Service Agreement

WEBSITE HOSTING & MAINTENANCE AGREEMENT

This Website Hosting & Maintenance Agreement (“Agreement”) is entered into by and between Red Clay Creative (“Red Clay Creative”) and the Client (“Client”).

By clicking “I agree,” the Client agrees to the terms and conditions of this Agreement.

RECITALS:

WHEREAS, Red Clay Creative is a web design agency that provides professional website hosting and maintenance services.

WHEREAS, the Client desires to engage Red Clay Creative to provide website hosting and maintenance services.

NOW, THEREFORE, in consideration of the mutual promises and agreements hereinafter set forth, and for other good and valuable consideration, the parties to this Agreement, intending to be legally bound, agree as follows:

  1. DEFINITIONS:
    • “Confidential Information” means all written, oral, or other information obtained in connection with this Agreement that is either designated as proprietary and/or confidential or that would, under the circumstances, appear to a reasonable person to be proprietary and/or confidential.
  2. SCOPE OF WORK & DESCRIPTION:
    • Hosting Plan: Red Clay Creative will provide the Client with a hosting plan as selected during the purchase process. The specific features of the chosen hosting plan may include, but are not limited to, monthly visitor allowances, dedicated memory, virtual CPUs (vCPUs), storage capacity, bandwidth, and Content Delivery Network (CDN) optimization. The details of the selected hosting plan, including the exact specifications, will be outlined in the Client’s purchase receipt and available within their account dashboard.
    • WordPress Maintenance: The Hosting & Maintenance Plan includes changing photos, updating text, and/or edits to CSS on the Client’s website. Custom development (i.e., PHP, themes, plugins, etc.) or building new pages is quoted separately. This Agreement does not include new pages, custom coding, and new layouts. Maximum hours per month are 3 hours per month, with no rollover hours for unused monthly hours. Should the Client desire additional services that go beyond the scope of this Agreement, Red Clay Creative and the Client shall enter into a new Agreement.
    • Uptime Monitoring: Red Clay Creative provides Uptime Monitoring as part of all hosting packages. This service includes automated software that continuously checks the status of the Client’s website to determine if it is up or down. During regular business hours, if any issues are detected, Red Clay Creative will promptly address and resolve them. While monitoring continues outside of normal business hours, immediate fixes are not guaranteed. Any issues detected during these hours will be addressed as soon as possible during the next business day.
    • Premium Uptime Monitoring: For clients requiring enhanced support, Premium Uptime Monitoring is available as an upgrade to the standard hosting package. This service extends the benefits of Uptime Monitoring by offering continuous, 24/7 monitoring of the Client’s website. If an issue arises at any time, day or night, Red Clay Creative will immediately take action to fix the problem. Additionally, detailed reports of all incidents and resolutions are maintained and can be provided to the Client upon request, ensuring complete transparency and peace of mind.
    • Free SSL Certificates: SSL Certificates will be automatically provided and installed via Let’s Encrypt for the Client’s website.
    • Nightly Backups: Red Clay Creative performs automated incremental backups of the Client’s website every night, ensuring that recent data is always available for nearly instant restoration if needed. These backups are stored securely and retained for a period of 30 days, after which they are automatically deleted.
    • IPv6: The Client’s website will utilize IPv6, the latest and fastest Internet technology, ensuring optimal performance and connectivity.
    • Choice of 18 Data Centers: The Client can choose from data centers located in the US, UK, Australia, Canada, Japan, Netherlands, Germany, India, and Singapore to optimize the website’s speed and performance.
    • Self-Healing Architecture: The hosting infrastructure is designed with a self-healing architecture that automatically monitors and, if necessary, restarts or rebuilds server resources to ensure uninterrupted service.
    • Static Server Cache (FastCGI): The hosting environment includes a static server cache using FastCGI, allowing the Client’s site to handle up to 10 times more parallel visitors efficiently.
    • Dedicated IP: The Client will be provided with a dedicated IP address to enhance security, improve SEO performance, and ensure reliability. This IP address will not be shared with other clients.
    • Web Application Firewall: A hosted Web Application Firewall (WAF) will be implemented to block malicious traffic before it reaches the Client’s site, providing an additional layer of security.
    • Optimized for WordPress: The hosting environment is optimized for WordPress, utilizing a powerful LEMP stack to ensure the best possible performance and reliability for WordPress-based websites.
    • Uptime Guarantee: Red Clay Creative strives to maintain 99.9% uptime for the Client’s website. While we make every effort to meet this standard, certain factors beyond our control (such as third-party outages, force majeure events, or client-induced issues) may impact this guarantee. In the event that the 99.9% uptime is not achieved due to reasons within our control, Red Clay Creative will review the situation and, if applicable, provide compensation for downtime. Compensation will be limited to a credit applied to the Client’s account for future services.
    • Object Cache: Object caching is enabled to improve the performance of the Client’s website, allowing it to handle increased traffic with ease.
    • SFTP / SSH: The Client can create SFTP/SSH accounts with varying permissions as needed for secure file transfers and server access.
  3. SERVICE LEVEL AGREEMENT (SLA):
    • Uptime Guarantee: Red Clay Creative strives to maintain 99.9% uptime for the Client’s website. If uptime falls below this threshold due to factors within our control, the Client may be eligible for a service credit. The credit amount will be calculated based on the monthly hosting fee and will be applied to the Client’s account for future services. This guarantee does not apply to downtime caused by factors outside of Red Clay Creative’s control, including but not limited to third-party outages, force majeure events, or client-induced issues.
    • Support Response Time: Red Clay Creative will respond to support requests based on the severity of the issue:
      1. Critical Issues: For issues that significantly impact the functionality or availability of the Client’s website (e.g., site outages, security breaches), Red Clay Creative will acknowledge and begin addressing the issue within 1 hour of receiving the support request. This applies during normal business hours. Outside of business hours, response times may vary unless the Client has subscribed to Premium Uptime Monitoring.
      2. Non-Critical Issues: For issues that do not immediately impact the website’s functionality (e.g., minor bugs, routine inquiries), Red Clay Creative will acknowledge and begin addressing the issue within 24 hours of receiving the support request during business hours. Response times may extend beyond 24 hours for requests received outside of business hours or during holidays.
  4. BACKUP AND DATA RECOVERY:
    • Backup Frequency: Red Clay Creative will perform automated daily backups of the Client’s website, capturing all essential data to ensure the site can be restored in the event of a failure or data loss. These backups are securely stored and retained for a period of 30 days, after which they are automatically deleted.
    • Data Recovery Procedures: In the event of data loss or site failure, the Client must notify Red Clay Creative as soon as possible. Upon receiving the notification, Red Clay Creative will restore the website to the last available backup. Restoration will be initiated within 24 hours of receiving the notification during regular business hours. Please note that restoration times may vary depending on the complexity of the issue and the size of the website.
  5. SECURITY MEASURES:
    • Security Practices: Red Clay Creative will implement and maintain robust security measures to protect the Client’s website. These measures include but are not limited to firewalls, SSL certificates, malware scanning, and regular security audits. These practices are designed to prevent unauthorized access, data breaches, and other security threats.
