Client Service Agreement

2. One-time buyout

The Facelift is $299. The Boutique Suite is $599. Legacy Refixturing & Repair is $399. Each package is a one-time purchase. The Studio does not charge a monthly subscription or a recurring maintenance fee for these packages, and does not require the Client to host the delivered pages with the Studio. Invoices are in U.S. dollars.

Add-ons apply only when the Client selects them. Domain and DNS connection is $29. Visual curation is $99. Map and local SEO is $79. A 24-hour rush is $199. If the Studio registers a domain for the Client, the registrar’s price is charged separately when the preview is delivered. That registration price is not included in the $29.

The Facelift is one standard single-page storefront. The Boutique Suite is one standard multi-section storefront, on which the Studio may place a booking, payment, or scheduling link the Client already uses. Legacy Refixturing & Repair is a layout rebuild and repair of a site the Client already has. Each package is limited to that description.

3. Intake and feasibility

The Client requests a project by submitting the intake at lesterbranding.com/apply. Submission does not obligate the Studio to build the site, and no sum is charged at submission. It requests that the Studio complete an internal feasibility review within 24 hours.

The Studio may accept or decline any request for reasons of capacity or scope. A decline creates no fee and no obligation to perform design services.

This agreement is a contract for services. It is governed by the common law of the State of New Jersey. The Client’s submission of the Intake Form with the agreement checkbox selected, and the Studio’s undertaking to conduct the feasibility review, constitute the consideration for formation. The review bears no charge, and no sum is due at submission. If the Studio accepts a project, the Client’s payment and the Studio’s performance are the consideration for the services. The Studio’s right to decline a request is not a failure of mutuality of obligation. The Studio’s acceptance of a project is a condition precedent to its obligation to perform design services. Selection of the checkbox and activation of Submit Request are the parties’ manifestation of assent.

The Intake Form displays, immediately above the control labeled Submit Request, a conspicuous notice that activating that control is express agreement to the Terms of Service, the Client Service Agreement, and the privacy notice, and an acknowledgement of the $99 demo deposit in section 4. That sum is not charged at submission. After the Studio renders the demo, it is earned and is not refunded. That control charges no sum. The agreement to these Terms is formed when the Client selects the agreement checkbox and activates Submit Request. That act is an executed agreement under the Electronic Signatures in Global and National Commerce Act, 15 U.S.C. § 7001, and the New Jersey Uniform Electronic Transactions Act, N.J.S.A. 12A:12-1 et seq. Use of an Interactive Demo hosted by the Studio is assent to these Terms. Neither act obligates the Studio to perform design services. That obligation arises only upon the condition precedent stated above.

The server accepts the Intake Form only if the agreement checkbox is selected. The application correspondence then includes the line “Terms accepted: yes.” It records the network address, retained to 80 characters; the time in UTC; the user-agent, retained to 180 characters; the first 16 hexadecimal characters of a SHA-256 hash of that user-agent; the terms-version identifier; and the first 16 hexadecimal characters of a SHA-256 hash of that version. That is the submission record. It is kept with the application. The terms-version hash and the UTC time identify, as between the parties, the version accepted for that submission. They are not conclusive against a court. The Studio does not log a view of a page or of a demo. The Studio keeps that record in the ordinary course of business. A court decides whether it is admissible. The privacy notice for that record is at lesterbranding.com/privacy.

4. The $99 deposit and the demo

If the Studio accepts the project and the Client chooses the demo, the Client pays a $99 commitment deposit. Upon that payment, the Studio shall provide a 24-hour interactive demo. The $99 is part of the package price. It is not an additional charge.

THE FEASIBILITY REVIEW IS FREE. NO SUM IS CHARGED WHEN THE INTAKE FORM IS SUBMITTED. IF THE STUDIO ACCEPTS THE PROJECT AND THE CLIENT CHOOSES THE DEMO, THE CLIENT PAYS $99. ONCE THE INTERACTIVE DEMO IS RENDERED, THAT $99 IS EARNED COMPENSATION FOR CUSTOM PRELIMINARY DESIGN LABOR AND IS NOT REFUNDED IF THE CLIENT THEN STOPS. IF THE CLIENT CONTINUES, THE $99 IS CREDITED IN FULL AGAINST THE PACKAGE: THE FACELIFT AT $299, THE BOUTIQUE SUITE AT $599, OR LEGACY REFIXTURING AT $399. THE BALANCE BEFORE LAUNCH IS THEN $200, $500, OR $300, PLUS ANY ADD-ON THE CLIENT SELECTED ON THE INTAKE.

