These Terms of Service (“Terms”) govern your access to and use of the website located at elevatecommerceatl.com (the “Website”) and any services provided by Elevate Commerce, LLC (“Elevate Commerce,” “we,” “us,” or “our”), a Georgia limited liability company. By accessing the Website or engaging our services, you (“you” or “Client”) agree to be bound by these Terms. If you do not agree, do not use the Website or our services.
1. Services
Elevate Commerce provides website creation and optimization services, including custom web design and development, e-commerce setup and configuration, search engine optimization (“SEO”), content creation, and ongoing website maintenance (collectively, the “Services”). The specific scope, deliverables, and timeline for any engagement are defined in a separate client service agreement and one or more statements of work between you and Elevate Commerce. No work will begin until both parties have signed a statement of work and Elevate Commerce has received the required deposit. In the event of a conflict between these Terms and a signed client service agreement, the client service agreement controls. Elevate Commerce may use employees, independent contractors, subcontractors, and specialized service providers in performing the Services.
2. Use of the Website
2.1 Eligibility. You must be at least eighteen (18) years of age to use this Website or engage our Services.
2.2 Permitted Use. You may use the Website solely for lawful purposes and in accordance with these Terms. You agree not to: (i) use the Website in any way that violates any applicable federal, state, or local law or regulation; (ii) attempt to gain unauthorized access to any portion of the Website or any systems or networks connected to the Website; (iii) use the Website to transmit any unsolicited advertising or promotional material; or (iv) interfere with or disrupt the Website or servers or networks connected to the Website.
2.3 Accuracy of Information. You are responsible for ensuring that any information you provide through the Website, including through the contact form, is accurate and complete.
3. Client Responsibilities
When you engage Elevate Commerce for Services, you are responsible for: (i) providing all content, materials, images, login credentials, and information reasonably requested by Elevate Commerce in a timely manner; (ii) responding to requests for feedback, approvals, and revisions within seven (7) business days of the request, unless a different timeline is specified in your client service agreement or statement of work; (iii) ensuring that all content and materials you provide to Elevate Commerce do not infringe the intellectual property rights, privacy rights, publicity rights, or any other rights of any third party and comply with all applicable laws, and that you have all necessary rights and permissions to provide such content for use in the deliverables; (iv) maintaining your own backups of any content or materials you provide to us; (v) establishing, maintaining, and paying for all third-party accounts, subscriptions, or licenses necessary for the project and the operation of your website after delivery, including hosting, domain registration, e-commerce platform, and software subscriptions, and providing Elevate Commerce with the access credentials necessary to perform the Services; and (vi) ensuring that your website and business operations comply with all applicable laws and regulations, including but not limited to the Americans with Disabilities Act, data privacy laws, consumer protection laws, healthcare privacy laws, payment processing standards, and any industry-specific regulations. Elevate Commerce does not provide legal advice, and the Services do not include legal compliance review.
Your approval of any deliverable constitutes your confirmation of the factual accuracy, spelling, pricing, claims, regulatory disclosures, and completeness of the content contained in that deliverable, including content that Elevate Commerce helped create. Once a deliverable has been approved, whether expressly or by deemed approval, Elevate Commerce is not responsible for errors in approved content. Failure to respond to requests for feedback, approvals, or required materials within the applicable timeframe constitutes approval of the deliverable as presented.
Delays caused by your failure to meet these responsibilities do not constitute a breach by Elevate Commerce, do not postpone your payment obligations, and project timelines will be extended by at least the duration of any such delay.
4. Intellectual Property
4.1 Website Content. All content on this Website, including text, graphics, logos, images, and software, is the property of Elevate Commerce or its licensors and is protected by United States copyright, trademark, and other intellectual property laws. You may not reproduce, distribute, modify, or create derivative works from any content on this Website without our prior written consent.
4.2 Client Projects. Ownership of work product created during a client engagement is governed by the applicable client service agreement between you and Elevate Commerce. Upon receipt of full and final payment for the applicable statement of work, all rights, title, and interest in the deliverables will transfer to you, excluding Company Materials, Working Files, and third-party materials governed by their own licenses. Until full payment has been received and all terms of the applicable client service agreement are satisfied, Elevate Commerce retains all rights, title, and interest in any work product, including the right to disable, withhold, or reclaim deliverables. You have no right to use, publish, deploy, modify, or distribute unpaid deliverables.