    • Malware Response: In the event that malware or other malicious activity is detected on the Client’s website, Red Clay Creative will initiate remediation efforts within 24 hours of detection. Our team will work diligently to resolve the issue, but please note that in cases of particularly complex or severe incidents, resolution may require additional time. Red Clay Creative will communicate with the Client about the status of the issue and the expected time for full resolution as necessary.
  6. PERFORMANCE MONITORING:
    • Monitoring Tools: Red Clay Creative utilizes advanced monitoring tools to track various aspects of the Client’s website performance, including uptime, analytics, and security (e.g., malware detection). These tools help ensure that the website is functioning optimally and securely. Performance data will be reviewed regularly, and a report will be shared with the Client on a monthly basis. This report will include insights on uptime, traffic analytics, security status, and any other relevant metrics to provide a clear overview of the website’s performance.
  7. TERM AND TERMINATION: This Agreement will commence on the Effective Date and shall remain in effect under the following conditions:
    • Hosting Services: The Client is obligated to pay for the entire period during which their website is hosted by Red Clay Creative. If a payment fails or is not received, the Client remains liable for the outstanding amount owed for the hosting services provided during that period. Hosting services will continue until terminated by either party with at least thirty (30) days’ written notice prior to the Client’s next payment or renewal date.
    • Non-Hosting Services: For services that do not include website hosting (e.g., Website Maintenance), this Agreement shall remain in effect as long as the Client continues to pay for the services. These services will continue until the Client provides at least thirty (30) days’ written notice of termination prior to the next payment or renewal date.
    • Annual Payments: Clients who opt for annual payments will be given a five (5) business day grace period following the renewal date to cancel their subscription. If the Client cancels within this grace period, they will receive a full refund for the annual payment. After the grace period, all payments are non-refundable.
    • Termination Notice: Either party may terminate this Agreement by providing written notice of termination at least thirty (30) days prior to the Client’s next payment or renewal date. Upon termination, Red Clay Creative will cease providing services at the end of the current service period for which payment has been received.
    • Final Obligations: Upon termination, no prorated refunds will be issued for any services rendered prior to the termination date. All services and associated work performed by Red Clay Creative up to the effective termination date will be considered fully compensated by the payment received for that service period.
    • Confidential Information: Within ten (10) days after the termination or expiration of this Agreement, each party shall return to the other all Proprietary and/or Confidential Information of the other party (and any copies thereof) in their possession, or, with the approval of the other party, destroy all such Proprietary or Confidential Information.
  8. THIRD-PARTY VENDORS, SUBCONTRACTORS & SUPPLIERS: The Client acknowledges and agrees that Red Clay Creative utilizes a third-party service to host the Client’s website. This third-party hosting provider may, in turn, engage additional vendors to manage various aspects of the hosting infrastructure, including server management, network operations, and security. Red Clay Creative will oversee the relationship with the third-party hosting provider and any related vendors to ensure the delivery of reliable and high-quality hosting and maintenance services to the Client.
  9. THIRD-PARTY LICENSES: Red Clay Creative may license materials from third parties for inclusion in the services provided to the Client. Ownership of such licensed materials remains with the original licensor. The Client agrees to abide by the terms of these third-party licenses and understands that they do not obtain proprietary rights in these materials beyond the terms and conditions specified in the applicable license. Red Clay Creative will inform the Client of any such limitations.
  10. EXPENSES: The Client agrees to reimburse Red Clay Creative for any direct costs incurred in the course of providing services, including but not limited to, plugin licenses, theme licenses, or other necessary third-party software or services required for the Client’s website. Red Clay Creative will obtain the Client’s prior approval before incurring any cost exceeding $50.00. All approved costs will be billed to the Client at the actual cost incurred, without any additional markup. The Client agrees to pay these expenses within five (5) days of receipt of the invoice from Red Clay Creative.
  11. THIRD-PARTY DISCLAIMER: Red Clay Creative makes no warranty of any kind, whether express or implied, with regard to any third-party products, third-party content, or any software, equipment, or hardware obtained from third parties.
  12. CONFIDENTIALITY: The parties agree to hold each other’s Proprietary or Confidential Information in strict confidence. The parties agree not to make each other’s Proprietary or Confidential Information available in any form to any third party or to use each other’s Proprietary or Confidential Information for any purpose other than as specified in this Agreement. Each Party’s Proprietary or Confidential Information shall remain the sole and exclusive property of that party. The Client and Red Clay Creative will not hire or engage each other’s employees, subcontractors, or agents. Notwithstanding termination or expiration of this Agreement, Red Clay Creative and the Client acknowledge and agree that their obligations of confidentiality with respect to Proprietary or Confidential Information shall continue in effect for a total period of three (3) years from the Termination Date.
  13. INDEPENDENT CONTRACTOR: It is understood that Red Clay Creative’s status under this Agreement is that of an independent contractor and that all persons engaged by Red Clay Creative in performing its obligations shall not be deemed employees of the Client.
  14. Red Clay Creative WARRANTIES: Red Clay Creative represents and warrants that it has the full legal right and authority to enter into this Agreement and to perform its obligations hereunder. Red Clay Creative further warrants that it will comply with all applicable Federal, State, and Local Laws, ordinances, and regulations in the performance of its services under this Agreement, to the extent that such compliance can be reasonably expected based on the nature of the services provided.
  15. MATERIAL INDEMNIFICATION: Red Clay Creative agrees to indemnify, defend, and hold harmless the Client and its officers, employees, agents, and licensees from and against any and all claims, actions, damages, liabilities, and expenses arising out of or in connection with the breach of any obligation, warranty, or representation made by Red Clay Creative under this Agreement. The Client agrees to indemnify, defend, and hold harmless Red Clay Creative and its officers, employees, agents, and licensees from and against any and all claims, actions, damages, liabilities, and expenses arising out of or in connection with the breach of any obligation, warranty, or representation made by the Client under this Agreement.
  16. TAX LIABILITY: The Client shall be responsible for any sales tax, use tax, or other taxes that may be applicable to the web hosting and maintenance services provided by Red Clay Creative, except for taxes related to Red Clay Creative’s purchase of materials or supplies. The Client agrees to pay, defend, and hold harmless Red Clay Creative from any liability for such taxes, should they arise.
  17. INTELLECTUAL PROPERTY: Each party is responsible for ensuring that any intellectual property (IP) they supply for use in connection with the web hosting and maintenance services is authorized and does not infringe on any third-party rights. The Client specifically agrees that they are solely responsible for any IP they provide, such as images, text, or other materials, and that they have the necessary rights or licenses for such IP.