If the Client continues, the $99 is credited in full against the package. Before launch the Client then pays $200 on The Facelift, $500 on The Boutique Suite, or $300 on Legacy Refixturing & Repair, plus any selected add-ons.

Once the Studio has rendered the interactive demo, the $99 is earned compensation for custom preliminary design labor. If the Client then discontinues the project, the Studio retains the $99 and shall not refund it.

The feasibility review requested on the Intake Form is free, and the $99 is not charged at submission. After the Studio accepts the project and renders the demo, the $99 is earned and is not refunded if the Client then discontinues the project. A package payment is final when the corresponding deliverable has been rendered. Dissatisfaction after that rendering is not a ground to refund a sum already earned. This paragraph does not cancel a refund of unearned sums that this agreement expressly requires.

The Client may instead pay the package and the selected add-ons in full after acceptance. A project paid in full is scheduled before work on the demo path.

Each payment to the Studio, including the $99 demo deposit and a package balance, is earned when the corresponding service or deliverable is rendered. Except as this agreement expressly states, including a refund of unearned sums when the Studio ends a project for abusive, defamatory, or fraudulent conduct, a payment is non-refundable.

Once the Studio has begun rendering a demo or a deliverable for a project the Studio has accepted, that work is custom digital work prepared from the Client’s intake, including work prepared with the layout tools described in section 8. It cannot be returned in the way a physical good can be returned. This paragraph does not waive a cooling-off period, a right of withdrawal, or a statutory right to cancel. A right of that kind that a statute gives the Client remains in force. Submitting the Intake Form does not charge the $99. This paragraph does not cancel a refund of unearned sums that this agreement expressly requires.

The Client shall not initiate a fraudulent or baseless chargeback, including a chargeback that contradicts a completed demo or a delivered milestone, with a card issuer, a bank, or a payment processor. If the Studio prevails in that dispute, the Client shall reimburse the chargeback fee the processor actually assesses and the Studio’s reasonable collection costs. This paragraph does not add a separate preset sum.

The Client shall pay each undisputed sum when it is due. The Client may withhold only a sum that is genuinely disputed, in a writing sent to support@lesterbranding.com before the due date, stating the material non-performance, and only to the extent a deliverable has not been accepted under section 8. A sum already earned, including the $99 after the demo is rendered, is not subject to that withholding. Withholding an undisputed sum is a breach. A dispute is not a ground for a chargeback. This paragraph does not limit a refund that this agreement expressly requires the Studio to pay. This agreement does not add a separate interest charge for a late payment. A tax on the Client’s own business is the Client’s.

5. Ownership after the balance is paid

Each preliminary concept, brand concept, interactive demo, preview address, layout, style sheet, script, and interface structure created by the Studio remains the Studio’s sole and exclusive property until the Client has paid the full balance for that project. Payment of the $99 deposit does not transfer that property.

When the full balance has cleared, the Studio assigns the delivered front-end code, the design assets for that project, and the placement of components the Client already uses. Title to those delivered files then passes to the Client. Connection of the Client’s domain is a step of delivery. The Studio retains no monthly hosting or maintenance claim in the transferred files. For a font, plugin, or stock component the Studio selected, the Client receives only the right the Studio holds and is permitted to pass on under that component’s own license. The Studio does not assign a license the upstream terms do not permit it to assign. A conflict in such a component that the Studio knew of at delivery is not shifted to the Client. A latent conflict unknown to the Studio at delivery remains subject to the replacement remedy in section 8. The assignment does not transfer the Studio’s pre-existing templates, tools, or methods. The Client may use those only as they are embodied in the delivered files. If an upstream license for a font, plugin, stock component, or open-source component requires a credit, the Studio will include that credit in the delivered files, and the Client shall not remove a credit that license requires.

Until the final balance is paid in full, the Studio may withhold the files and may disable, revoke, or unpublish a preview address, a hosted preview, or a temporary domain the Studio controls, if the Client does not pay or otherwise breaches a payment term. That step is a contractual remedy. It is not a statement that a financing statement has been filed, or that a security interest has attached or been perfected. The Studio has no liability for interruption of the Client’s business arising from that step, except liability that New Jersey law does not permit a contract to limit.

