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Forge & Frame

Terms of Service

Effective date: January 1, 2025  ·  Last updated: April 1, 2025

1. Agreement to Terms

These Terms of Service (“Terms”) govern your use of forgeandframe.studio (the “Site”) and any services provided by Forge & Frame, a venture of Vectis Labs (“we,” “us,” or “our”). By accessing the Site or engaging our services, you agree to be bound by these Terms.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. If you do not agree to these Terms, do not use this Site or our services.

2. Services

Forge & Frame provides web design, brand strategy, and digital marketing services. The specific scope, deliverables, timeline, and fees for any engagement are defined in a separate project agreement, proposal, or statement of work (“Project Agreement”) executed between us and the client.

We reserve the right to decline any project request at our discretion. Nothing on this Site constitutes an offer to perform services; all engagements begin with a mutually agreed Project Agreement.

3. Payment Terms

Payment terms are established in each Project Agreement. Unless otherwise stated in writing:

  • A deposit is required before work begins. The deposit amount is specified in the Project Agreement.
  • Remaining balances are due upon completion or at milestones as outlined in the Project Agreement.
  • Invoices unpaid after 30 days may accrue a late fee of 1.5% per month on the outstanding balance.
  • We reserve the right to suspend work or withhold deliverables until outstanding balances are paid.

All fees are quoted in U.S. Dollars unless otherwise specified. Fees are non-refundable except as explicitly stated in the Project Agreement.

4. Intellectual Property

Client ownership upon payment

Upon receipt of full payment, and unless otherwise agreed in writing, clients receive full ownership of the final deliverables (design files, production code, and written content created specifically for the project).

Forge & Frame retained rights

We retain ownership of all underlying frameworks, templates, methodologies, processes, tools, and pre-existing intellectual property used in connection with the services. Any such materials incorporated into a deliverable are licensed to the client on a non-exclusive, non-transferable basis for the purposes of the project.

Portfolio rights

Unless explicitly prohibited in writing, we reserve the right to display work completed for clients in our portfolio, case studies, and marketing materials.

5. Client Responsibilities

To ensure a successful engagement, clients agree to:

  • Provide accurate information, assets, and content in a timely manner
  • Designate a single point of contact authorized to make decisions
  • Provide feedback within the review windows specified in the Project Agreement
  • Ensure that any materials they provide (logos, images, copy, data) do not infringe third-party intellectual property rights

Delays caused by client inaction, late feedback, or failure to provide required materials may result in revised timelines and additional fees.

6. Revisions and Scope Changes

The number of included revision rounds is specified in each Project Agreement. Requests that fall outside the agreed scope — including new features, design changes after approval, or additional pages — will be scoped and quoted separately as change orders.

We will notify you before proceeding with any out-of-scope work. Written approval of a change order constitutes acceptance of the additional fees and timeline adjustments.

7. Confidentiality

Both parties agree to keep confidential any proprietary information shared during the engagement, including business strategies, technical details, and unreleased product plans. This obligation survives termination of the engagement for a period of two (2) years.

Confidentiality does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

8. Limitation of Liability

To the fullest extent permitted by applicable law, Forge & Frame and Vectis Labs shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or related to these Terms or the services, including but not limited to loss of profits, loss of data, loss of goodwill, or business interruption.

Our total cumulative liability arising out of or related to any engagement shall not exceed the total fees paid by the client to us in the three (3) months immediately preceding the event giving rise to the claim.

9. Warranties and Disclaimers

We warrant that our services will be performed in a professional and workmanlike manner consistent with industry standards. We do not warrant that deliverables will be free of errors, or that the client will achieve any specific business outcome as a result of the services.

The Site and its content are provided “as is” without warranty of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement.

10. Termination

Either party may terminate a Project Agreement with written notice if the other party materially breaches the agreement and fails to cure the breach within 14 days of written notice.

In the event of client-initiated termination, the client is responsible for payment of all work completed up to the termination date, plus any non-cancellable third-party costs incurred on the client's behalf. Deposits are non-refundable upon termination.

11. Governing Law

These Terms and any disputes arising out of them are governed by the laws of the State of Texas, without regard to its conflict of law principles. Any legal proceedings shall be brought exclusively in the courts located in Dallas County, Texas.

12. Modifications

We may update these Terms from time to time. The “Last updated” date at the top of this page reflects the most recent revision. Changes to these Terms do not affect Project Agreements already in effect unless both parties agree in writing. Continued use of this Site after changes constitutes acceptance of the updated Terms.

13. Contact

Questions about these Terms? Email us at contact@forgeandframe.studio.

Forge & Frame | A Vectis Labs Venture

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