Website Management Agreement – Terms of Service

Introduction

These terms are subject to change. The most current version will always be available on this page.

Although there is also some unavoidable standardized legalese at various places in the document which our attorney required, in this document we try to write everything in plain English. To do this, we frequently use terms like “we” and “you.” “We,” “us,” “our,” and “the Company” means Red Kite Creative LLC (DBA WP Minder), a limited liability company registered in the State of Colorado. “You,” “your,” “Customer” or “Client” in this document is you, our Client.

Current Hourly Rate

Throughout this document, reference is made to our current hourly rate. This rate is defined as our hourly rate that is in place at the time a service is requested, not at the time this agreement is signed. We will provide you with our current hourly rate upon request.

Availability and Communication

We are available via email support helpdesk Monday through Thursday from 8:30 am to 5:00 pm MT and Friday between 8:30 am to 3:00 pm MT. Our normal response time is less than one business day, though our response times may vary. We do not work on weekends or holidays. Clients with current website management services receive priority response times.

Our email support helpdesk is the primary means of communication accepted for our work together. We do not communicate via mobile phone, text message, social media, or instant/private messaging (like Facebook Messenger) to communicate since we cannot track these requests as a team.

Website Hosting

We use commercially reasonable efforts to make sites that we host available 99.9% of the time during each monthly billing cycle. If we are unable to meet this service level, you will be eligible to receive a credit to apply to future billing cycles based upon the unavailability for that month. For the purposes of this agreement, unavailability means that either your website is unresponsive, or your website returns a server error response to valid user requests for more than 60 seconds of consecutive requests, and in all cases that the unavailability is not because of local, regional, national or international outages.

Unavailability that is a result of scheduled maintenance is excluded from these conditions and will not be considered for service credit calculations. Scheduled maintenance is defined as maintenance that is announced at least 2 days in advance, and does not exceed one hour in any month. Typically, scheduled maintenance occurs in off-peak hours (usually in the early morning).

Service credits will be calculated as a percentage of the bill for the billing cycle that the unavailability occurred. The percentage for the credit will be calculated by dividing the number of minutes of unavailability by the total number of minutes in that billing cycle. The customer must request service credits within 7 days of the unavailability occurring.

Third-Party Hosting

At your request, and at our sole discretion, we may agree to manage websites hosted on other services, though this will typically incur a surcharge.

If you choose not to use our hosting services, we make no guarantees or representations regarding any third-party hosting services, including their performance, support, reliability, or security. We are not liable for any issues, damages, or losses arising from third-party hosting providers, including server downtime, data loss, or security breaches. The chosen hosting provider is solely responsible for resolving any hosting-related issues, and all claims or disputes must be directed to them.

ANY WORK REQUIRED TO ADDRESS PROBLEMS THAT WE DEEM TO BE RELATED TO THIRD-PARTY WEB HOSTING WILL BE BILLED AT OUR CURRENT HOURLY RATE.

Website Management Service (WP Minder)

Website Backups

We perform regular backups of your website’s files and database to maintain data integrity and facilitate recovery if necessary.

  • If your site is compromised by a security vulnerability or becomes inoperable due to user error, we will restore a backup for you. In cases of hacks, there is no limit to the number of restorations we will perform under this service.
  • For user error-related issues, we will perform up to two restorations within any 30-day period.
  • Additional restorations due to user error will be charged at our current hourly rate with a one-hour minimum.
  • Backup restorations will reflect the state of the site at the time the backup was taken. Any information added or changes made to the site after the backup will not be included in the restored version.

Website Software Updates

We endeavor to keep your website secure and functional by updating WordPress core, themes, and plugins at least weekly. Updates are applied at our discretion based on the latest security practices and the operational requirements of your website.

Website Security

We implement advanced security measures to enhance your website’s resilience against unauthorized access and hacking attempts. Our security protocols include the use of leading security software.

While we strive to provide reliable website security, we cannot guarantee that your site will be immune to hacking. Our practices aim to reduce risks and mitigate the impact of security incidents. Should a breach occur, we will endeavor to restore your site to its pre-breach state as part of our service commitment, at no additional recovery cost. Beyond restoration, we do not assume further liability.