Until title passes under this section, a preview address, a staging address the Studio hosts, and DNS settings the Studio controls for that preview or staging address remain the Studio’s infrastructure. The Client’s own domain registration and registrar account remain the Client’s. As between the parties, disabling infrastructure the Studio controls is the remedy stated above and is not a failure to deliver files whose title has not passed. A court decides whether a statute applies. This paragraph does not bind a prosecutor or a person who is not a party.

Booking and payment links the Client already uses may be placed on the page. The Studio does not open a Stripe, Tally, or Typeform account for the Client.

After title passes and the Client has put the delivered page into public commercial use, the Studio may show that page, or a screenshot of it, as an example of the Studio’s work on lesterbranding.com and in the Studio’s portfolio. The example will not include non-public intake information. The Client may opt out by a writing sent to support@lesterbranding.com. If the writing arrives before the Studio publishes the example, the Studio will not publish it. If the writing arrives after publication, the Studio will remove the example from lesterbranding.com within 14 days. This paragraph does not require the Client to remove the Client’s own site, and it does not apply to an unpaid demo displayed under section 6.

6. Demos that end before full payment

An interactive preview, prototype, or demo that the Studio completes, and that the Client then terminates, abandons, or cancels before the full package price is paid, remains the exclusive intellectual property of the Studio identified in the mark at the top of this page.

If the Client cancels, abandons, or fails to pay the full balance after viewing a demo, including after payment of the $99 deposit, the Client forfeits all rights in that demo. The Studio may modify, reuse, host, and publicly display that demo on lesterbranding.com and in the Studio’s other marketing, without further consent and without compensation.

Each unpaid interactive demo and preview address is a copyrighted work of the Studio and bears a proprietary digital mark. Access to the demo grants no license to reproduce it.

Logos, photographs, trademarks, and copy that the Client supplied remain the Client’s. The Studio will not present those supplied materials as the Studio’s own brand. The layout, structure, and implementation of the abandoned demo remain the Studio’s.

7. When the schedule starts, and when it pauses

The 24-hour demo and the 24-to-48-hour package delivery are target estimates. Time is not of the essence. A stated turnaround begins only when the Studio has confirmed that the intake is complete, the $99 deposit or the full payment has cleared, and the materials required for the work are complete and accurate. Until those conditions are met, the schedule has not commenced. A delay in the Client’s assets, domain access, or reply pauses the schedule. That pause is not a breach by the Studio and creates no liability. The turnaround depends on the Client’s prompt cooperation and timely review.

If the Client does not respond to an intermediate preview, a review request, or an inquiry within 48 hours, the schedule suspends automatically. The delivery window then extends one day for each day of that delay. The extension creates no liability for the Studio. Work resumes when the Client responds. That suspension is not acceptance of a final deliverable.

If the Client does not respond for fourteen days after a deliverable or a feasibility notice, the project is abandoned. Sums then paid are retained as compensation for design time already performed. That retention is not an additional sum and does not include legal costs. Preliminary assets for which title has not passed remain the Studio’s sole property. An assignment that has already taken effect under section 5 is not undone.

Connecting a custom domain depends on the Client’s registrar. Public DNS propagation commonly takes 2 to 24 hours. That interval is not part of the design turnaround.

8. Thirty-day warranty

A final deliverable is a deliverable the transmitting email identifies as submitted for final acceptance. It is accepted when the Client approves it in a writing, including email to support@lesterbranding.com, when the Client connects a custom domain or otherwise puts that deliverable into public commercial use, or when 7 calendar days pass after that transmission without a written rejection. A rejection must describe the material non-conformity in specific terms and must be sent to support@lesterbranding.com. An intermediate preview that the transmitting email does not identify as submitted for final acceptance is not accepted by the passage of time. The 24-hour demo the Client may discontinue under section 4 is not a final deliverable. Silence that suspends the schedule under section 7 is not acceptance.

Sending a preview address by email to the address stated on the Intake Form is delivery of that preview. The Studio does not transmit the preview through a separate form service, and it does not keep a log of whether the Client opened the preview. As between the parties, that email, and a later connection of the Client’s custom domain, are evidence of delivery. A card issuer, a bank, or a payment processor decides a dispute under its own rules. That evidence does not bind the processor or a court.

On acceptance, the Client waives a claim that the deliverable was not delivered, a claim of aesthetic dissatisfaction, and a claim of structural non-conformity that the Client did not describe in a timely rejection. Layout and styling defects remain subject to the warranty in this section. The asset-replacement remedy and any refund this agreement expressly requires are unchanged. A sum earned on acceptance is non-refundable except as this agreement expressly states.

