Updated December 10, 2023

The following terms and conditions are incorporated into all contracts and proposals for Flat Creek Management, LLC d/b/a Studio 31A (“Studio 31A”). If the terms and conditions herein conflict with the terms of the client’s contract with Studio 31A, the contract language will govern.

1. Confidentiality: In connection with the performance of services it may be necessary for Studio 31A to have access to information which is confidential or proprietary to the client whether or not the client designates such information as confidential, and regardless of the means of transmission to and/or receipt by Studio 31A. Studio 31A agrees that it will not, directly or indirectly, divulge to any person or entity any information which is confidential or proprietary to the client and that, upon termination of the agreement, it will make no further use of such information.
2. Ownership of Work Product: Before the client pays Studio 31A’s fees and expenses in full, Studio 31A retains ownership of and all rights and interest in the Work Product. If Studio 31A allows the client to use some or all of the Work Product before payment is made in full, said use will constitute a revocable-at-will license. Upon payment in full of any and all fees and costs, the client shall own all rights and interest in the Work Product.
3. Mutual Indemnification: Both the client and Studio 31A shall indemnify, defend and hold the other party harmless from all liabilities, costs and expenses (including, without limitation, attorneys fees) that such party may suffer, sustain or become subject to as a result of any misrepresentation or breach of agreement of the indemnifying party contained herein or the indemnifying party’s gross negligence or willful misconduct in performance of its obligations under this agreement.
4. Development of Website: Development includes the conversion of the web design into a functioning website. Any additional time over the hours provided in the contract for website development will be billed to the client at Studio 31A’s standard hourly rates.
5. Design Version: Each version is deemed complete upon transmission of the version to client by any means with a statement that the version transmitted is a completed version. A round of edits can be completed by e-mail, telephone, video-conferencing, face-to-face meeting or any other method for which the edits are conveyed to the client. A round of editing is complete upon transmission by Studio 31A to the client of the edited version of the homepage or interior page by any means with a statement that round of edits has been completed.
6. Website Images and Video: All setup and support packages include up to 100 images per year from DepositPhotos.com. Any additional stock images, stock images from sites other than DepositPhotos.com, or video used will be invoiced to the client at cost.
7. Cancellation of contract: At any time at its discretion, Studio 31A may elect to cancel the client’s contract. Valid reasons for cancellation may include, but are not limited to a lack of payment, lack of communication from the client, unprofessional behavior towards Studio 31A or its staff, and unethical or legal complications. If the client chooses to cancel their contract, they may do so after the initial contract period has been completed. The cancellation notice must be transimitted and received by Studio 31A in writing at least thirty (30) days prior to date of cancellation. Partial month hosting fees may apply, and cancellation will not take effect until any past due amounts are paid and client’s account with Studio 31A has a zero balance due.
8. Upgrade/downgrade of service: Clients may choose to upgrade or downgrade their service at any time after the initial term. If a client chooses to change their plan, they should send an email to support@flatcreek.com and include their name, organization name, and which package to which they would like to change. If downgrading, the client will also need to list which user account(s) should remain on their system. Please Note: A downgrade could involve the removal of user accounts and all of their associated data. Studio 31A is not responsible for any loss of data resulting from the deletion of user accounts as part of a hosting downgrade.
9. Content Management System (“CMS”): The CMS System for the website is WordPress (www.wordpress.org). This system allows the client the ability to update the website. Any time required of Studio 31A for work on or with the CMS outside of explicit management hours included as part of a contract is not included in the contract/proposal, and will be billed to the client at Studio 31A’s standard hourly rates. If an alternate CMS is requested, additional fees may apply to the pricing plans.
10. Social Networking Sites: Studio 31A will set up an initial account for the client on Facebook, Twitter, and Instagram but not on TikTok, Truth Social, or LinkedIn. Studio 31A will prepare the initial set up for each social networking site and provide initial passwords and access codes for each social networking site. Any additional time for set up of additional social networking sites other than those specified herein will be charged to the client at Studio 31A’s standard hourly rates.
