our service agreement

Please read our Agreement dated August 10, 2023. This Agreement is between Red Carrot Design Inc ("Agency") and you ("Client").

1. Services:

The Agency will perform services described in one or more Statements of Work, Invoices, or Estimates. Conflicts between this Agreement and those documents will be resolved by giving precedence to the abovementioned documents.

2. Payment:

The Client will pay the Agency as outlined in Statements of Work, Invoices, or Estimates. The Client will also reimburse the Agency for all reasonable expenses. Invoices must be paid within 15 days. Non-payment can lead to termination of this Agreement.

3. Deposit:

The Client agrees to pay a specified sum outlined in Statements of Work, Invoices, or Estimates before services start.

4. Term:

This Agreement is in effect until all services are completed to mutual satisfaction. The Client's payment obligations survive termination. Either party can terminate this Agreement within 30 days' notice.

5. Contacts:

Contact persons are listed in Statements of Work, Invoices, or Estimates. Communication goes through them. The contact persons list is subject to change.

6. Client's Cooperation:

The Client shall provide the necessary project information to the Agency to perform the services. If required by law, the Client or their Contractor will obtain all necessary approvals from the applicable governing body before the performance of services. Delays or non-compliance will extend the project timeline and incur additional costs.

7. Agency's Personnel:

The Agency will select its personnel. If specific people are mentioned, the Agency aims to use them. The Agency can replace personnel with equivalent qualifications.

8. Solicitation:

Neither party can hire each other's employees during this Agreement or for a year after.

9. Non-Exclusivity:

Both parties can engage others for similar services.

10. Progress Reports:

The Agency provides progress reports as requested.

11. Confidentiality:

Both parties keep confidential information safe, not using it negatively. Confidentiality survives for a year after termination.

12. Independent Contractor:

The Agency and its workers are independent contractors, not employees of the Client. No employment relationship is created.

13. Work Product:

Work created by the Agency belongs to the Client upon full payment. Certain work and deliverables not specific to the Client's business are owned by Agency but licensed to the Client.

14. Representations and Warranties:

The materials and services produced under the terms of this Agreement are "AS IS." No other warranties are provided.

• Both parties are authorized to accept this Agreement.

• We promise to do our job with the same skill as others in our field.

• We promise not to use anything that belongs to someone else without permission.

15. Liability:

Either party's liability is limited to fees the Client pays—no liability for indirect damages.

16. Notices:

Notices must be written and sent to the designated addresses outlined in Statements of Work, Invoices, or Estimates.

17. Entire Agreement:

This Agreement is the complete understanding between parties.

18. Force Majeure:

The Agency can terminate due to unforeseeable events. Refunds if services are not fully performed.

19. Governing Law:

The State of Arizona law governs this Agreement.

20. Partial Invalidity:

If a provision is unenforceable, it's modified to the extent law permits.

21. Waiver:

Waiving a right once doesn't waive it in the future.

22. Assignment:

No party can assign without written consent. Successors are bound.

23. Headings:

Headings are for reference only.

24. Construction:

Interpretation follows fair meaning.

25. Counterparts:

This Agreement can be signed in multiple parts, including digital signatures.

26. Confidentiality:

The Client can't disclose payment terms without Agency's permission.

The Agency and the Client execute this Agreement as of the date on the project Statement of Work or Estimate and is effective upon receipt of full payment. If you require legal advice or need to understand the implications of this Agreement, please consult a legal professional.