For 30 days after launch, the Studio will correct layout and styling defects in the pages it delivered, and will help troubleshoot a booking or payment embed that the Client already used and that the Studio placed as agreed. The warranty does not cover edits the Client, or anyone working for the Client, makes after launch. It does not cover new pages, new features, or a change of scope.

A structural or code-level change that the Client, or a person other than the Studio, makes to the delivered pages, other than the one cosmetic round in section 9, takes the changed portion outside this warranty and outside the support commitment for that portion. A layout or styling defect in the pages as the Studio delivered them, which that change did not cause, remains under this warranty. The Studio is not liable for a failure, a security exposure, a loss of data, a visual defect, or an interruption caused by that change, by the Client’s handling of a credential, or by an update, outage, or withdrawal of a hosting, network, or payment service the page uses, including Vercel, Cloudflare, or Stripe. Section 12 continues to apply. This paragraph does not limit liability that New Jersey law does not permit a contract to limit.

The Client acknowledges that the Studio may use component libraries, open-source interface frameworks, rapid prototyping, component assembly, and automated or AI-assisted layout tools to meet a stated 24-to-48-hour turnaround. The Studio selects and integrates those components for the storefront. To the fullest extent permitted by New Jersey law, the Studio is not liable for a latent copyright or license conflict in third-party open-source material, in an engine the Studio does not control, or in output of an automated layout tool, that the Studio did not know of when it delivered the page. The Client’s remedy for that conflict is the Studio’s prompt replacement of the affected asset, at no charge, during this 30-day warranty. This paragraph does not limit the Client’s warranty that its own materials do not infringe, and it does not limit liability that New Jersey law does not permit a contract to limit.

During that warranty the Studio answers a request sent to support@lesterbranding.com within 24 hours.

9. Outside the scope

The packages exclude user login, registration, and any membership area; a custom database; a full shopping cart and checkout; and financial or cryptocurrency trading. The Studio declines that work unless an authorized officer of the Studio agrees to it in a writing that the officer signs or executes electronically.

Each package includes one round of minor cosmetic revision. That round is limited to text adjustments or color changes, and the Client must request it in writing within 48 hours after the Studio transmits the initial preview. A structural redesign, a functional expansion, a new page, or a change after acceptance is outside the package. It requires a separate writing signed or electronically executed by an authorized officer of the Studio and a separate fee, or an add-on selected on the Intake Form. This paragraph does not reduce the correction of layout and styling defects under section 8, and it does not change a schedule suspension under section 7.

The packages are not an accessibility audit. The Studio does not warrant that a delivered page meets every success criterion of the Web Content Accessibility Guidelines, or every interpretation of the Americans with Disabilities Act, unless an authorized officer of the Studio agrees to that work in a separate signed writing. The Client is responsible for text, images, and other content the Client supplies, and for changes made after delivery. Before the Client commences a claim that a page the Studio delivered fails an accessibility standard, the Client shall give written notice to support@lesterbranding.com and a reasonable opportunity to cure, no shorter than the warranty in section 8. A person who is not a party is not bound by this paragraph. A claim arising from the Client’s content or the Client’s changes is subject to the indemnity in section 10. The Studio’s liability to the Client remains subject to section 12.

10. Client materials and indemnity

The Client warrants that it has the right to license to the Studio every logo, font, photograph, and copy it supplies, and grants the Studio a license to use those materials to perform the project and, unless the Client opts out under section 5, to show a completed public example. The Client warrants that every logo, text, photograph, and other brand material it provides in the intake or during the project does not infringe a copyright, trademark, right of publicity, or other right of any other person. The Client is also responsible for the products and statements on the finished site. The Studio may rely on the intake and on the files the Client provides.

Before the Client puts a delivered page into public commercial use, the Client shall review that page, including imagery, type, and components placed on it. The Client is solely responsible for clearing the rights in every logo, photograph, text, mark, font, or other asset the Client supplies or specifically asks the Studio to use. The Studio may place type, imagery, and open-source components it selects. The Client’s review and later deployment do not transfer to the Client a copyright, trademark, right-of-publicity, or license conflict in a font, stock image, or open-source component that the Studio itself selected and knew of at delivery. A latent conflict in such a component, unknown to the Studio at delivery, remains subject to the replacement remedy in section 8.

