▸ LEGAL

TERMS OF SERVICE

Last Updated: November 2025

1Acceptance of Terms

By (i) clicking "I Agree," (ii) executing an Order Form, (iii) paying an invoice, or (iv) completing a Stripe checkout, you ("Customer," "Client," or "you") enter into a binding agreement with Raven's Raine Enterprise LLC, an Oregon limited liability company ("Company," "we," "us," or "our").

If accepting on behalf of an entity, you represent and warrant that you have full authority to bind that entity. Electronic signatures and records are legally binding under the Oregon Electronic Transactions Act (ORS Chapter 84).

2Services Provided

2.1 Core Service Offerings

The Company provides the following professional services ("Services"):

Web Design & Development

Custom website creation, redesign, and development using WordPress, Next.js, and other modern frameworks

Web Hosting & Maintenance

Managed hosting, updates, backups, and technical support

IT Services

Fractional IT support, system administration, and technical consulting

Security Services

Website security, monitoring, threat mitigation, and incident response

SEO & Marketing

Search engine optimization, content strategy, and digital marketing

AI Integration

Implementation of AI tools, automation, and custom AI solutions

2.2 Service Plans

Services are delivered through subscription plans and/or project-based engagements as specified in your Order Form or Stripe subscription details.

2.3 Order Precedence

In case of conflict: (1) Signed Statement of Work → (2) Order Form/Invoice → (3) These Terms → (4) Service-specific Addenda

3Subscription Terms & Billing

3.1 Subscription Period

Subscriptions commence on the Order Date
Auto-renew monthly or annually unless canceled
Oregon-compliant renewal notices provided 30 days before annual renewals

3.2 Payment Terms

All fees due upon invoice or automatic charge
Accepted via Stripe (credit/debit cards, ACH)
Late payments: Lesser of 1.5% monthly or maximum legal rate
Service suspension after 10 days overdue (with 5-day notice)

3.3 Cancellation

Cancel anytime via email to support@ravensraine.com
Cancellation effective at current term end
No refunds for partial periods (except as required by law)
Final invoice for any outstanding work/overages

3.4 Fee Structure

Base subscription rates	As shown at checkout
Custom development/consulting	$125/hour
Rush work (< 48 hours)	1.5x standard rate
Emergency after-hours support	2x standard rate

4Scope of Work & Deliverables

4.1 Included Services (Per Plan)

Updates and maintenance per selected tier
Support hours as specified in plan
Standard security monitoring
Monthly reporting (where applicable)

4.2 Excluded Services (Require Additional Fee)

Custom feature development beyond plan scope
Content creation and copywriting
Third-party license purchases
Domain registration/renewal
Paid advertising management
Data migration from other platforms
Legal/compliance consulting
Training beyond initial onboarding

4.3 Service Hours

Standard support: Monday-Friday, 9 AM - 5 PM Pacific

Emergency support: 24/7 for critical issues (P1)

Response times: Per Service Level Agreement (Appendix A)

5Client Responsibilities

Client agrees to:

Provide timely access to necessary accounts and systems
Maintain current contact and billing information
Ensure content legality and non-infringement
Obtain necessary licenses for premium themes/plugins
Comply with Acceptable Use Policy (Appendix B)
Backup critical business data independently
Maintain appropriate insurance for their business
Comply with applicable laws and regulations

6Intellectual Property

6.1 Client Content

Client retains all rights to provided content
Client grants Company limited license to use content for service delivery
Client warrants content is lawful and non-infringing

6.2 Company Work Product

Custom code/designs: Client receives perpetual license upon full payment
Generic tools/methodologies: Company retains ownership
Open-source components: Subject to respective licenses

6.3 Third-Party Materials

Subject to original license terms
Client responsible for ongoing license compliance
Company not liable for third-party license violations

7Confidentiality

Both parties agree to:

Protect confidential information with reasonable care
Use confidential information solely for service delivery
Not disclose without written consent
Return/destroy confidential materials upon termination

Exceptions: Information that is (a) publicly known, (b) rightfully received from third parties, (c) independently developed, or (d) required by law to disclose.

8Data Protection & Privacy

8.1 Security Measures

Company implements industry-standard security including:

SSL/TLS encryption
Regular security updates
Access controls and monitoring
Incident response procedures

8.2 Data Breach Notification

Notification within 72 hours of confirmed breach
Compliance with Oregon Consumer Information Protection Act (OCIPA)
Cooperation with Client's legal obligations

8.3 GDPR/CCPA Compliance

Company acts as Data Processor when applicable
Data Processing Agreement available upon request
Client remains Data Controller

8.4 HIPAA

Company is NOT a HIPAA Business Associate unless separate BAA executed. Do not transmit Protected Health Information without BAA.