Domain Registrar & DNS Management

To ensure security, reliability, and fast response times, WP Minder manages DNS through Cloudflare for all Care Plan websites whenever possible.

Centralized DNS management allows us to make critical updates quickly and securely without delays caused by restricted access, approval workflows, or multi-factor authentication barriers.

Standard DNS Configuration

As part of Care Plan services, DNS for your domain will be configured and managed through Cloudflare. This enables efficient handling of:

  • Hosting configuration and migrations
  • SSL certificate setup and renewal
  • Security updates and incident response
  • Performance optimization
  • Troubleshooting and recovery

We’re happy to provide Cloudflare access for transparency. To maintain stability and avoid unintended disruptions, DNS changes are managed through our team as part of your Care Plan.

We also are happy to work with GoDaddy as a technical delegate for DNS changes.

External DNS (Non-Standard Setup)

If you choose to maintain DNS with any another provider, WP Minder can still support your website; however:

  • DNS-related work is not included in the Care Plan
  • All DNS requests will be billed at the standard hourly rate, with a minimum of 0.5 hours per request
  • Additional time will be billed as needed
  • If access is not readily available, a scheduled call may be required to complete the work efficiently

Delays caused by restricted access, verification requirements, or third-party coordination may impact response and resolution times.

Access Requirements

For non-Cloudflare DNS setups, clients must provide access sufficient to perform required updates. This may include:

  • Direct login access, or
  • A delegated role with appropriate permissions

Access methods that require real-time approval, repeated verification codes, or third-party intervention will result in additional billed time.

Premium (Paid) Themes and Plugins

  • Many websites use themes and/or plugins that require the payment of a recurring license fee to maintain access to ongoing software updates. We have secured appropriate licensing for many of these.
  • If we have appropriate licenses for the themes and/or plugins used by your website, the cost for recurring license fees are included in your Website Management Services, and licensing will be maintained for you as long as you are an active subscriber to our Website Management Services.
  • If your website uses premium themes and/or plugins and we do not have appropriate licensing, the responsibility is yours for maintaining the appropriate licensing to ensure the availability of updates.
  • We will advise you of the themes and/or plugins for which you will need to maintain licensing and assist you as needed in the process of obtaining them.
  • When we notify you about a license issue, timely action (within 14 business days) is required. Delayed updates can lead to security vulnerabilities, broken site features, or plugin conflicts, especially after WordPress core or theme updates. This can also affect other websites on the same server if malware is introduced as a result of the delayed update.
  • If a license is not renewed within this timeframe and the plugin presents a risk or causes issues, we may replace it with a free version (if available) or remove it from the website to protect security.

WE CANNOT BE HELD LIABLE FOR PROBLEMS SUCH AS BUT NOT LIMITED TO HACKS, INOPERABILITY OR INTERCOMPATIBILITY THAT ARISE FROM PREMIUM PLUGINS WHICH YOU CHOOSE NOT TO RELICENSE AND ARE OUT OF DATE.

Plugin Compatibility

If an update to a plugin creates conflicts or causes issues with the functionality of your website, we will consult with you to determine the best course of action. Typically, we will remove the offending plugin and replace it with a similar plugin or other programming. If the time required to resolve a plugin compatibility issue exceeds 2 hours, additional time will be billable at our current hourly rate.

IT IS YOUR RESPONSIBILITY TO INFORM US IF YOUR SITE IS EXPERIENCING PROBLEMS AND NEEDS ATTENTION.

If you choose not to purchase our Website Management Service, you are fully responsible for all website management tasks, including but not limited to performing backups, securing WordPress, and applying WordPress software updates.

Payment for Website Management Services

Payment for Website Management Services is due on the first day of the service period, whether monthly, quarterly, or annually. Payments shall be made via the major credit card on file with our payment processor. Alternative payment methods may be accepted at our discretion and may include an applicable surcharge.

We reserve the right to adjust pricing for our Website Management Services as necessary. Any price changes will be communicated to you in writing at least 30 days in advance. If you do not agree to the new pricing, you may choose to cancel the services as outlined below.

Cancellation of Website Management Services

You may cancel website management services at any time by submitting our cancellation form. Cancellation is only effective once we acknowledge your notice in writing. Billing will continue until this notice is received, and no refunds will be issued for payments made without proper notice of your intention to cancel.