    If any intellectual property supplied by the Client leads to an infringement claim, the Client shall indemnify, defend, and hold Red Clay Creative harmless from any and all claims, demands, and actions, including defense costs and attorney’s fees, arising from the unauthorized use of such intellectual property. Red Clay Creative similarly agrees to indemnify, defend, and hold the Client harmless for any claims arising from unauthorized IP it provides.
  18. FORCE MAJEURE: Neither party will be held liable or responsible to the other party or be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement when such failure or delay is caused by or results from causes beyond the reasonable control of the affected party, including, without being limited to, fires, strikes, floods, adverse weather, acts of war, terrorism, riot, or public disorder, acts of God, lawful acts of public authorities, electronic failures, communication failures, and internet service disruptions.
  19. DISPUTES: In the event that any legal action is brought by a party arising under this Agreement, Red Clay Creative will be entitled to collect all costs in connection and expenses, including reasonable attorneys’ fees and expert witness fees, collection fees incurred in enforcing or attempting to enforce any of the terms, covenants, or conditions of this Agreement, including costs incurred prior to commencement of legal action and all costs and expenses, including reasonable attorneys’ fees, incurred in any appeal from any action brought to enforce any of said terms, covenants, or conditions. This provision will be incorporated, but not merged, into any judgment to collect post-judgment legal fees.
  20. GOVERNING LAW: JURISDICTION; VENUE; WAIVER OF JURY TRIAL: This Agreement will be governed by the laws of the Commonwealth of Virginia, including its statutes of limitations, but without regard to its rules governing conflict of laws. All claims, disputes, and other matters arising in connection with this Agreement will be brought in the state or federal courts sitting in and for Fairfax County, Virginia. These courts will have exclusive jurisdiction and will be the exclusive venue for all such claims, disputes, and other matters between the parties. The Client hereby waives the right to trial by jury.
  21. NOTICES: All notices, requests, demands, directions, and other communications required or permitted under this Agreement will be in writing and will be delivered by one of the following methods: (i) via email to the designated email addresses provided by the parties; (ii) United States Mail – Certified with Return Receipt; or (iii) by next-day business courier (such as Federal Express). Notices will be deemed received on the date of delivery, as confirmed by the delivery receipt or email timestamp.