9Service Level Agreement

9.1 Uptime Commitment

99.5% uptime target (excluding scheduled maintenance)
Measured monthly
Credits available for sustained outages per Appendix A

9.2 Response Times

Priority	Response Time
P1 (Site Down)	1 hour
P2 (Major Issue)	4 hours
P3 (Minor Issue)	1 business day
P4 (Enhancement)	Best effort

9.3 Backup Policy

Daily automated backups
30-day retention standard
Restoration upon request (may incur fees)

10Warranties & Disclaimers

10.1 Company Warranties

Company warrants:

Services performed professionally and competently
Deliverables substantially conform to specifications
No knowing introduction of malicious code

10.2 Disclaimers

EXCEPT AS EXPRESSLY STATED, SERVICES PROVIDED "AS IS." COMPANY DISCLAIMS ALL IMPLIED WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, AND NON-INFRINGEMENT TO MAXIMUM EXTENT PERMITTED BY LAW.

11Indemnification

11.1 Client Indemnification

Client indemnifies Company against claims arising from:

Client content or instructions
Violation of laws or third-party rights
Breach of these Terms
End-user disputes

11.2 Company Indemnification

Company indemnifies Client against claims that Services (as provided, excluding Client content) infringe third-party intellectual property rights.

11.3 Indemnification Procedures

Prompt written notice of claim
Sole control of defense/settlement
Reasonable cooperation
No admission of liability without consent

12Limitation of Liability

12.1 Consequential Damages Waiver

NEITHER PARTY LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, REGARDLESS OF THEORY OF LIABILITY.

12.2 Liability Cap

COMPANY'S TOTAL LIABILITY SHALL NOT EXCEED FEES PAID BY CLIENT IN 12 MONTHS PRECEDING CLAIM.

12.3 Exceptions

Limitations don't apply to:

Willful misconduct or gross negligence
Breach of confidentiality
Indemnification obligations
Payment obligations

13Term & Termination

13.1 Term

Agreement continues until terminated per these Terms.

13.2 Termination for Convenience

Monthly plans: 30 days' notice
Annual plans: Non-renewal notice 30 days before renewal

13.3 Termination for Cause

Either party may terminate immediately for:

Material breach not cured within 15 days of notice
Insolvency or bankruptcy
Violation of law

13.4 Effect of Termination

Final invoice for work completed
Return of confidential materials
Client data available for export (30 days)
Survival of applicable provisions

14Dispute Resolution

14.1 Governing Law

Oregon law governs, excluding conflict of law principles.

14.2 Informal Resolution

Parties attempt good faith resolution before formal proceedings.

14.3 Arbitration

Disputes resolved through binding arbitration:

Oregon Uniform Arbitration Act applies
Single arbitrator in Bend, Oregon
Each party bears own costs
Judgment enforceable in any court

14.4 Exceptions

Arbitration excludes:

Small claims court actions
Injunctive relief for IP protection
Collection of undisputed fees

14.5 Class Action Waiver

NO CLASS, COLLECTIVE, OR REPRESENTATIVE ACTIONS.

15General Provisions

15.1 Entire Agreement

These Terms constitute entire agreement, superseding prior understandings.

15.2 Amendments

Modifications require mutual written consent. Company may update with 30 days' notice.

15.3 Assignment

Client requires consent; Company may assign to successor/affiliate.

15.4 Force Majeure

No liability for delays beyond reasonable control.

15.5 Severability

Invalid provisions severed; remainder continues.

15.6 Waiver

No waiver unless written and signed.

15.7 Notices

Email to support@ravensraine.com or address on file.

15.8 Publicity

Company may list Client as customer; opt-out available.

15.9 Independent Contractor

Company is independent contractor, not employee.

15.10 Survival

Key provisions survive termination.

Appendices

AService Level Agreement

Priority Definitions

P1 - Critical: Complete service failure, data loss risk
P2 - Major: Significant functionality impaired
P3 - Minor: Non-critical issue, workaround available
P4 - Enhancement: Feature request or improvement

Response Time Commitments

Priority	First Response	Resolution Target
P1	1 hour	4 hours
P2	4 hours	24 hours
P3	1 business day	3 business days
P4	2 business days	Best effort

Service Credits

Uptime < 99.5%: 5% monthly credit
Uptime < 99%: 10% monthly credit
Uptime < 95%: 25% monthly credit

Credits require written request within 15 days. Maximum monthly credit: 25% of monthly fee.

BAcceptable Use Policy

Prohibited Activities

Client shall not use Services for:

Illegal activities or content
Infringement of intellectual property
Distribution of malware or malicious code
Phishing, fraud, or deception
Spam or unsolicited communications
Excessive resource consumption affecting other clients
Cryptocurrency mining without permission
Adult content (unless pre-approved)
Violation of third-party terms of service

Enforcement

Violations may result in:

Warning and opportunity to cure
Immediate suspension for severe violations
Termination for repeated violations
Reporting to authorities if legally required

CData Processing Addendum

Available upon request for GDPR/CCPA compliance

Agreement Acceptance

BY ACCEPTING THESE TERMS THROUGH STRIPE CHECKOUT, INVOICE PAYMENT, OR OTHER MEANS, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE.

Last Updated: November 1, 2025

Version 2.0

Contact Information

Raven's Raine Enterprise LLC

Email: support@ravensraine.com

Website: ravensraine.com

Business Hours: Monday-Friday, 5 AM - 9 PM Pacific

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