If you elect to discontinue website management services, the total responsibility is yours for performing backups and keeping all components of your website backed up, secured, and updated.

If you desire to migrate your website to another web host. We will at your discretion: (1) if needed, provide you with an administrator login for your WordPress site so a backup can be performed and migrated to the new location, (2) provide to you a backup created using an industry-standard WordPress backup system at a cost of $100, or (3) perform the website migration for you at our current hourly rate.

Site Removal After Cancellation

If you cancel during a prepaid term, your Care Plan will remain marked active through the end of the period you’ve paid for. Once cancellation is confirmed, your website will remain on our servers for a minimum of 30 days to allow for migration or backup. After that time, the site may be removed from our servers. No refunds are issued for unused time if you discontinue services before the end of a prepaid term.

Late Payment and Collections Policy

All invoices pertaining to web hosting, security, maintenance, or any other work on your website are payable on receipt. If we are unable to charge your card on file for more than 7 days (3 days for Annual plans), WE RESERVE THE RIGHT TO SUSPEND YOUR WEBSITE FROM PUBLIC VIEW UNTIL ALL OUTSTANDING BILLS ARE CURRENT.

Amounts due and unpaid shall bear an interest at the rate of twelve percent (12%) per annum. Client agrees to pay all costs of collection, including reasonable attorney’s fees, as additional sums owed under this Agreement. Client further acknowledges and agrees that if a check tendered for payment is not honored by the bank for non-sufficient funds (“NSF”), it will not be re-deposited. If the bank does not clear the check, the Client will incur a fee of $35. The Client must immediately send a certified check or money order for the amount due, including the NSF fee, to the Company to cover returned check.

You can check your state’s allowed NSF fees here: https://www.vericheck.com/state-allowed-nsf-fees/

Your Responsibilities in Website Security

We incorporate industry-standard WordPress security techniques when building your website. Since one very common method hackers use to breach a website is through compromised user devices, you agree to uphold robust security measures when accessing your website, and this includes:

Device Security

Protect any computer or device you control that has access to the website by:

  • Installing and maintaining up-to-date security software.
  • Using the latest version of your preferred web browser.
  • Keeping the operating system updated with recommended patches.
  • Regularly updating any other installed software.

Password Protocol

  • Use a strong password (as indicated by the WordPress password strength meter) exclusive to your website login.
  • Refrain from sending passwords or other sensitive credentials openly via SMS, email, chat programs, or any other unencrypted and exposed methods.
  • We strongly recommend utilizing a password manager to ensure you use robust, unique passwords for every site.

You further commit that any employees, contractors, or other parties you grant (or ask us to provide) website access to will adhere to the above security measures.

Third-Party Services

From time to time, our clients might employ a third party (such as but not limited to a Search Engine Optimization professional, social media professional, or content writer) whose services involve modifications to the website. WE CANNOT BE RESPONSIBLE FOR THE WORK OF A THIRD PARTY. Should our services be necessary due to any work performed by a third party, these services are billable at our current hourly rate.

Search Engine Optimization (SEO)

SEO services are not included in our website management service. Your website’s ranking and placement on search engines depend on a myriad of factors. WE CANNOT GUARANTEE RANKING OR PLACEMENT ON ANY SEARCH ENGINE.

Email Deliverability

Occasionally, your website will send email when certain events occur such as the completion of a contact form, sale of a product, update/reset of a user’s password, etc. These emails that are automatically generated by the WordPress system are often flagged as spam (or not delivered at all) by email providers like Google/Gmail, Microsoft, Yahoo and others.

SINCE WE CANNOT CONTROL THE RECEIPT OF EMAIL, WE CANNOT BE HELD RESPONSIBLE FOR ANY EMAILS THAT WERE NOT DELIVERED TO THE CLIENT FOR ANY REASON.

IT IS THE CLIENT’S RESPONSIBILITY TO REGULARLY CHECK SPAM FOLDERS AND WEBSITE FORM AND ORDER INTERFACES FOR ANY NOTIFICATIONS THAT WERE NOT DELIVERED TO THE CLIENT’S INBOX.

We strongly recommend taking advantage of our free Postmark addon for Care Plan clients, which improves the likelihood that a transactional email from your website will arrive in the designated recipient’s inbox.