    The Client agrees to provide their current mailing address and email address during the subscription process or within a reasonable time after signing this Agreement. It is the Client’s responsibility to ensure that Red Clay Creative has up-to-date contact information for any formal communications.


    To Red Clay Creative: 1765 Greensboro Station Place, 9th Floor, McLean, VA 22102
    Email: info@apache


    To Client:
    Client’s provided mailing address
    Client’s provided email address
  1. SEVERABILITY: If any part of this Agreement is deemed unenforceable by a court of competent jurisdiction, the remainder of this Agreement will continue to be valid and enforceable. This Agreement may not be transferred unless agreed upon in writing by Red Clay Creative and Client.
  2. SURVIVAL: The representations, warranties, covenants, and indemnifications of the parties contained in this Agreement and in all other documents delivered in connection with this Agreement will survive the completion of the obligations of the Parties set forth in this Agreement.
  3. BINDING EFFECT: This Agreement will be binding on, and will inure to the benefit of, the parties and their respective heirs, personal representatives, successors, and assigns, as the case may be.
  4. ENTIRE AGREEMENT: This Agreement constitutes the entire Agreement of the parties and supersedes any and all prior written or oral understandings or agreements and any and all contemporaneous oral understandings or agreements with respect to the subject matter of this Agreement.
  5. PAYMENT TO RED CLAY CREATIVE: The Client shall tender payments to Red Clay Creative for Website Hosting & Maintenance services on a recurring basis, with the payment date and corresponding renewal date being the same each period (e.g., 5/12, 6/12, 7/12). Payments can be made monthly, quarterly, or annually, as selected by the Client during the subscription process.

    All payments will be processed automatically through Red Clay Creative’s website, using the payment method provided by the Client (e.g., credit card, debit card, etc.). There is no additional fee for using a credit card. Receipts will be sent, but no invoices will be sent before payment is due, as all billing is managed through the Red Clay Creative’s website.

    The Client authorizes Red Clay Creative to charge the payment method on file for all amounts due under this Agreement. Payments not successfully processed on the due date may result in a late charge equal to one and one-half percent (1.5%) per month of the overdue amount. Red Clay Creative reserves the right to suspend all services on seven (7) days written notice if payment is not received in full within the specified period.

By purchasing any product or service on this website, the Client acknowledges that they have read, understood, and agree to be bound by all the terms and conditions of this Agreement.