Last updated on: 8/19/2024
By accepting our website design services (“Website Services”), website hosting (“Hosting Services”), technical support services (“Support Services”), or any other services (each a “Service” or collectively, the “Services”) provided by Prosper WebDesigns (“Prosper(s)”), you agree to be bound by the following terms and conditions (“Terms of Service”). Any new features or tools added to the current Services will also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time at here. Prosper reserves the right to update and change the Terms of Service by posting updates and changes to our website. You are advised to check the Terms of Service from time to time for any updates or changes that may affect you.
You must read, agree with, and accept all of the terms and conditions contained in this Terms of Service agreement before you may become a client or customer of Prosper WebDesigns (“Client(s)”).
Please read the “Terms of Service” for the complete picture of your legal requirements. By using Prosper WebDesigns or any Services, you agree to these terms. Be sure to occasionally check back for updates.
1. Account Terms
1.1 You must be 18 years or older or at least the age of majority in the jurisdiction where you reside or from which you use a Service.
1.2 To access and use the Services, you must maintain an account (“Account”) by providing your full legal name, current address, phone number, a valid email address, and any other required information.
1.3 You acknowledge that Prosper will use the email address you provide as the primary method of communication.
1.4 You are responsible for keeping your password secure. Prosper cannot and will not be liable for any loss or damage from your failure to maintain the security of your Account.
1.5 You are responsible for all activity and content (including but not limited to photos, images, videos, graphics, written content, audio files, code, information, or data) uploaded, collected, generated, stored, displayed, distributed, transmitted, or exhibited in connection with your Account (“Materials”).
1.6 The specific Services, schedule, and pricing will be confirmed between the parties in a written scope of work before Services begin.
1.7 A breach or violation of any term in the Terms of Service, as determined at the sole discretion of Prosper, may result in an immediate termination of your Services.
2. Account Activation & Ownership
2.1 The person signing up for the Service will be the contracting party (“Account Owner”) for the purposes of our Terms of Service and will be the person authorized to use the corresponding Account in connection with the Service. If you are signing up for the Service on behalf of your employer or a business entity, your employer or the business entity shall be the Account Owner. You represent and warrant that you have the authority to bind the Account Owner to our Terms of Service.
2.2 Upon purchasing a domain name through Prosper, domain registration and fees will be preset to automatically renew each year, or monthly if on monthly terms, as long as your Account remains active. It is your responsibility to contact Prosper to deactivate the auto-renewal function should you choose to do so.
2.3 Upon purchasing Hosting Services through Prosper, web hosting and fees will be preset to automatically renew each year, or monthly if on monthly terms, as long as your Account remains active. It is your responsibility to contact Prosper to deactivate the auto-renewal function should you choose to do so.
3. General Conditions
3.1 Support Services are only provided to paying Account Owners and are only available via email, phone calls, or in-person meetings via applicable office and/or account manager.
3.2 Prosper will not alter the agreed-upon scope of work without prior written approval from the Client. All changes to the scope of work will be approved and billed to the Client in an appropriate and expedient manner and subject to the Standard Fee Payment Schedule as outlined below.
3.3 Prosper will work diligently to adhere to project schedules outlined in proposals. The Client understands that they are responsible for providing timely feedback, and schedules can be extended due to delays in feedback or content provision. Prosper is not liable for any schedule issues or delays that arise during project work and Services.
3.4 Hosting Services commence at project onset and scope of work approval and are subject to the Standard Fee Payment Schedule as outlined below.
3.5 The Client agrees to the revision process outlined in their scope of work and their allocated revision hours. The launch of the Client’s website to a live domain or Final Payment, whichever comes first, is considered final acceptance of the website. Any revisions and/or Services after such acceptance will be billed at Prosper’s standard hourly rates.
3.6 The Client acknowledges that they are responsible for performing the following in a reasonable and timely manner: (a) providing content in a form suitable for development to Prosper; and (b) proofreading all content and text provided.
