Build the engine right the first time.

The selected tier and signed additions define the work. Independent items may be removed and repriced by written revision. Interdependent CRM, funnel, calendar, reporting, and automation components may require a redesigned scope. Extra pages, campaigns, integrations, migrations, workflows, special user configurations, or material revisions require an approved change order before work begins.

Invoices follow the four defined milestones. A milestone invoice is earned when its stated work is materially complete and presented. Specific defects within scope will be corrected. If remaining work is stopped, earned amounts, approved additions, and noncancelable vendor commitments remain due. Paid client-specific milestone deliverables are handed over after all applicable amounts are paid.

Legacy Path Planning owns its contacts, records, client information, uploaded content, and other proprietary business data. By Design owns the master GHL agency account plus its reusable workflows, code, templates, architecture, methods, and tools. The client receives use of the delivered configuration for its own business. A self-managed transfer is available, subject to platform capability, a client-paid receiving account, and the handoff terms.

Managed monitoring is periodic, not continuous. Emergency and after-hours help is not included and may be unavailable. GHL, CallTools, carriers, Meta, hosting providers, and other vendors control their own pricing, approvals, uptime, and resolution times. Their subscriptions and usage charges are separate unless the agreement expressly states otherwise.

The selected package price is reduced by $2,000 because By Design will not provide website strategy, design, writing structure, development, mobile optimization, accessibility work, hosting setup, or publication. By Design retains $500 of the website allocation for CRM forms, calendar links, tracking and consent requirements, connection instructions, and one integration-testing round. The client's website provider is responsible for correct installation and website performance. Website delays or errors do not delay acceptance of completed CRM work. The client may later request a By Design website through a new written quote and schedule. Troubleshooting, repairing, rebuilding, or integrating incomplete or incorrectly built outside work is not included and is billed at $175 per hour or separately quoted. Depending on the condition of the outside work, correcting it may cost more than building the website correctly from the beginning.

By Design implements approved systems but does not provide legal advice. The client controls lead sources, consent, scripts, states served, insurance representations, employee monitoring, and calling decisions. Regulated language and outreach must be approved by the client's qualified legal, carrier, or compliance reviewer before use.

Neither party is liable for indirect or consequential damages to the fullest extent allowed by law. Aggregate liability is capped at the fixed implementation fee actually paid for the selected tier, except where a limitation is prohibited. The parties will first seek direct resolution, then nonbinding mediation in Ohio before suit, subject to the exceptions in the full terms.

Payments follow the four milestones shown in this proposal: forty percent, thirty percent, twenty percent, and ten percent. An invoice is earned when its stated milestone is reached and presented, even if the client delays review or elects not to use the completed work. Vendor charges, usage, advertising, postage, and approved additions are separate. Work begins after the agreement, first payment, and required access are received.

If remaining work stops because of material breach, prolonged client delay, nonpayment, impossibility, or a written agreement between the parties, payments already earned or paid are nonrefundable, and the client must pay any reached milestone, approved change order, and noncancelable third-party commitment. After those amounts are paid, the client receives the completed client-specific deliverables associated with fully paid milestones. Drafts, partially completed work, credentials, and unlicensed work tied to unpaid milestones are not delivered. This section does not create a right to casually cancel completed or reserved work.

Only the items expressly listed in the selected tier and signed additions are included. New pages, brands, businesses, portals, integrations, campaigns, migrations, workflows, users requiring special configuration, or material revisions require a written change order. By Design will state the additional price and schedule before beginning extra work. Silence, informal discussion, or a software feature being available does not add it to scope.

The brand includes two initial directions and two revision rounds. Website design includes two consolidated revision rounds. System workflows include one consolidated review round before testing. A round means one organized set of feedback. Reversing an approved direction, piecemeal feedback, or new requests may require a change order. An approval may be given by email or the project dashboard. A milestone is deemed accepted when approved in writing, used in business, published at the client’s direction, or not rejected with a specific written list of scope-based defects within five business days after presentation.

The client will provide accurate business information, ownership and domain access, credentials, brand decisions, approved scripts, data, policy details, licensing information, states served, and consolidated feedback. The client is responsible for the legality and accuracy of insurance claims, disclosures, outreach lists, consent records, and communications. By Design may pause affected work when required information or approval is unavailable.

By Design provides operational implementation, not legal advice. Before public use, the client must have qualified counsel, its insurance carrier, or its compliance professional approve the business name, producer licensing presentation, privacy language, insurance statements, advertising, call-recording disclosures, employee monitoring, telemarketing practices, AI calling, consent standards, calling hours, and every state in which outreach or insurance activity occurs. Features may be withheld from completion until approval is documented.

The client controls who is contacted, the origin and permitted use of every lead, the scripts used, and the states in which communications occur. Before importing or contacting a lead, the client must possess and retain adequate proof of consent, source, date, disclosure language, seller identity, and any applicable established-business-relationship basis. Where applicable, Do Not Call data must be refreshed at least every thirty-one days, consent revocations must be honored promptly, and telemarketing records must be retained for at least five years or longer when another law, carrier, or contract requires it. The client must comply with calling-time rules, abandonment limits, caller-identification rules, truthful email-header requirements, unsubscribe rules, and carrier messaging registration. AI-generated or prerecorded sales voices and automated marketing texts will not be enabled without written legal approval and documented legally sufficient consent.

California generally requires consent of all parties for covered confidential or cellular communications. The client must approve a recording disclosure and obtain any required caller and employee or contractor acknowledgments before recording, silent monitoring, whispering, or barging is used. The client is responsible for employment policies, notices, and labor-law obligations concerning agent monitoring. By Design may disable monitoring features when required approvals are missing.