4.3 Company Materials. Elevate Commerce retains all rights, title, and interest in its proprietary tools, templates, frameworks, design systems, code libraries, reusable components, scripts, workflows, development methods, know-how, generalized code, and processes (collectively, “Company Materials”), regardless of when created. Upon full payment, you receive a non-exclusive, perpetual, royalty-free, non-transferable license to use Company Materials solely as embedded within the delivered project for your own business purposes. You may not extract, reverse-engineer, resell, sublicense, or distribute Company Materials independently of the delivered project. Elevate Commerce’s development of reusable tools, templates, components, or processes during the performance of Services does not create any ownership interest in Company Materials for you.
4.4 Working Files. Elevate Commerce retains ownership of all internal drafts, design source files (such as Figma, Photoshop, and Illustrator files), development staging files, project management notes, and other internal working materials (collectively, “Working Files”). Working Files are not deliverables and are not transferred to you unless your statement of work expressly lists specific Working Files as deliverables.
4.5 Third-Party Materials. Any third-party code, fonts, images, plugins, or other materials incorporated into the deliverables are subject to their respective license terms. Elevate Commerce will inform you of material third-party components and their applicable license requirements upon project delivery.
4.6 Portfolio Rights. You grant Elevate Commerce a non-exclusive, perpetual right to display and reference delivered work, including screenshots, project descriptions, and general references to the work performed, in Elevate Commerce’s portfolio, website, case studies, and marketing materials, commencing upon public launch of the applicable website. This right does not include disclosure of your confidential information that is not otherwise publicly available. You may request removal of your project from future marketing materials by providing written notice; however, such request is prospective only and does not require Elevate Commerce to recall or modify materials previously published or distributed.
5. Third-Party Services
Our Services may involve the use of third-party tools, platforms, and services, including but not limited to domain registrars, hosting providers, analytics platforms, content management systems, e-commerce platforms, email marketing tools (such as Klaviyo), AI-powered tools (such as Inhouse AI), premium plugins, themes, stock media, and similar tools. Elevate Commerce is not responsible for the performance, availability, security, terms, data handling, or pricing of any third-party service, even if recommended by Elevate Commerce. Elevate Commerce does not warrant or guarantee any third-party service. Third-party platforms may update, modify, discontinue, or change pricing of their features at any time, and Elevate Commerce is not responsible for modifications to your website necessitated by third-party changes. All fees, subscriptions, and costs associated with third-party services are your sole financial responsibility and are not included in Elevate Commerce’s project fee or retainer fees unless expressly stated otherwise in your statement of work. Elevate Commerce will obtain your prior written approval before procuring any third-party service on your behalf that creates an additional charge not already identified in your statement of work.
6. Payment Terms
6.1 Project Fees. You will pay the fees specified in each statement of work for the applicable project. All fees are exclusive of applicable sales taxes, use taxes, duties, and similar assessments, other than taxes on Elevate Commerce’s net income, which are your responsibility.
6.2 Deposits. All project engagements require a non-refundable deposit of fifty percent (50%) of the total project fee prior to the commencement of work (the “Deposit”). Elevate Commerce will not begin work until the Deposit is received in full. The Deposit is non-refundable under all circumstances. Our Refund Policy, which is incorporated into these Terms by reference, provides additional detail on cancellation, termination, and payment terms.
6.3 Balance. The remaining balance of the project fee becomes due upon substantial completion and readiness for launch or handoff, whether or not you elect to launch the website at that time. For purposes of this Section, “substantial completion” means Elevate Commerce has delivered the final deliverables in accordance with the approved statement of work specifications and the project is ready for deployment or handoff. Client delays, failure to provide content, failure to review or approve deliverables, requested launch postponements, or failure to provide required access do not postpone payment obligations.
6.4 Milestone Payments. Where the statement of work provides for milestone payments instead of or in addition to the deposit and final balance structure, each milestone payment becomes due upon Elevate Commerce’s completion of the corresponding milestone as described in the statement of work. Client delays do not postpone milestone payment obligations if the milestone has been substantially completed on Elevate Commerce’s side.