3.7 All Support Services that exceed a total of 1 hour within a 30-day period are subject to our standard hourly rates.
3.8 Prosper does not guarantee any results regarding Search Engine Optimization (SEO) Services. The Client agrees to, understands, and will not hold Prosper liable for any performance in the rankings, whether positive or negative.
3.9 The Terms of Service shall be governed by and interpreted in accordance with the laws of the Florida and the laws of the United States applicable therein, without regard to principles of conflicts of laws. The parties irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of Hillsborough County, FL, with respect to any dispute or claim arising out of or in connection with the Terms of Service.
3.10 You acknowledge and agree that Prosper may amend these Terms of Service at any time by posting the relevant amended and restated Terms of Service on Prosper’s website, available at [Website Link], and such amendments to the Terms of Service are effective as of the date of posting. Your continued use of the Services after the amended Terms of Service are posted to Prosper’s website constitutes your agreement to, and acceptance of, the amended Terms of Service. If you do not agree to any changes to the Terms of Service, do not continue to use the Service.
3.11 You may not use any Service or your website for any illegal or unauthorized purpose, nor may you, in the use of a Service, violate any laws in your jurisdiction (including but not limited to copyright laws), the laws applicable to you in your customer’s jurisdiction, or the laws of the [Your State] and the United States. You will comply with all applicable laws, rules, and regulations in your use of the Services.
3.12 You agree not to reproduce, duplicate, copy, sell, resell, or exploit any portion of the Services, use of the Services, or access to the Services without the express written permission of Prosper.
3.13 You shall not purchase search engine or other pay-per-click keywords (such as Google AdWords) or domain names that use Prosper trademarks and/or variations and misspellings thereof.
3.14 You understand that your Materials may be transferred unencrypted and involve (a) transmissions over various networks, and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
3.15 Prosper recommends, in conjunction with Google Compliance and best practices, the use of SSL Certificates. Prosper is not responsible for the Client’s refusal of service and installation of an SSL Certificate for security, SEO Rankings, or other impacts that may occur.
3.16 Questions about the Terms of Service should be sent to info@prosperwebdesigns.com.
4. Prosper Rights
4.1 Prosper reserves the right to modify or terminate the Services for any reason, without notice, at any time.
4.2 Subject to applicable law, Prosper reserves the right to decline providing Services to any actual or potential Client for any or no reason in Prosper’s sole discretion. Prosper reserves the right to refuse to create content that Prosper finds, in its sole discretion, to be offensive, dangerous, immoral, or otherwise in conflict with the values of Prosper.
4.3 We may, but have no obligation to, remove Materials and suspend or terminate Accounts if we determine, in our sole discretion, that the Materials uploaded or posted to a website violate our Terms of Service.
4.4 Verbal or written abuse of any kind (including threats of abuse or retribution) of any Prosper employee, member, or officer may result in immediate Account termination.
4.5 Prosper does not pre-screen Materials, and it is in our sole discretion to refuse or remove any Materials from the Service.
4.6 We reserve the right to provide our Services to your competitors and make no promise of exclusivity in any particular market segment. You further acknowledge and agree that Prosper employees and contractors may also be Prosper Clients and that they may compete with you, although they may not use your confidential information in doing so.
4.7 In the event of a dispute regarding Account ownership, we reserve the right to request documentation to determine or confirm Account ownership. Documentation may include, but is not limited to, a scanned copy of your business license, EIN#, government-issued photo ID, the last four digits of the credit card on file, etc.
4.8) Prosper retains the right to determine, in our sole judgment, rightful Account ownership and transfer an Account to the rightful owner. If we are unable to reasonably determine the rightful Account owner, Prosper reserves the right to temporarily disable an Account until a resolution has been determined between the disputing parties.
5. Limitation of Liability
5.1) You expressly understand and agree that Prosper shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses resulting from the use of or inability to use the Services.
