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service agreement.

This Agreement is governed by the laws of the State of Ohio, without regard to conflict-of-law principles. Venue for any action shall be in the courts of Sandusky County, Ohio, or such other Ohio court as Provider may designate. The parties expressly waive any right to arbitration. All disputes shall be resolved exclusively in Ohio courts. The parties waive any right to a jury trial to the maximum extent permitted by law. If a court determines Ohio law is inapplicable, Tennessee law shall apply as the alternative.

Provider provides website design, development, hosting, local SEO, content support, Google Business Profile management, citations, and related services as selected by Client. Client selects one of the following monthly packages (or a custom package as agreed in writing). Higher packages include the services of lower packages. All pricing is in USD. Page limits, citation limits, and post/review limits are as stated. Timelines are planning estimates only and are not guaranteed completion dates.

Monthly Packages (select one):

Optional Add-Ons (select any that apply):

Client may upgrade Services or packages at any time by written request. Upgrades take effect upon Provider’s confirmation and fee adjustment. Services and packages may not be downgraded. Once a package, page count, feature set, or monthly commitment is activated, Client may not reduce the scope during the term. Any request to reduce scope shall be treated as a termination request under Section 8.

This Agreement begins on the Effective Date and continues on a month-to-month basis unless a longer term is stated on the Order Form or Statement of Work. Either party may terminate for convenience upon thirty (30) days’ prior written notice. Client remains responsible for all fees through the effective termination date.

Fees are as selected above or as stated on any Order Form or invoice. Invoices are due upon receipt or Net 10 unless otherwise stated. Payments shall be made to Ridgeline Web Co LLC. Billing emails must include the Client’s business name in the subject line and be sent to Billing@ridgelinewebco.com.

If any amount remains unpaid after the due date, Client shall pay a late fee of 1.5% per month (18% per annum), or the maximum rate permitted under Ohio law, whichever is lower, plus a one-time administrative late charge equal to the greater of $35 or 5% of the overdue amount. These charges are reasonable liquidated damages, not a penalty.

If any invoice remains unpaid for ten (10) days after the due date, Provider may, without further notice or liability, suspend the website, hosting, SEO services, domain access, content, and all work product. Services remain suspended until the account is brought current, including all past-due amounts, late fees, and any reactivation fee. Suspension may result in the website going offline.

After suspension, Client may request reactivation by paying all outstanding amounts and late fees plus a reactivation fee of up to Fifty Dollars ($50.00). This fee is not a late fee; it covers the time, labor, and employee costs required to restore the site and related services. Provider will restore services within a reasonable time (typically 1–3 business days) after payment clears. A new reactivation fee of up to $50 may apply if suspended again.

If Client elects to leave at the end of the term (after proper notice and payment of all amounts due), Client may purchase the transfer of the domain name (if registered or held by Provider) and become the primary registrant/administrator on the domain and related accounts. Provider will facilitate the transfer upon receipt of the applicable Domain Transfer Fee and confirmation that all obligations are satisfied. Client becomes solely responsible for the domain, hosting, and third-party accounts after transfer.

Domain Transfer Fee Schedule (one-time, payable before transfer):

• Basic or Monthly SEO packages ($99–$199): $199
• Website Content or Google Connections packages ($299–$499): $149
• Local Presence Management ($600): $99
• 100-Page Complete Site ($999): $49
• Custom or other packages: as stated on the Order Form or $199 if not specified

The fee covers Provider’s administrative time to prepare, unlock, and initiate the transfer. Client is responsible for any third-party registrar fees, WHOIS privacy, or other external costs. If Client does not request transfer within thirty (30) days after termination, Provider may, at its option, allow the domain to expire or retain it. Provider does not guarantee successful transfer if Client fails to complete registrar steps or if third-party issues arise.

Provider makes no guarantees regarding search rankings, indexing speed, traffic, leads, calls, sales, or business results. A sitemap helps Google discover URLs but does not force indexing or guarantee position. Search timing depends on Google, competition, site history, content quality, and other factors outside Provider’s control. Timelines in any Client Game Plan or estimate are planning estimates only, not guaranteed completion dates or search results. Provider can control delivery of agreed pages and edits within the written scope, technical crawlability of submitted content, and reporting of completed profile work within plan limits. Provider cannot control Google’s verification, crawl, index, review, or ranking decisions; third-party citation publishing times; Client’s timely provision of accurate details, photos, and feedback; or competitor activity. No ranking, lead volume, or ROI is promised or guaranteed. Client acknowledges that SEO and local visibility results vary and may take months or longer.

Client owns content it supplies. Provider owns all code, designs, templates, tools, proprietary methods, and work product until all amounts due are paid in full. Upon full payment, Client receives a limited, non-exclusive license to use the finished website for its ordinary business purposes. Provider retains rights to its tools, libraries, and methods. Source files are provided only as agreed in writing.

Client shall provide accurate content, photos, business details, and timely consolidated feedback. Delayed materials, scope changes, or late feedback can extend timelines. Client is responsible for verifying all factual claims. Client grants necessary access (including Google manager access) and maintains primary ownership of its Google Business Profile.

Either party may terminate for convenience on 30 days’ written notice. Provider may terminate immediately for non-payment, material breach, or if Client’s actions create legal or operational risk. Upon termination or suspension, Provider may retain work product until all amounts are paid. No refunds for work performed or commenced prepaid periods. Notices must include the Client’s business name in the subject line. Requests to reduce scope are treated as termination requests.

The individual(s) signing below (the “Guarantor”) personally, unconditionally, and irrevocably guarantee payment of all amounts due, including fees, late charges, reactivation fees, Domain Transfer Fees, costs of collection, and reasonable attorney fees. This is a continuing guarantee. Provider may proceed against the Guarantor without first proceeding against the Client. Governed by Ohio law.

Guarantor Signature: _______________________________ Date: _______________
Printed Name: _____________________________________________

Provider’s total liability is limited to the fees paid by Client in the three (3) months preceding the claim. Client shall indemnify Provider against claims arising from Client’s content or business. This Agreement, together with any Order Form or selected package, is the entire agreement. Amendments must be in writing. Severability, no waiver, and no assignment without consent apply. All email correspondence must include the Client’s business name in the subject line. Force majeure events (including third-party platform outages) excuse performance for the duration of the event.