6.5 Maintenance Retainers. Ongoing maintenance services are billed on a monthly basis as specified in your client service agreement or maintenance services addendum. Retainer fees are due on the first (1st) day of each calendar month and are non-refundable for the month in which they are billed. Monthly retainers may be canceled with thirty (30) days’ written notice, effective at the end of the current billing period. Elevate Commerce may adjust recurring maintenance pricing upon thirty (30) days’ written notice to you.
6.6 Late Payments. Any payment not received within fifteen (15) days of the due date is subject to a late fee of one and one-half percent (1.5%) per month on the outstanding balance, or the maximum rate permitted by applicable law, whichever is less.
6.7 Withholding and Suspension. Elevate Commerce may immediately withhold delivery, transfer, publication, deployment, launch, and administrative access to any deliverables or work product for which full payment has not been received. If any payment is more than fifteen (15) days past due, Elevate Commerce may additionally suspend all ongoing Services, maintenance services, hosting, managed services, licenses, and other systems under its control upon written notice. Neither withholding nor suspension relieves you of your payment obligations, and project timelines will be adjusted accordingly. Resumption of Services following suspension is subject to receipt of payment in full, including any accrued interest and collection costs, and Elevate Commerce’s then-current scheduling availability.
6.8 Reimbursable Expenses. Pre-approved out-of-pocket expenses incurred by Elevate Commerce in connection with the Services may be separately invoiced and are due within fifteen (15) days of invoice. Elevate Commerce will obtain your written approval before incurring any single reimbursable expense exceeding one hundred dollars ($100).
6.9 Collection Costs. If Elevate Commerce is required to take action to collect amounts owed, you agree to pay all costs of collection, including reasonable attorneys’ fees and court costs.
6.10 Chargebacks and Payment Disputes. You agree to contact Elevate Commerce directly at info@elevatecommerceatl.com and use the dispute resolution procedures in these Terms and any applicable client service agreement before initiating any chargeback, payment reversal, or payment dispute with a financial institution or payment processor. A chargeback or reversal does not extinguish amounts contractually owed under these Terms or your client service agreement. You are responsible for all fees, penalties, and costs resulting from a chargeback or reversal if the underlying amount remains due, including administrative fees and reasonable attorneys’ fees.
7. Project Timelines
All project timelines and delivery estimates provided by Elevate Commerce are good-faith estimates and are not guaranteed. Elevate Commerce will make commercially reasonable efforts to meet estimated timelines. Timelines depend on your timely performance of your obligations and may be extended due to factors including but not limited to: (i) delays in receiving client materials, content, feedback, or approvals; (ii) changes in project scope; (iii) third-party service delays; or (iv) events described in Section 17 (Force Majeure). Delays caused by any of these factors do not constitute a breach by Elevate Commerce and do not entitle you to a refund, discount, or termination for cause.
8. Termination
8.1 Termination by Client for Convenience. You may terminate your engagement at any time by providing written notice to Elevate Commerce. Termination does not relieve you of the obligation to pay for all work completed through the date of termination, valued in accordance with the phase valuation in your statement of work. All amounts previously paid, including the Deposit, will be credited against amounts earned; provided, however, that the Deposit remains non-refundable and no portion of the Deposit will be refunded regardless of whether the credited amount exceeds the value of work earned. You will reimburse all committed and non-cancelable third-party expenses incurred by Elevate Commerce. If termination occurs after work has commenced, an early termination fee applies as specified in your client service agreement, in addition to amounts earned for work completed. Elevate Commerce will deliver completed deliverables only upon receipt of all amounts owed.
8.2 Termination by Elevate Commerce for Convenience. Elevate Commerce may terminate your engagement or any individual statement of work by providing thirty (30) days’ written notice to you. If Elevate Commerce terminates for convenience: (i) you will pay for all work completed through the date of termination, valued in accordance with the phase valuation in your statement of work; (ii) all amounts previously paid, including the Deposit, will be credited against amounts earned; (iii) Elevate Commerce will refund any portion of amounts paid that exceeds the value of work earned; (iv) no early termination fee applies; and (v) Elevate Commerce will deliver all work completed through the date of termination.