5.2) In no event shall Prosper or our suppliers be liable for lost profits or any special, incidental, or consequential damages arising out of or in connection with your website or other Services or these Terms of Service (however arising including negligence). You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, Prosper partners, members, managers, officers, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Service or the documents it incorporates by reference, or your violation of any law or the rights of a third party.
5.3) Your use of the Service is at your sole risk. The Services are provided on an “as is” and “as available” basis without any representation, warranty, or condition, express, implied, or statutory.
5.4) Prosper does not warrant that the Service will be uninterrupted, timely, secure, or error-free.
5.5) Prosper does not warrant that the results that may be obtained from the use of the Services will be accurate or reliable.
5.6) Prosper does not warrant that the quality of any products, services, information, or other materials purchased or obtained by you through the Services will meet your expectations, or that any errors in the Service will be corrected.
6. Waiver and Complete Agreement
6.1) The failure of Prosper to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service and the documents it incorporates by reference constitute the entire agreement between you and Prosper and govern your use of the Services, superseding any prior agreements between you and Prosper (including, but not limited to, any prior versions of the Terms of Service).
7. Intellectual Property and Client Content
7.1) You can remove your Prosper website or Hosting Service at any time by emailing info@prosperwebdesigns.com and requesting the deletion of your Account.
7.2) By uploading Materials, you agree: (a) to allow other internet users to view the Materials you post publicly to your website; (b) to allow Prosper to store, and in the case of Materials you post publicly, display your Materials; and (c) that Prosper can, at any time, review all the Materials submitted to its Service, although Prosper is not obligated to do so.
7.3) You retain ownership over all Materials that you upload to a Prosper website and web hosting; however, by making your website public, you agree to allow others to view Materials that you post publicly to your website. You are responsible for compliance with any applicable laws or regulations regarding the Materials.
7.4) We will not disclose your confidential information to third parties, except as required in the course of providing our services or as required by a court or other governmental authority. Confidential information includes any Materials or information provided by you to us, except for information that: (a) was in the public domain at the time we received it; (b) comes into the public domain after we received it through no fault of ours; (c) we received from someone other than you without breach of our or their confidentiality obligations; or (d) we are required by law to disclose.
8. Payment of Fees
8.1) As a Client of Prosper, you agree to pay the fees applicable to your project and ongoing Services and any other applicable fees, including but not limited to fees relating to the design, development, and maintenance of your website, including any/all required third-party license fees (“License Fees”) to keep the website in good working order (collectively, the “Fees”). You also agree to specific payment terms outlined in specific scopes of work outlined by Prosper management.
8.2) You must keep a valid credit card on file with us to pay for all incurred and recurring Fees. Prosper will charge applicable Fees to the credit card account that you authorize (“Authorized Card”), and Prosper will continue to charge the Authorized Card (or any replacement card) for applicable Fees until the Services are terminated, and any and all outstanding Fees have been paid in full. Unless otherwise indicated, all Fees and other charges are in U.S. dollars, and all payments shall be in U.S. currency.
8.3) Hosting Service Fees, License Fees, and any recurring subscription fees are paid in advance and will be billed in regular intervals monthly or yearly intervals (each such date, a “Billing Date”). Other Fees will be charged in accordance with the scope of work, or otherwise from time to time at Prospers’ discretion. Prosper has the right to adjust these Fees based on increases to the cost of Services. You will be charged on each Billing Date for all outstanding Fees that have not previously been charged. Fees will appear on an invoice, which will be sent to the Account Owner via the email provided.
8.4) As a Client of Prosper, you agree to Prospers’ strict no-refund policy. At no time is Prosper liable to refund Fees for any service.
8.5) In the event that you fail to pay the Fees applicable to the Service, your project, or any ongoing services or any other application fees within the payment period specified by any invoice which you receive from Prosper , a finance charge will be assessed on all past due amounts of 10% total invoice price.
