Full legal and commercial terms.

1. Scope, dependencies, and additions

Only the selected tier and signed additions are included. Independent components may be removed and repriced by written revision. The website is generally removable. CRM architecture, funnels, lead intake, calendars, reporting, and automations share data and logic, so removing one may require a redesigned scope and is not a dollar-for-dollar credit. New pages, brands, businesses, portals, integrations, campaigns, migrations, workflows, special configurations, or material revisions require a written change order stating price and schedule before work begins.

2. Payment, milestones, and stopping work

Payments follow the 40%, 30%, 20%, and 10% milestones in the proposal. A milestone invoice is earned when its stated work is materially complete and presented. The client may identify specific scope-based defects, which By Design will correct. Preference revisions, delayed review, or nonuse do not indefinitely suspend an earned invoice. If either party stops the remaining unperformed work, earned milestones, approved additions, and noncancelable third-party commitments remain due. After payment, the client receives completed client-specific deliverables associated with paid milestones. Unpaid drafts, incomplete work, and unlicensed materials are not delivered.

3. Revisions and acceptance

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

4. Conditional completion commitment

By Design commits to the stated completion window if the client timely provides accurate content, access, credentials, approvals, payments, vendor purchases, and consolidated feedback; required compliance review does not stall; scope does not change; and no event outside By Design's reasonable control interferes. A delayed dependency pauses or extends the affected window by at least the length of the delay. Vendor provisioning, outages, policy changes, carrier review, and government action are outside By Design's control.

5. GHL environment and client data

By Design owns and controls its master GoHighLevel agency account. Legacy Path Planning receives a dedicated sub-account during managed service. Legacy Path Planning owns its contacts, client records, lead information, uploaded content, policyholder information, and other proprietary business data. By Design may access that information only as reasonably needed to provide, secure, troubleshoot, document, or legally administer the services and will not use it for unrelated commercial purposes.

A standard handoff means one platform-supported transfer of the sub-account when available, or one standard export of contacts and opportunities in available formats, plus client-owned website assets and documentation. The client must maintain a suitable receiving GHL account or other agreed platform at its own cost. A client-owned GHL plan is currently anticipated at approximately $297 per month, but GHL controls pricing and features. Rebuilding, remapping, or repairing items that cannot transfer is billed at $175 per hour or separately quoted.

6. Intellectual property and license

After full payment, the client owns the final approved logo and client-specific website content created for the project. By Design retains ownership of pre-existing and reusable workflows, code, templates, automation logic, architecture, frameworks, methods, documentation systems, and tools. The client receives a nonexclusive license to use the delivered configuration for its own business while it remains in the applicable platform. The client may not resell, sublicense, publish as a template, or distribute By Design's reusable systems. Third-party software, stock assets, fonts, and platform components remain subject to their own licenses. By Design may display nonconfidential completed work in its portfolio unless the signed agreement states otherwise.

7. Managed support and monitoring

Managed support is limited to the monthly allowance for the selected tier. Monitoring means periodic review of selected key integrations. It is not continuous surveillance and does not guarantee detection of every failure. Business-hours acknowledgment is targeted within one business day, but resolution depends on complexity and vendor response. Unused hours expire monthly. Approved work beyond the allowance is $175 per hour or separately quoted.

Emergency and after-hours support is not included. Availability, response target, and price must be discussed and approved separately, and By Design may be unavailable. Vendor outages and vendor resolution times cannot be guaranteed. New websites, funnels, campaigns, integrations, redesigns, bulk migrations, and regulated-content review are not maintenance.

8. Self-managed handoff

Self-managed means no recurring By Design support fee after handoff. It does not mean free GHL, CallTools, hosting, telephone, email, AI, or other vendor service. The client pays and manages its receiving platform and vendors. The project includes completion testing, training, final materials after payment, and a fourteen-day defect-correction period. Later assistance is $175 per hour or separately quoted.

9. Third-party services and charges

GHL, CallTools, Meta, carriers, registrars, hosting providers, AI providers, payment providers, and other vendors are independent. The client pays CallTools seats, numbers, messages, taxes, regulatory fees, international or toll-free services, add-ons, overages, commitments, and price increases directly. GHL consumption, phone numbers, SMS, email, AI minutes, domains, advertising, postage, and licensed content are separate unless expressly included. No material new expense will be activated without client approval. Vendor prices, uptime, deliverability, approvals, features, policies, and account decisions are outside By Design's control.