8.3 Termination for Cause. Either party may terminate this engagement immediately upon written notice if the other party: (i) materially breaches these Terms or the applicable client service agreement and fails to cure such breach within fifteen (15) days after receiving written notice specifying the breach; or (ii) becomes insolvent, files for bankruptcy, or has a receiver appointed for a substantial part of its assets. If Elevate Commerce terminates for cause, the financial terms described in Section 8.1 apply (including payment for work completed, non-refundable Deposit, third-party expense reimbursement, and early termination fee). If you terminate for cause due to an uncured material breach by Elevate Commerce: (i) you will pay for conforming work completed through the date of termination; (ii) all amounts previously paid, including the Deposit, will be credited against amounts earned for conforming work; (iii) Elevate Commerce will refund any portion of amounts paid that exceeds the value of conforming work earned; (iv) no early termination fee applies; and (v) Elevate Commerce will deliver all conforming work product.
8.4 Immediate Termination by Elevate Commerce. Elevate Commerce may terminate your engagement immediately upon written notice, without providing an opportunity to cure, if you: (i) initiate a fraudulent or unauthorized chargeback or payment reversal; (ii) engage in threats, harassment, or abusive conduct directed at Elevate Commerce’s personnel, contractors, or agents; (iii) direct or require Elevate Commerce to engage in activity that Elevate Commerce reasonably believes is unlawful; (iv) misuse, misappropriate, or distribute Company Materials or Elevate Commerce’s intellectual property in violation of these Terms or your client service agreement; (v) engage in conduct that creates a material security risk to Elevate Commerce’s systems, data, or personnel; (vi) commit fraud in connection with your engagement; or (vii) fail to pay amounts due under two (2) or more invoices. Upon immediate termination, the financial terms described in Section 8.1 apply (including payment for work completed, non-refundable Deposit, third-party expense reimbursement, and early termination fee), and all outstanding amounts become immediately due.
8.5 Project Inactivity. If you fail to provide required content, feedback, approvals, access, or other cooperation necessary for Elevate Commerce to continue work for seven (7) or more business days after a written request, Elevate Commerce may pause your project upon written notice. Elevate Commerce has no obligation to continue work during a pause. Restarting a paused project is subject to Elevate Commerce’s then-current scheduling availability and may require a reactivation fee. If you remain unresponsive for thirty (30) consecutive calendar days after written notice of the pause, your project will be deemed abandoned. Upon abandonment: (i) you will pay for all work completed through the date of abandonment, valued in accordance with the phase valuation in your statement of work; (ii) all amounts previously paid, including the Deposit, will be credited against amounts earned; provided, however, that the Deposit remains non-refundable and no portion will be refunded regardless of whether the credited amount exceeds the value of work earned; (iii) Elevate Commerce has no further obligation to perform Services or preserve the project, production slot, staging environment, or Working Files; and (iv) Elevate Commerce retains ownership of all unpaid deliverables.
8.6 Effect of Termination. Upon termination for any reason: (i) all outstanding amounts become immediately due and payable; (ii) Elevate Commerce will cease all work on your project; and (iii) no intellectual property rights in incomplete or unpaid work product transfer to you. The specific financial terms of termination — including calculation of amounts owed for work completed using the phase valuation, early termination fees, Deposit treatment, third-party expense reimbursement, and refund eligibility — are detailed in Sections 8.1 through 8.5 above and governed in full by your client service agreement.
9. Post-Delivery Responsibilities
Once a project has been delivered and handed off, any modifications, additions, or changes to the website or deliverables made by you or any third party are your sole responsibility. Elevate Commerce is not liable for any defects, downtime, compatibility issues, performance problems, or errors resulting from modifications not performed by Elevate Commerce. Such modifications may void any warranty provided in your client service agreement. Unless otherwise agreed in writing, Elevate Commerce has no obligation to retain project files, Working Files, backups, staging environments, credentials, or unpublished materials beyond ninety (90) days following project handoff or termination. You are responsible for downloading and preserving any materials you require prior to that date.
10. Right to Decline
Elevate Commerce may decline to create, publish, or deploy content or functionality that Elevate Commerce reasonably believes violates applicable law, infringes third-party rights, violates platform terms of service, or poses a security risk.