11. e-Newsletter: Setup packages includes one initial template design to be prepared by Studio 31A and added to an email marketing platform agreed to in the contract. Any work requested by the client on the e-Newsletter beyond the initial template design will be billed to the client at Studio 31A’s standard hourly rates. If any outside email newsletter service is used, fees may apply to cover Studio 31A’s time and costs to produce, edit, and send the newsletter campaign. The initial template design is complete upon transmission of the design to the client with a statement that the initial template design is complete.
12. Client Training: Training can take place via phone, email, face-to face in-person meeting, teleconferencing, or any other method. Any additional training requested by the client beyond the hours provided for in the proposal/contract will be billed to the client at Studio 31A’s standard hourly rates. For any in-person training that requires Studio 31A staff to travel to the client, all travel time will be billed to the client at one-half of Studio 31A’s standard hourly rates.
13. Site Reactivation Fee: There will be a minimum $250.00 reactivation fee to recover any site files and design of a website that has been shutdown for any reason. Other fees, interest, and penalties may apply.
14. Project Management: This term includes all steps taken by Studio 31A to manage the development of the client’s website, including any coordination via any method with subcontractors or other professionals who may be needed to prepare the finished product for the client.
15. Website Hosting: The website will be hosted on third-party web servers supported by Studio 31A. If an alternate hosting service is requested, additional fees may apply to the pricing plans. Studio 31A support packages include monthly standard WordPress website hosting, unless otherwise indicated in the contract. Studio 31A setup packages include one year of standard WordPress website hosting, including bandwidth and support. On-going hosting for setup-only packages after the first year will be billed at Studio 31A’s current web hosting rates.
16. Project Scope:  If the client chooses to change the scope of the project or make additions to the contract after the contract is signed, a new estimate for the cost of the project must be submitted, approved, and paid for in by the client before Studio 31A will continue work on the project.
17. Invoice Payment Terms: Studio 31A will invoice its clients monthly for time, materials, travel, expenses and any other charges that may be applicable, including any monthly fees included in the contract. Separate invoices may be sent mid-month for out-of-pocket costs incurred at the client’s request. All invoices are due upon receipt.
18. Late Fees: Once an invoice is thirty days past due, a late fee of 1.5% of the total amount due will be applied. Administrative access to the website will be revoked once a client is 30 days past due and the entire website will be disabled and shut down after 60 days past due and subject to the reactivation fee mentioned above. Any invoice unpaid after 90 days past due may be sent to a collections agency and additional fees will apply. Studio 31A charges a $50.00 fee for returned check.
19. Online, Television, Radio, Print, Newspaper or Any Other Media Advertising: Studio 31A’s proposal does not include any online, television, radio, print, newspaper or any other media advertising. Any media advertising of any kind must be prepaid by the client via wire transfer or credit card prior to any purchase of such advertising by Studio 31A, and Studio 31A will impose a two business day waiting period for any payments made by check before purchasing any media advertising.
20. Technical Support: Studio 31A provides email-only support for all websites hosted on our system. The maximum hours of support are based on the level of hosting as follows: Basic-one (1), Pro-two (2), Premium-two(2). Technical support includes providing answers on how to use the system. Resolution of any site bugs or technical errors created by Studio 31A on the site will be provided free of charge. Technical support does not include additions, updates, or modifications to the website. It does not include any design or development. Managed support options to update websites for our clients are included in packages on the pricing page.
21. Site Setup Hours: The maximum number of hours of site planning, design, development, and project management work included in each pricing plan is as follows: Basic-six (6), Pro-twenty (20), Premium-forty (40). Any additional time spent on the project may result in additional fees, delays in launching the site, modifications to the original approved design, among other things. Studio 31A will notify the client if their project goes above the hours included in the contract before any additional charges will apply and will wait for approval of said fees prior to completing the work requested to finish the project.
22. Product Support:  Studio 31A’s hosting plans include up to one hour of basic technical support per month. Site updates, improvements, design changes, or other Website modifications are not included in technical support and are billed at a rate of $125/hour and due upon receipt.
23. Domain Names: Each managed Website setup includes the purchase of one new domain name registration, excluding premium domain registration unless directly authorized by the client. Clients will be responsible for annual domain name renewal fees.