The agreement between you and Vibe89 covering use of this website, our services, payments, intellectual property, warranties, and what happens if something goes wrong.
These Terms of Service (“Terms”) govern your access to and use of the website at vibe89.com and any services provided by Vibe89 (“Vibe89,” “we,” “us,” or “our”), a digital agency operating from Salt Lake City, Utah, USA. By visiting our website, contacting us, or engaging us for services, you (“you,” “Client”) agree to these Terms. Please read them carefully. If you do not agree, do not use the site or our services.
You accept these Terms by (a) accessing or using vibe89.com, (b) submitting any form on the site, (c) signing a Vibe89 statement of work, proposal, or invoice, or (d) otherwise engaging Vibe89 to perform services. If you accept on behalf of a company or other organization, you represent that you have authority to bind that organization to these Terms.
Vibe89 provides digital agency services including, but not limited to:
The specific scope, deliverables, timeline, and fees for any engagement are defined in a written statement of work, proposal, or quote (“SOW”) that we provide before work begins. Where these Terms and an SOW conflict, the SOW controls for that engagement.
An engagement begins when both parties sign or accept an SOW (electronic acceptance, including email confirmation, is binding) and any required deposit is received. Until then, no contractual obligation to perform services exists.
Each SOW lists deliverables and the number of revision rounds included. Work outside that scope is billable at our standard rate or by separate change order. We aim to be reasonable about minor edits; large additions to scope require written approval before we proceed.
Timely delivery depends on you providing content, feedback, approvals, account access, and any required materials within the timelines we agree to. Repeated delays from your side may extend deadlines and, where applicable, trigger storage or restart fees described in the SOW.
Project pricing is quoted per SOW. Public pricing on vibe89.com/pricing is illustrative; the binding figure is what appears on your SOW or invoice. Prices are in U.S. dollars and exclude any applicable sales tax, which we will add when required.
Most projects require a deposit (typically 50%) before work begins, with the balance due at launch or per a milestone schedule defined in the SOW. Larger engagements may be billed monthly. Hosting, maintenance, and retainer services are billed in advance.
Invoices are due within 14 days of issue unless stated otherwise. We may suspend work or pause hosting for accounts more than 30 days past due, and we may charge a late fee of 1.5% per month (or the maximum permitted by Utah law, whichever is lower) on any past-due balance.
Because design and development services are custom and time-based, deposits are non-refundable once work has started. If we have not yet started, your deposit is fully refundable. For any specific dispute, contact info@vibe89.com; we work in good faith to find a fair resolution.
You retain ownership of all text, images, logos, video, brand assets, and other materials you provide to us (“Client Content”). By providing Client Content, you grant Vibe89 a non-exclusive, royalty-free license to use, copy, modify, and incorporate it into the deliverables for the purpose of performing the services.
You represent and warrant that you own or have the right to use any Client Content you provide and that it does not infringe the intellectual property, privacy, or other rights of any third party. You are responsible for clearing any required licenses for stock photography, music, or third-party content you supply.
Upon full payment, ownership of the final, custom-developed deliverables created specifically for you under an SOW (“Deliverables”) transfers to you, except for components described below.
Vibe89 retains all right, title, and interest in (a) our internal libraries, frameworks, code patterns, and tooling that pre-exist or are independently developed; and (b) any reusable components included in the Deliverables. We grant you a perpetual, worldwide, non-exclusive, royalty-free license to use these components as part of the Deliverables.
Some Deliverables incorporate open-source software, which remains licensed under its original terms (e.g. MIT, Apache 2.0). Those licenses pass through to you and are not affected by these Terms.
The Vibe89 name, logo, “It’s a Vibe” tagline, the “89” gradient mark, and all design templates we publish on vibe89.com (including demo sites under /demos/) are our intellectual property. You may not copy or reuse them without written permission.
Unless your SOW says otherwise, Vibe89 may display non-confidential aspects of your project (final website screenshots, project name, results, brief case-study text) on our portfolio at vibe89.com/work, in marketing materials, social media, and proposal decks. If you require confidentiality, request it in writing before the project starts.
When using vibe89.com you agree not to:
We may block, throttle, or remove access to anyone who violates this section.
We aim for high availability of vibe89.com and any websites we host for clients, but we don’t guarantee uninterrupted, error-free, or secure access. Scheduled maintenance, third-party outages (e.g. Cloudflare, Resend, Calendly), DNS changes, and force-majeure events may make the site temporarily unavailable. For client sites, specific uptime targets — if any — are stated in the SOW or hosting/retainer agreement.