8.6) You agree to pay all costs and expenses Prosper incurs to collect any amounts due in connection with the Service, your project, or any ongoing services. This includes, subject to any limits under applicable law, Prospers’ reasonable attorneys’ fees and Prospers’ legal expenses whether or not there is a lawsuit, including reasonable attorneys’ fees and expenses for bankruptcy proceedings and appeals. If not otherwise prohibited by applicable law, you shall pay any court costs, in addition to all other sums provided by law.
9. Cancellation and Termination
9.1) You may cancel your Account at any time by emailing info@prosperwebdesigns.com and then following the specific instructions indicated to you in Prospers’ response.
9.2) Upon termination of the Services by either party for any reason:
- 9.2.1) Prosper will cease providing you with the Services and you will no longer be able to access your Account;
- 9.2.2) Unless otherwise provided in the Terms of Service, you will not be entitled to any refunds of any Fees, pro-rata or otherwise;
- 9.2.3) Any outstanding balance owed to Prosper for your use of the Services through the effective date of such termination will immediately become due and payable in full; and
- 9.2.4) Your website and/or web hosting will be taken offline.
9.3) If you purchased a domain name or website hosting through Prosper, upon cancellation, your domain will no longer be automatically renewed. Following cancellation, it will be your sole responsibility to handle all matters related to your domain with the domain provider and your website hosting with a website hosting provider.
9.4) If at the date of termination of the Service, there are any outstanding Fees owing by you, you will receive one final invoice via email. Once that invoice has been paid in full, you will not be charged again.
9.5) We reserve the right to modify or terminate the Prosper Service or your Account for any reason, without notice at any time.
9.6) Fraud: Without limiting any other remedies, Prosper may suspend or terminate your Account if we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the Site.
10. Modifications to the Service and Prices
10.1) Prices for using the Services are subject to change as determined by Prosper. Notice of such changes may be provided at any time by posting the changes to the Prosper Site (prosperwebdesigns.com) or the Prosper Terms of Service, or by providing direct notice to you.
10.2) Prosper reserves the right at any time, and from time to time, to modify or discontinue, the Service (or any part thereof) with or without notice.
10.3) Prosper shall not be liable to you or to any third party for any modification, price change, suspension, or discontinuance of the Service.
11. Third-Party Services
11.1) In addition to these Terms of Service, you also agree to be bound by the additional service-specific terms applicable to services you purchase from, or that are provided by, third-party partners or service providers to Prosper.
11.2) Prosper may, from time to time, recommend, provide you with access to, or enable third-party software, applications, products, services, or website links (collectively, “Third-Party Services”) for your consideration or use, including via the Prosper dashboard. Such Third-Party Services are made available only as a convenience, and your purchase, access, or use of any such Third-Party Services is solely between you and the applicable third-party services provider (“Third-Party Provider”).
11.3) Any use by you of Third-Party Services offered through Prosper is entirely at your own risk and discretion, and it is your responsibility to read the terms and conditions and/or privacy policies applicable to such Third-Party Services before using them. In some instances, Prosper may receive a revenue share from Third-Party Providers that Prosper recommends to you or that you engage through your use of the Services.
11.4) We do not provide any warranties with respect to Third-Party Services. You acknowledge that Prosper has no control over Third-Party Services and shall not be responsible or liable to you or anyone else for such Third-Party Services. The availability of Third-Party Services on Prosper, or the integration or enabling of such Third-Party Services with the Services does not constitute or imply an endorsement, authorization, sponsorship, or affiliation by or with Prosper. Prosper strongly recommends that you seek specialist advice before using or relying on Third-Party Services to ensure they will meet your needs.
11.5) If you install or enable a Third-Party Service for use with the Services, you grant us permission to allow the applicable Third-Party Provider to access your data and take any other actions as required for the interoperation of the Third-Party Service with the Services, and any exchange of data or other interaction between you and the Third-Party Provider is solely between you and such Third-Party Provider. Prosper is not responsible for any disclosure, modification, or deletion of your data or any other Content, or for any corresponding losses or damages you may suffer as a result of access by a Third-Party Service or a Third-Party Provider.