Email Service

WE DO NOT PROVIDE OR SUPPORT EMAIL SERVICES FOR CLIENTS. We recommend consulting with an IT Professional about implementing professional email service from a reliable vendor.

Website Accessibility and Compliance

It is the Client’s responsibility to inform us of any specific legal, regulatory, or accessibility requirements that apply to the website, including but not limited to compliance with disability accessibility standards or other regulations related to HIPAA, FERPA, etc.

Unless expressly stipulated in the Web Design Worksheet, we make no representations or warranties regarding the website’s compliance with any such requirements. Any guarantees to meet compliance for accessibility or other regulations must be explicitly detailed and agreed upon as part of the scope of work accepted by you to be a part of the contract between the parties.

Artificial Intelligence (AI)-generated Content

Depending on the scope of work for your project, we may utilize text, images, code, or other information generated by Artificial Intelligence systems, collectively referred to as “AI-generated content.” If we elect to use AI-generated content, we will do so in compliance with applicable laws, regulations, and ethical guidelines, and will obtain any necessary permissions or licenses for the use of such content on the website.

Should the Client supply any AI-generated content for inclusion on the website, the Client shall ensure that such content complies with all applicable laws, regulations, and ethical guidelines. The Client shall obtain and provide evidence of all necessary permissions, licenses, and consents required for the use of the AI-generated content.

Legal Pages and Privacy Requirements

Depending on the nature of your site and your location, legal pages such as Terms of Use, Privacy Policy, Disclosure, Return Policy, etc., may be mandated by government entities, vendors, or licensing agencies.

THE CLIENT ACKNOWLEDGES AND AGREES THAT IT IS THE CLIENT’S SOLE RESPONSIBILITY TO DETERMINE WHETHER SUCH PAGES ARE REQUIRED. We have informed you that applicable (state, national, or international) law may require your website to have a Privacy Policy with specific disclosures. We are not lawyers, and we are not responsible for your business complying with any applicable privacy laws.

It is strongly advised that you consult an attorney to determine your responsibilities in this matter. If you need assistance in creating legal pages, we are a Data Privacy Certified Agency Partner with a third-party Privacy Policy and Terms and Conditions generator service called Termageddon. We can assist you with creating and adding legal policies to your website – if you will be using our Website Management Service we’ll help you set up your policies after you complete our policies survey at the time of launch. If not, we’ll connect you with Termageddon directly and you can set up your own policies with their assistance.

You are under no obligation to utilize Termageddon, but it’s the service that we use on our own websites, have a long-standing relationship with, and recommend. The policies are attorney-friendly and sections can be overridden if necessary to suit your specific needs. Please note, should you choose to use Termageddon’s services, your relationship will be directly with them, governed solely by their Privacy Policy and Terms of Service.

If we provide any standardized privacy policies and terms of use, we expressly do not guarantee that this language complies with any governing body’s requirements. YOU ARE HEREBY INFORMED, AND YOU ACKNOWLEDGE, THAT YOU SHOULD HAVE ANY STANDARDIZED LANGUAGE REVIEWED BY YOUR ATTORNEY.

THE CLIENT FURTHER ACKNOWLEDGES AND AGREES THAT IT IS THE CLIENT’S SOLE RESPONSIBILITY TO INFORM US IF YOUR WEBSITE MUST BE COMPLIANT WITH ANY REGULATORY BODY, such as but not limited to the EU’s General Data Protection Regulation (GDPR) or the California Online Privacy Protection Act (CalOPPA). Compliance with these, or any other regulations or laws, must be explicitly detailed and agreed upon as part of the Web Design Worksheet and accepted by you to be part of the contract between the parties.

Domain Names

Registering a domain name for your website and paying the accompanying annual registration fee is your responsibility. We can assist in the process of registration and connecting your domain name to the website if you desire. You can purchase your domain name for multiple years, or renew it annually at your discretion.

It is your responsibility to ensure that the credit card the domain registrar has on file for your domain registration is current for rebilling.

WE ARE NOT RESPONSIBLE FOR SUSPENSION OR LOSS OF DOMAIN NAMES BECAUSE YOUR CARD COULD NOT BE BILLED OR FOR ANY OTHER REASON. If you lose access to your domain name through non-payment, suspension or any other reason, your website will no longer be accessible or viewable by the public. Work needed as a result of domain expiration is billable at our current hourly rate.