Our site and the Deliverables may include or link to services provided by third parties (e.g. Cloudflare, Resend, Calendly, Google Fonts, Shopify, Toast, WordPress hosts, payment processors). Use of those services is governed by the respective third party’s terms and privacy policies. Vibe89 is not responsible for the content, availability, or practices of third-party services. Where we recommend or implement them on your behalf, we choose reputable providers, but we make no warranty about them.
For 30 days after a project goes live, we will fix any defect in the Deliverables that materially deviates from what was agreed in the SOW, at no additional cost. This warranty does not cover: (a) issues caused by content or third-party plugins added after launch; (b) changes you or anyone else makes to the code; (c) third-party platform updates, deprecations, or breaking API changes; (d) hosting or DNS changes outside our control; or (e) browsers and devices not specified in the SOW.
Except for the express warranty above, the website, our services, and all deliverables are provided “as is” and “as available,” without warranties of any kind, whether express, implied, or statutory. To the maximum extent permitted by law, Vibe89 disclaims all implied warranties, including merchantability, fitness for a particular purpose, non-infringement, accuracy, and uninterrupted operation. We do not warrant that the website or services will meet your business goals or generate any specific traffic, revenue, or ranking.
To the maximum extent permitted by law, in no event shall Vibe89, its owners, employees, contractors, or affiliates be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including without limitation lost profits, lost data, business interruption, loss of goodwill, or cost of substitute services, arising out of or in connection with these terms, the website, or our services, even if Vibe89 has been advised of the possibility of such damages.
Our total aggregate liability for any claim arising from these terms or your engagement with Vibe89 shall not exceed the greater of (a) the fees you paid Vibe89 for the specific services giving rise to the claim in the six (6) months preceding the claim, or (b) US$100.
Some jurisdictions do not allow the exclusion or limitation of certain damages; in those jurisdictions, the limits above apply only to the extent permitted by law.
You agree to defend, indemnify, and hold Vibe89 harmless from any claim, loss, liability, damage, or expense (including reasonable attorneys’ fees) arising out of (a) your Client Content; (b) your use of the Deliverables in violation of any law or third-party right; (c) your violation of these Terms; or (d) your breach of any third-party agreement (including platform terms for Shopify, WordPress, Toast, etc.). Vibe89 will indemnify you against any third-party claim that the original code we wrote specifically for you under an SOW infringes a U.S. copyright, trademark, or trade secret, provided you give us prompt notice and reasonable cooperation.
Either party may terminate an engagement immediately if the other party materially breaches these Terms or an SOW and fails to cure the breach within 14 days of written notice.
You may terminate an active engagement for convenience by giving us written notice. You will be invoiced for all work performed up to the termination date, plus any non-refundable third-party costs we have already incurred on your behalf. Deposits remain non-refundable as described in §4.
On termination, we will deliver any work product completed and paid for, return or delete Client Content as you reasonably request, and stop performing work. Sections that by their nature should survive termination (including IP ownership, payment obligations, warranties, disclaimers, limitation of liability, indemnification, and governing law) will survive.
These Terms are governed by the laws of the State of Utah, USA, without regard to its conflict-of-laws principles. Any dispute arising out of or relating to these Terms or your engagement with Vibe89 will be resolved as follows:
Each party waives any right to a jury trial. Each party waives any right to participate in a class action or class-wide arbitration against the other. Any claim must be brought within one (1) year after the cause of action accrues, or be barred.
These Terms, together with the applicable SOW, our Privacy Policy, and any addenda we sign, constitute the entire agreement between you and Vibe89 regarding the subject matter and supersede all prior or contemporaneous proposals, communications, or agreements.
If there is a conflict, the order of precedence is: (1) signed SOW, (2) these Terms, (3) Privacy Policy, (4) other materials on vibe89.com.
Vibe89 is an independent contractor. Nothing in these Terms creates a partnership, joint venture, agency, franchise, or employer-employee relationship between you and Vibe89.
You may not assign these Terms or any SOW without our prior written consent. Vibe89 may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets.
Neither party is liable for delays or failures caused by events outside its reasonable control, including acts of God, internet or third-party-platform outages, cyberattacks, government action, labor disputes, or natural disasters.
If any provision is held invalid or unenforceable, the remainder remains in full force. A failure to enforce any provision is not a waiver of future enforcement.
Notices to Vibe89 must be sent to info@vibe89.com. Notices to you may be sent to the email address on file for your account or project.
We may update these Terms from time to time. The “Last updated” date at the top of this page reflects the most recent change. For material changes that affect an active SOW, we will give you reasonable notice before they take effect. Continued use of the site or our services after changes are posted constitutes acceptance of the updated Terms.
For any question about these Terms, an SOW, or your engagement with Vibe89:
Book a free 20-minute discovery call. We’ll talk scope, timeline, and pricing — then send a clear SOW so you know exactly what you’re agreeing to.