THE CLIENT WILL INDEMNIFY, DEFEND, AND HOLD HARMLESS THE STUDIO AND ITS OFFICERS AND OPERATORS FROM CLAIMS, DAMAGES, LIABILITIES, AND LEGAL FEES ARISING FROM THE CLIENT’S MATERIALS, FROM AN ASSET THE CLIENT SPECIFICALLY ASKS THE STUDIO TO USE, FROM A COPYRIGHT, TRADEMARK, RIGHT-OF-PUBLICITY, OR LICENSE CLAIM ARISING FROM THOSE MATERIALS OR THAT REQUEST, FROM THE CLIENT’S BREACH OF THIS AGREEMENT, OR FROM A THIRD PERSON’S CLAIM ABOUT THE CLIENT’S OWN BUSINESS. THE STUDIO MAY CHOOSE COUNSEL FOR THAT DEFENSE AT THE CLIENT’S EXPENSE IF THE CLIENT DOES NOT PROMPTLY PROVIDE A CAPABLE DEFENSE. THIS INDEMNITY DOES NOT COVER A CONFLICT IN A FONT, STOCK IMAGE, OR OPEN-SOURCE COMPONENT THAT THE STUDIO ITSELF SELECTED AND KNEW OF AT DELIVERY.

12. Limitation of liability and disclaimer of warranties

THE STUDIO DOES NOT WARRANT A SEARCH RANKING, A TRAFFIC RESULT, A REVENUE RESULT, OR UNINTERRUPTED SERVICE FROM A REGISTRAR OR FROM AN EMBED THE CLIENT ALREADY USES.

TO THE FULLEST EXTENT PERMITTED BY NEW JERSEY LAW, THE STUDIO, ITS OFFICERS, AND ITS OPERATORS ARE NOT LIABLE TO THE CLIENT FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, BUSINESS INTERRUPTION, LOSS OF DATA, OR REPUTATIONAL HARM, ARISING OUT OF THE SERVICES OR THE DELIVERABLES. THE CLIENT SHALL NOT ASSERT THOSE CATEGORIES OF DAMAGES FOR A THIRD PERSON. THE STUDIO’S TOTAL AGGREGATE LIABILITY TO THE CLIENT ARISING OUT OF A PROJECT, WHETHER IN CONTRACT, WARRANTY, TORT INCLUDING NEGLIGENCE, OR ANY OTHER THEORY, SHALL NOT EXCEED THE FEES THE CLIENT ACTUALLY PAID THE STUDIO FOR THAT PROJECT. IF THE ONLY SUM PAID FOR THAT PROJECT IS THE $99 DEMO DEPOSIT, THE CEILING IS THAT $99. THE CEILING IS THE FEES PAID FOR THAT PROJECT. IT IS NOT A TOTAL OF FEES PAID IN THE TWELVE MONTHS BEFORE THE CLAIM, AND IT IS NOT REDUCED BECAUSE THOSE PROJECT FEES WERE PAID MORE THAN TWELVE MONTHS BEFORE THE CLAIM. THIS CEILING APPLIES ONLY TO A CLAIM BETWEEN THE STUDIO AND THE CLIENT. IT DOES NOT LIMIT A CLAIM BY A PERSON WHO IS NOT A PARTY. THE CEILING DOES NOT REDUCE A REFUND THIS AGREEMENT EXPRESSLY REQUIRES THE STUDIO TO PAY, AND IT DOES NOT REPLACE THE ASSET-REPLACEMENT REMEDY IN SECTION 8. THESE TERMS DO NOT LIMIT LIABILITY THAT NEW JERSEY LAW DOES NOT PERMIT A CONTRACT TO LIMIT.

A DELIVERED PAGE MAY INCLUDE A BOOKING, PAYMENT, OR SCHEDULING LINK THE CLIENT ALREADY USES, INCLUDING A LINK FOR STRIPE, SQUARE, CALENDLY, OR ACUITY, OR A GOOGLE MAP THE STUDIO PLACES. LESTERBRANDING.COM IS SERVED THROUGH HOSTING AND NETWORK PROVIDERS, INCLUDING VERCEL AND CLOUDFLARE. THE STUDIO DOES NOT OPEN A STRIPE, SQUARE, CALENDLY, ACUITY, TALLY, OR TYPEFORM ACCOUNT FOR THE CLIENT. AN OUTAGE, WITHDRAWAL OF AN INTERFACE, ACCOUNT SUSPENSION, PAYMENT HOLD, OR DATA-PROCESSING ERROR AT ONE OF THOSE PROVIDERS IS THAT PROVIDER’S RESPONSIBILITY. THE STUDIO HAS NO LIABILITY FOR IT, AND NO LIABILITY FOR A CHANGE THE CLIENT OR ANOTHER PERSON MAKES TO DELIVERED CODE AFTER DELIVERY, OR FOR THE CLIENT’S HANDLING OF A CREDENTIAL. THIS PARAGRAPH DOES NOT LIMIT LIABILITY THAT NEW JERSEY LAW DOES NOT PERMIT A CONTRACT TO LIMIT.