11.6) Under no circumstances shall Prosper be liable for any direct, indirect, incidental, special, consequential, punitive, extraordinary, exemplary, or other damages whatsoever, that result from any Third-Party Services or your contractual relationship with any Third-Party Provider. These limitations shall apply even if Prosper has been advised of the possibility of such damages. The foregoing limitations shall apply to the fullest extent permitted by applicable law.
11.7) You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, Prosper partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, arising out of your use of a Third-Party Service or your relationship with a Third-Party Provider.
12. Privacy & Data Protection
12.1) Prosper is firmly committed to protecting the privacy of your personal information and that of your customers. By using the Service, you acknowledge and agree that Prospers’ collection, usage, and disclosure of this personal information is governed by our Privacy Policy.
12.2) You are responsible for protecting the privacy and legal rights of your customers. You must post a privacy policy on your website that complies with the laws applicable to your business and its location. The privacy policy must provide notice to your customers of how their data will be used, collected, and shared.
12.3) If you collect any sensitive personal information from your customers (including, but not limited to, credit card information, social security numbers, health or financial information, etc.), you must do so securely and in accordance with applicable legal requirements for protecting your customers’ privacy.
12.4) You are responsible for any Content you post on your website and for ensuring that it does not violate any applicable laws or third-party rights (including intellectual property rights). Prosper is not responsible for any loss or damage arising from your failure to comply with these requirements.
13. General Conditions
13.1) Prosper reserves the right to modify or terminate the Service for any reason, without notice, at any time.
13.2) Prosper reserves the right to refuse service to anyone for any reason at any time.
13.3) In the event of a dispute regarding account ownership, Prosper reserves the right to request documentation to determine or confirm account ownership. Documentation may include, but is not limited to, a scanned copy of your business license, government-issued photo ID, the last four digits of the credit card on file, etc.
13.4) Prosper retains the right to determine, at its sole discretion, rightful account ownership and transfer an account to the rightful owner. If Prosper is unable to reasonably determine the rightful account owner, Prosper reserves the right to temporarily disable an account until resolution has been determined between the disputing parties.
13.5) Any information or material shared by you with Prosper may be used in developing, improving, and marketing the Service. By submitting any ideas, comments, or suggestions, you agree that Prosper may use them without any obligation to you.
13.6) You agree that your use of the Service is at your sole risk. The Service is provided on an “as is” and “as available” basis without any warranty or condition, express, implied, or statutory.
13.7) Prosper does not warrant that the Service will be uninterrupted, timely, secure, or error-free.
13.8) Prosper does not warrant that the results that may be obtained from the use of the Service will be accurate or reliable.
13.9) You understand that Prosper uses third-party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service.
13.10) Prosper shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data, or other intangible losses resulting from the use of or inability to use the Service.
13.11) You agree to indemnify and hold harmless Prosper and its affiliates, partners, officers, directors, agents, and employees from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Service or your violation of any law or the rights of a third party.
13.12) The failure of Prosper to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
13.13) These Terms of Service, including any policies or operating rules posted by Prosper on the Service, constitute the entire agreement and understanding between you and Prosper and govern your use of the Service, superseding any prior agreements between you and Prosper (including, but not limited to, any prior versions of the Terms of Service).
13.14) Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
13.15) These Terms of Service and any separate agreements whereby we provide you services shall be governed by and construed in accordance with the laws of the jurisdiction in which Prosper operates, without regard to its conflict of law provisions.
13.16) If any provision of these Terms of Service is held to be invalid, illegal, or unenforceable, the remaining provisions of these Terms of Service shall remain in full force and effect.
13.17) These Terms of Service will be binding upon and inure to the benefit of the parties, their successors, and permitted assigns.
14. Contact Information
14.1) Questions about the Terms of Service should be sent to Prosper via our contact page or by emailing info@prosperwebdesigns.com.