11. Disclaimer of Warranties
EXCEPT FOR ANY EXPRESS WARRANTY CONTAINED IN A SIGNED CLIENT SERVICE AGREEMENT BETWEEN YOU AND ELEVATE COMMERCE, THE WEBSITE AND ALL SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. ELEVATE COMMERCE DOES NOT WARRANT THAT: (i) THE WEBSITE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE; (ii) ANY DEFECTS WILL BE CORRECTED; OR (iii) ANY PARTICULAR RESULTS WILL BE ACHIEVED FROM THE USE OF OUR SERVICES, INCLUDING BUT NOT LIMITED TO SEARCH ENGINE RANKINGS, WEBSITE TRAFFIC, CONVERSION RATES, LEAD GENERATION, SALES, OR REVENUE. YOU ACKNOWLEDGE THAT SEARCH ENGINE ALGORITHMS, RANKING FACTORS, MARKET CONDITIONS, AND CONSUMER BEHAVIOR ARE OUTSIDE THE CONTROL OF ELEVATE COMMERCE, AND NO REPRESENTATION OR GUARANTEE OF SPECIFIC OUTCOMES HAS BEEN MADE TO YOU. SEO SERVICES ARE PROVIDED ON A BEST-EFFORTS BASIS USING CURRENT INDUSTRY-STANDARD PRACTICES.
12. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ELEVATE COMMERCE, ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, CONTRACTORS, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF THE WEBSITE OR OUR SERVICES, REGARDLESS OF THE CAUSE OF ACTION OR THE THEORY OF LIABILITY, EVEN IF ELEVATE COMMERCE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS INCLUDES, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST REVENUE, LOST DATA, LOSS OF BUSINESS OPPORTUNITY, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COST OF PROCUREMENT OF SUBSTITUTE SERVICES. OUR TOTAL AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY YOU TO ELEVATE COMMERCE UNDER THE SPECIFIC STATEMENT OF WORK GIVING RISE TO THE CLAIM. THIS LIMITATION APPLIES REGARDLESS OF WHETHER THE CLAIM IS BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND APPLIES EVEN IF ANY LIMITED REMEDY SET FORTH IN THESE TERMS OR YOUR CLIENT SERVICE AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE. YOU ACKNOWLEDGE THAT THE FEES CHARGED BY ELEVATE COMMERCE REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS SECTION AND THAT ELEVATE COMMERCE WOULD NOT PROVIDE THE SERVICES WITHOUT THESE LIMITATIONS.
13. Indemnification
You agree to indemnify, defend, and hold harmless Elevate Commerce, its members, managers, officers, employees, contractors, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (i) your use of the Website; (ii) your violation of these Terms or your client service agreement; (iii) your violation of any applicable law or regulation, including healthcare privacy laws, accessibility laws, data privacy laws, and payment processing standards; (iv) any content, materials, or information you provide to Elevate Commerce in connection with a project, including any claim that such content infringes or misappropriates the intellectual property, privacy, publicity, or other rights of a third party; (v) your operation of the website delivered to you by Elevate Commerce, including any claims by your own customers, end users, or website visitors; (vi) your products, services, or business operations; or (vii) claims arising from your payment processing, including chargebacks, fraud, and payment disputes.
14. Dispute Resolution
14.1 Governing Law. These Terms are governed by and construed in accordance with the laws of the State of Georgia, without regard to its conflict of laws principles.
14.2 Informal Resolution. Before initiating any formal dispute resolution proceeding, you agree to first contact Elevate Commerce in writing at info@elevatecommerceatl.com and attempt to resolve the dispute informally for a period of at least thirty (30) days from the date of the written notice. Notwithstanding the foregoing: (i) Elevate Commerce may immediately seek temporary, preliminary, injunctive, equitable, or other appropriate relief without first completing the informal resolution period where Elevate Commerce reasonably determines that delay could result in irreparable harm, including matters involving Company Materials, intellectual property, confidential information, cybersecurity, system access, misuse of deliverables, or other proprietary rights; and (ii) Elevate Commerce may pursue collection of undisputed overdue amounts without first completing the informal resolution period.
14.3 Jurisdiction and Venue. Any dispute not resolved informally shall be subject to the exclusive jurisdiction and venue of the state courts located in Henry County, Georgia, and, where federal jurisdiction exists, the United States District Court for the Northern District of Georgia, Atlanta Division. You irrevocably waive any objection to jurisdiction or venue in such courts.