The client is responsible for confirming its legal entity and approved business name, maintaining all producer and business-entity licenses, appointments, and carrier approvals, and supplying every required license number and disclosure. California insurance license numbers may be required on marketing materials and emails involving licensed activity. No website, script, automation, advertisement, illustration, comparison, testimonial, or policy statement may be published until the client or its authorized compliance reviewer approves it.

The client must supply and approve a conspicuous privacy policy and any required financial-information notices. Public forms will be limited to information reasonably needed for lead intake. Social Security numbers, payment-card data, medical records, detailed health history, and other highly sensitive underwriting information are excluded from ordinary website forms and CRM workflows unless separately scoped, legally approved, and supported by an appropriate secure system. The client is responsible for access reviews, user removal, data-retention decisions, and breach-response obligations.

By Design will apply reasonable accessibility practices and review the delivered public website against relevant WCAG 2.1 AA criteria within the agreed scope. Accessibility is an ongoing operational responsibility affected by future content, integrations, third-party widgets, and client edits. By Design does not warrant legal compliance with every disability-access law or guarantee that third-party services are accessible. Remediation caused by later changes or third-party tools is outside the fixed scope.

GHL, CallTools, Meta, carriers, registrars, hosting providers, AI providers, email services, payment providers, and other vendors are independent third parties. Legacy Path Planning is solely responsible for CallTools subscriptions, seats, telephone numbers, messages, taxes, regulatory charges, premium features, international or toll-free services, overages, and other charges assessed by CallTools. Any planning estimate is nonbinding and is replaced by the vendor’s written quote and agreement. By Design’s implementation and management fees do not include CallTools charges. Vendor prices, policies, uptime, approvals, deliverability, features, and account decisions are outside By Design’s control.

The client owns its submitted business data. Reasonable handoff exports mean one standard export of contacts and opportunities in the formats the active platforms make available, plus delivery of client-owned website assets and documentation. Exports do not include proprietary templates, reusable frameworks, third-party software, platform source code, or features the vendor does not export. No system can be guaranteed immune from unauthorized access.

Each party will use the other party’s nonpublic business, technical, customer, pricing, and operational information only to perform or receive the services and will apply reasonable care to protect it. Confidentiality does not apply to information that is public through no breach, independently developed, lawfully received without restriction, or required to be disclosed by law. Credentials must be shared through an approved secure method and may not be placed in ordinary project comments or email when a safer method is available.

After full payment, the client receives rights to the final approved logo and client-specific website content created for this project, excluding third-party assets, software, platform components, licensed fonts, and By Design’s pre-existing tools and reusable systems. By Design may display nonconfidential completed work in its portfolio unless the final agreement states otherwise.

By Design will perform the agreed services professionally but does not guarantee lead volume, sales, search ranking, AI recommendation, carrier approval, deliverability, call connection rate, agent performance, revenue, or profitability. Business results depend on factors including offer, budget, market, staffing, list quality, follow-up, compliance, and third-party platforms.

Subject to the final services agreement and applicable law, each party will be responsible for third-party claims caused by its own negligence, willful misconduct, or violation of law. The client will defend and indemnify By Design from third-party claims arising from client-supplied content, lead lists, lack of consent, insurance representations, agent conduct, calling or texting decisions, policy advice, products sold, or use of the system contrary to approved procedures. By Design will address third-party intellectual-property claims arising solely from original final materials created by By Design, excluding client content, third-party assets, and required combinations or modifications.

The fourteen-day defect-correction period begins on the date By Design marks the project complete and provides the handoff notice. During that period, By Design will correct reproducible defects in the delivered scope. New requests, vendor changes, user mistakes, changed credentials, unsupported modifications, content revisions, and failures outside the delivered work are not defects. Ongoing assistance is governed by the selected management plan or separately approved support.

Managed support begins after project completion, is billed monthly in advance, and continues month to month unless the final agreement states a minimum term. Either party may end managed support with thirty days’ written notice. There is no prorated refund for a partial month. At the end of support, the client remains responsible for its vendor accounts and may request the standard self-managed handoff. Ending managed support does not cancel or refund implementation milestones or third-party commitments.

Before filing a claim for an alleged material breach, the complaining party must provide written notice describing the breach and allow ten business days to cure it when cure is reasonably possible. Payment obligations and confidentiality violations may require immediate action. Failure to enforce a provision once does not waive it later.

To the fullest extent permitted by law, neither party will be liable to the other for indirect, incidental, special, exemplary, punitive, or consequential damages, including lost profits, lost data, lost opportunities, or business interruption. Each party’s total aggregate liability arising from the project will not exceed the fixed implementation fee actually paid to By Design for the selected tier, with a maximum possible cap of $8,500 for Tier 1, $9,500 for Tier 2, or $11,500 for Tier 3. This cap does not excuse the client’s obligation to pay earned fees or apply where governing law prohibits limitation.

Neither party is liable for delay caused by events beyond its reasonable control, including carrier or platform outages, government action, labor disruption, cyberattack, natural disaster, widespread network failure, or delayed third-party approval. The affected schedule is extended for the reasonable duration of the event. Payment remains due for milestones already reached and work already completed.

The parties will first attempt in good faith to resolve a dispute through direct discussion. If unresolved, they will participate in nonbinding mediation in Ohio before filing suit, except where emergency injunctive relief or collection of an undisputed payment is required. The final agreement will be governed by Ohio law, without regard to conflict-of-law rules, with exclusive venue in the Ohio county stated in the signed agreement.

The signed services agreement, selected proposal tier, and signed change orders form the entire agreement and replace prior discussions about project scope. If documents conflict, the final services agreement controls, followed by signed change orders and then this proposal. Changes must be in writing and accepted by both parties.