, utility failures, internet service disruptions, or other events beyond commercially reasonable efforts to prevent.

Client Representations, Warranties & Indemnity

Client Represents and Warrants:

Client owns or has full rights to URL/domain listed in Agreement
Client owns or has unrestricted right to use and grant Driven Digital right to use all graphics, photos, designs, intellectual property, artwork, and content furnished to Driven Digital
If Client is company, signatory has full authority to bind Client to this Agreement and execution has been properly authorized
Content provided does not infringe on third-party intellectual property rights
Content provided does not violate any laws or regulations

Client Indemnifies Driven Digital: Client indemnifies and holds harmless Driven Digital's owners, officers, directors, and employees from all liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

Breach of client representations and warranties
Client-provided content that infringes third-party rights
Client's failure to comply with Agreement terms
Claims related to client-approved content or designs

Disclaimers of Liability

IN ADDITION TO OTHER DISCLAIMERS IN THESE TERMS:

DRIVEN DIGITAL SHALL NOT BE LIABLE FOR:

Indirect, special, exemplary, or consequential damages
Lost profits, whether foreseeable or not
Damages based on breach of contract, warranty, strict liability, or negligence
Any damages exceeding fees paid by Client in preceding 12 months

DRIVEN DIGITAL SPECIFICALLY DISCLAIMS:

Any implied warranty of merchantability or fitness for particular purpose
Implied warranties arising from course of dealing
Warranties regarding products, software, equipment, or services obtained from third parties
Responsibility for results affected by alterations made by client or third parties
Liability for performance of third-party platforms, tools, or services

LIMITATION OF LIABILITY: Driven Digital's total cumulative liability under this Agreement shall not exceed the total fees paid by Client to Driven Digital in the 12 months preceding the claim.

Governing Law & Dispute Resolution

Governing Law: This Agreement governed by laws of State of New York without regard to conflict of laws principles.

Arbitration: Any controversy, claim, or dispute arising from this Agreement (including authority to sign, contract formation, fraud, or breach) shall be settled by arbitration administered by American Arbitration Association in accordance with Commercial Arbitration Rules.

Judgment on arbitrator's award may be entered in any court with jurisdiction
Arbitrator has no authority to award relief outside scope of disclaimers in this Agreement
All arbitration proceedings located exclusively in Suffolk County, New York
Prevailing party entitled to reasonable attorneys' fees, costs, and disbursements

Miscellaneous Provisions

Assignment:

Agreement may not be assigned by Client without Driven Digital's prior written consent
Driven Digital may withhold or deny consent in sole discretion

Successors & Assigns:

Agreement terms bind and benefit successors and permitted assigns

Attorneys' Fees:

Prevailing party in dispute entitled to reasonable attorneys' fees and costs

Waiver:

Failure to insist on strict compliance does not waive right to future compliance
Waiver of any right at one time does not constitute waiver at other times

Entire Agreement:

This Agreement constitutes entire agreement between parties
All previous communications (oral or written) about subject matter are superseded
Modifications must be in writing and signed by both parties

Third-Party Beneficiaries:

No third-party beneficiaries to this Agreement

Counterparts & Electronic Signatures:

Agreement may be executed in counterparts, each deemed an original
Fax or email signatures considered original signatures for all purposes

Severability:

If any provision held illegal, invalid, or unenforceable:
Arbitrator should reform provision to minimum extent necessary to make enforceable
If not subject to reformation, provision shall be severed
Agreement construed and enforced as if provision never existed

Construction:

Rule that ambiguity construed against drafter is waived by both parties

Agreement Updates

Driven Digital may update these terms and conditions periodically
Current version always available at drivendigital.co/terms
Client subject to most current terms and conditions
Continued use of services after updates constitutes acceptance
To discontinue service based on term updates, contact support@drivendigital.co with 30 days notice

ACKNOWLEDGMENT

By signing this Agreement or accepting services from Driven Digital, Client acknowledges:

Client has read and fully understands these Terms and Conditions
These Terms and Conditions form integral part of service Agreement
Client agrees to be bound by all terms herein
Client has had opportunity to seek legal counsel regarding Agreement terms

For questions about these Terms & Conditions, contact:
Driven Digital
design@drivendigital.co
(631) 837-2344

Last Updated: February 2026