9A. Client-built website option

If the client selects the $2,000 client-built website credit, By Design does not provide website strategy, design, copy structure, development, hosting setup, mobile optimization, accessibility work, legal-page publication, search optimization, security, maintenance, or publication. By Design will provide the CRM forms, calendar links, tracking requirements, consent requirements, connection instructions, and one integration-testing round included in the revised scope. The client and its website provider are responsible for correct installation, maintenance, website performance, and lead delivery from the website. Website-provider delays or errors do not delay acceptance or payment for CRM work that is otherwise complete. Additional troubleshooting, repair, installation, or developer coordination is billed at $175 per hour or separately quoted.

10. Client responsibilities and compliance

The client provides accurate business, ownership, licensing, policy, script, lead-source, consent, and state information plus access and consolidated feedback. The client controls who is contacted, how leads were obtained, scripts, insurance statements, states served, agents, and use of the system. By Design implements approved operations and does not provide legal advice. Qualified counsel, the carrier, or a compliance professional must approve regulated language, insurance advertising, recording disclosures, employee monitoring, telemarketing, AI calls, consent standards, calling hours, and state requirements before use.

11. Calling, recording, privacy, and sensitive data

• The client must retain adequate proof of lead source and consent, honor revocations, apply calling-hour and suppression rules, and maintain legally required records.
• AI-generated or prerecorded sales voices and automated marketing texts will not be enabled without written compliance approval and legally sufficient consent.
• California recording and live monitoring may require consent and workforce notices. The client is responsible for required caller, employee, and contractor disclosures.
• Public forms exclude Social Security numbers, payment-card data, medical records, detailed health information, and similarly sensitive underwriting data unless separately scoped and approved for an appropriate secure system.
• The client is responsible for user access reviews, user removal, retention decisions, and breach-response obligations.

12. Accessibility, security, and warranty

By Design applies reasonable accessibility practices within scope and reviews the public website against relevant WCAG 2.1 AA criteria. Future edits and third-party widgets can affect accessibility. No system is guaranteed immune from unauthorized access. 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. Vendor changes, user errors, changed credentials, unsupported modifications, content revisions, and failures outside the delivered work are not defects.

13. Confidentiality

Each party will use the other's nonpublic business, customer, pricing, credential, and technical information only to perform or receive the services and will apply reasonable care. Confidentiality excludes information that becomes public without breach, is independently developed, is lawfully received without restriction, or must be disclosed by law. Credentials must be shared through a reasonably secure method.

14. Results and indemnification

By Design does not guarantee lead volume, sales, rankings, AI recommendations, carrier approval, deliverability, connection rates, agent performance, revenue, or profit. Subject to the signed agreement and applicable law, each party is responsible for third-party claims caused by its negligence, willful misconduct, or legal violation. The client will defend and indemnify By Design against claims arising from client content, lists, missing consent, insurance representations, agent conduct, outreach decisions, products sold, or use contrary to approved procedures. By Design will address intellectual-property claims arising solely from its original final materials, excluding client content, third-party assets, and required combinations or modifications.

15. Breach, liability, and disputes

A party alleging a material breach must give written notice describing it and allow ten business days to cure when cure is reasonably possible. Payment and confidentiality matters may require immediate action. To the fullest extent allowed by law, neither party is liable for indirect, incidental, special, exemplary, punitive, or consequential damages, including lost profit, lost opportunity, lost data, or business interruption. Each party's total aggregate liability is limited to the fixed implementation fee actually paid to By Design for the selected tier, with a maximum cap of $8,500 for Tier 1, $9,500 for Tier 2, or $11,500 for Tier 3. This does not excuse earned payment obligations or apply where limitation is prohibited.

The parties will first attempt direct resolution. If unresolved, they will participate in nonbinding mediation in Ohio before filing suit, except for urgent injunctive relief or collection of an undisputed payment. Ohio law governs, without regard to conflict rules, and exclusive venue will be the Ohio county named in the signed agreement.

16. Entire agreement

The signed services agreement, selected proposal tier, incorporated full terms, and signed change orders form the entire agreement. If documents conflict, the signed services agreement controls, followed by signed change orders, these full terms, and then the proposal. Changes must be written and accepted by both parties.