Our Employees and Contractors

From time to time we may utilize employees and independent contractors to work on your project. Some of these employees and contractors may work outside the United States. You agree not to directly contact or solicit any of our employees and contractors for employment or contract work of any kind.

Disclosure to Law Enforcement

We will disclose information about our clients to law enforcement agencies without further consent or notification to the client upon lawful request from such agencies. We will cooperate fully with the legal requests of law enforcement agencies.

Indemnification

The Client agrees to indemnify and hold harmless the Company, its subsidiaries, contractors, employees and affiliates and each of their respective directors, officers, employees, shareholders and agents (each an “Indemnified Party”) against any losses, claims, damages, liabilities, penalties, actions, proceedings, judgments, or any and all costs thereof (collectively, “Losses”) to which an Indemnified Party may become subject and which Losses arise out of, or relate to the Agreement, Client’s use of the Services, breach of any confidentiality obligation or any alleged infringement of any trademark, copyright, patent or other intellectual property right and will reimburse an Indemnified Party for all legal and other expenses, including reasonable attorneys’ fees incurred by such Indemnified Party, in connection with investigating, defending, or settling any Loss, whether or not in connection with pending or threatened litigation in which such Indemnified Party is a party.

Choice of Law and Forum

This Agreement, and any related Statements of Work, shall be construed in accordance with, and governed by, the laws of the State of Colorado without regards to Conflict of Law principles.

In the event of any dispute or disagreement with respect to the meaning, effect or interpretation of this Agreement or in the event of a claimed breach of this Agreement, the parties hereto agree that such dispute shall be determined through mediation. The parties will mutually select a mediator and share the cost of mediation equally. If the parties cannot agree upon a mediator then each party shall select a mediator and those mediators shall, independent of party input or control, select a mediator to mediate the dispute. Unless otherwise mutually agreed, the location of the mediation will be in Larimer County, Colorado. The parties agree to cooperate fully with the mediator in good faith in order to reach a mutually satisfactory resolution of the dispute.

If the dispute is not resolved within 60 days after it is referred to the mediator, either party has the option to litigate the dispute in a court of law located in Larimer County, Colorado.

Refusal or Discontinuation of Service

We reserve the right to refuse, restrict or terminate service to any client for any reason.

Disclaimer of Warranty

We will perform our work in accordance with good industry practices and at the standard expected from a suitably qualified person with relevant experience. We cannot guarantee that our work will be error-free and so we cannot be liable to you or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if you’ve advised us of them.

THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON- INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT SERVER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL.

Limitation of Damages or Liability

IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE COMPANY, ITS AFFILIATES AND ITS LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS AND DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, FOR HARM CAUSED BY OR RELATED TO THE CUSTOMER’S SERVICES OR INABILITY TO UTILIZE THE SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

NOTWITHSTANDING ANYTHING ELSE IN THIS MASTER SERVICES AGREEMENT, THE MAXIMUM AGGREGATE LIABILITY OF THE COMPANY ANY OF ITS EMPLOYEES, AGENTS, CONTRACTORS OR AFFILIATES, UNDER ANY THEORY OF LAW SHOULD NOT EXCEED THE AMOUNT OF FEES IT HAS COLLECTED ON THE CUSTOMER’S ACCOUNT IN THE LAST SIX MONTHS.

Severability

No part of this Agreement will be affected if any other part of it is held unenforceable or invalid.

Headings

The headings in this Agreement are inserted for convenience only and are not a part of this Agreement.

Entire Agreement

This Agreement, and any Proposals of Service attached, constitute the entire agreement and understanding of the parties with respect to the transactions contemplated hereby and supersedes any and all prior agreements and understandings relating to the subject matter hereof. This Agreement may not be waived, assigned, extended, amended, supplemented or modified orally, but only by a written instrument signed by the party against whom enforcement of any such waiver, assignment, extension, amendment, supplement or modification is sought.

Modifications

This Agreement may not be changed or modified except in writing signed by the parties.

Assignability

Neither the Company nor the Client may assign this Agreement without the prior consent of the other.

Agreement

You agreed to this document upon signing up for WP Minder services in the checkout form for your subscription.