14.4 Limitation of Claims. Any claim by you arising out of or relating to these Terms or our Services must be commenced within one (1) year after the cause of action accrues. To the maximum extent permitted by applicable law, any claim not commenced within this period is permanently barred. This limitation applies to all causes of action by you against Elevate Commerce, whether in contract, tort, or otherwise. This Section does not limit or shorten the time in which Elevate Commerce may bring claims, including but not limited to claims for unpaid fees, collection costs, indemnification, confidentiality breaches, intellectual property violations, or equitable relief, all of which remain subject to applicable statutes of limitation.
14.5 Attorneys’ Fees. Elevate Commerce shall be entitled to recover its reasonable attorneys’ fees, costs, and enforcement expenses incurred in connection with: (i) enforcement of your payment obligations; (ii) enforcement of your indemnification obligations; (iii) enforcement of confidentiality obligations; (iv) protection or enforcement of Company Materials, intellectual property, or Working Files rights; (v) enforcement of chargeback and payment dispute obligations; (vi) enforcement of the non-solicitation obligation in Section 16; and (vii) enforcement of any other provision of these Terms or your client service agreement that expressly provides Elevate Commerce with a right to recover such expenses.
15. Modifications
We reserve the right to modify these Terms at any time. Changes will be effective when posted to this page with an updated effective date. Your continued use of the Website after any changes constitutes your acceptance of the revised Terms. If we make material changes, we will make reasonable efforts to provide notice, such as posting a prominent notice on the Website. Changes to these Terms do not apply retroactively to engagements entered into before the effective date of the change, unless the applicable client service agreement provides otherwise.
16. Non-Solicitation
During any active engagement and for a period of twelve (12) months following its termination, you will not directly solicit for employment or independent engagement any employee or contractor of Elevate Commerce who was materially involved in the performance of Services for you, without Elevate Commerce’s prior written consent.
17. Force Majeure
Elevate Commerce shall not be liable for any delay or failure to perform its obligations under these Terms to the extent such delay or failure is caused by circumstances beyond its reasonable control, including but not limited to: (i) acts of God, natural disasters, fire, flood, or severe weather; (ii) pandemic, epidemic, or public health emergency; (iii) war, terrorism, civil unrest, or government action; (iv) internet or telecommunications failures, cyberattacks, or power outages; (v) third-party service provider failures or disruptions; or (vi) labor disputes or shortages. Elevate Commerce will make reasonable efforts to notify you of any such event and resume performance as soon as practicable. If a force majeure event continues for more than sixty (60) consecutive days, either party may terminate the affected statement of work upon written notice. Upon such termination: (i) you will pay for all work completed through the date of termination, valued in accordance with the phase valuation in your statement of work; (ii) all amounts previously paid, including the Deposit, will be credited against amounts earned; (iii) Elevate Commerce will refund any portion of amounts paid that exceeds the value of work earned; and (iv) no early termination fee applies.
18. Survival
The following provisions survive the expiration or termination of these Terms and any engagement: Sections 3 (Client Responsibilities, to the extent of approved content, legal compliance, and content ownership obligations), 4 (Intellectual Property), 6 (Payment Terms, to the extent of accrued obligations), 6.10 (Chargebacks), 9 (Post-Delivery Responsibilities), 11 (Disclaimer of Warranties), 12 (Limitation of Liability), 13 (Indemnification), 14 (Dispute Resolution), 16 (Non-Solicitation), and 18 (Survival).
19. Assignment
You may not assign, transfer, or delegate your rights or obligations under these Terms without the prior written consent of Elevate Commerce. Elevate Commerce may assign its rights and obligations under these Terms to a successor entity or affiliate without your consent, provided the assignee assumes all obligations under these Terms. Any attempted assignment in violation of this Section is void.
20. Waiver
The failure of Elevate Commerce to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. A waiver of any term is effective only if in writing and signed by Elevate Commerce.
21. Severability
If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall remain in full force and effect.
22. Entire Agreement
These Terms, together with any applicable client service agreement, statements of work, maintenance services addenda, change orders, our Privacy Policy, and our Refund Policy, constitute the entire agreement between you and Elevate Commerce regarding the use of the Website and our Services, and supersede all prior or contemporaneous communications and proposals, whether oral or written.
23. Contact Us
If you have questions about these Terms, contact us at:
Elevate Commerce, LLC Email: info@elevatecommerceatl.com Website: elevatecommerceatl.com