The Studio is excused from delay, non-performance, or interruption caused by an event beyond its reasonable control. That includes a widespread Internet outage, a failure of cloud or network infrastructure on which delivery depends, including Vercel, Cloudflare, or an upstream network the Studio does not operate, withdrawal or failure of a third-party interface the Client already uses, including Stripe, Calendly, or Google Maps, a cyberattack, an act of God, a labor strike, or a governmental action. Such an event is not a breach. It is not a ground to withhold a sum already earned, to charge back a completed demo or a delivered milestone, or to claim damages for the interruption. It does not make an unrendered service earned. This paragraph does not limit liability that New Jersey law does not permit a contract to limit.

FOR A CLAIM BETWEEN THE STUDIO AND THE CLIENT THAT THE STUDIO HAS BREACHED THIS AGREEMENT, THE CLIENT’S REMEDY IS MONETARY DAMAGES, EXCEPT A THIRD-PARTY OR GENERATED-ASSET CONFLICT, FOR WHICH THE REMEDY IS THE REPLACEMENT STATED IN SECTION 8, AND EXCEPT AN ORDER THAT REQUIRES THE STUDIO TO CORRECT A DELIVERED PAGE, TO RETURN THE CLIENT’S MATERIALS, OR TO STOP USING A CLIENT ASSET OUTSIDE THIS AGREEMENT. THOSE DAMAGES SHALL NOT EXCEED THE FEES THE CLIENT ACTUALLY PAID THE STUDIO FOR THE PROJECT. THIS PARAGRAPH DOES NOT LIMIT A CLAIM BY A PERSON WHO IS NOT A PARTY. THE CLIENT SHALL NOT SEEK AN ORDER WHOSE PURPOSE IS TO TAKE LESTERBRANDING.COM OFFLINE, TO DISABLE THE STUDIO’S SHOWCASES, OR TO DISABLE A PREVIEW THE STUDIO HOSTS FOR ANOTHER CLIENT. THE STUDIO MAY ASK A COURT FOR AN INJUNCTION TO STOP COPYING OF AN UNPAID DEMO OR MISUSE OF THE MARK. THE COURT DECIDES WHETHER TO ISSUE ANY ORDER.

13. Disputes, fees, and New Jersey law

These Terms were first effective on November 15, 2025. They were amended and republished on October 27, 2026, as Version 2.0. Submission of the intake, payment of the deposit, or payment of a package on or after October 27, 2026 constitutes acceptance of Version 2.0, the version identified in the submission record. The Studio may post a revised version on this page at any time. A revised version governs a new Intake Form submitted after it is posted. A project already accepted remains governed by the version in effect when the Studio accepted it. A later version applies to that project only when an authorized officer of the Studio signs or electronically executes a writing that adopts it. Continued browsing of lesterbranding.com, or use of a preview address, on or after October 27, 2026 does not amend a project already accepted and does not by itself form the agreement in section 3. A person who has not submitted an Intake Form is not a party to the payment terms. Reading a revised page does not form that agreement.

The common-law mark identified above, and the commercial reputation associated with it, are assets of the Studio. A statement of fact about them that the Client knows to be false is governed by this section. A truthful, non-deceptive account is not a breach.

The Client shall not publish, post, broadcast, or disseminate, on a public review platform, a social network, or any other public channel anywhere, a statement of fact about the Studio, the mark, its personnel, or its deliverables that the Client knows to be false, or that is defamatory, or that is trade libel. Trade libel, for this paragraph, is a statement of fact that disparages the quality of the Studio’s work or of a deliverable, is published to a third person, causes pecuniary loss, and is made with knowledge of its falsity or with reckless disregard of its truth. A truthful, non-deceptive account of the Client’s own experience, a statement of opinion, and a good-faith complaint to a regulator or to the Client’s own counsel are not a breach. An unverified statement is not, by that fact alone, a breach. This prohibition is a Site Term. It applies to every person who accesses the Site. The Client agrees that a breach causes irreparable harm. The Studio may apply in the Superior Court of New Jersey, Law Division, Burlington County, or in the United States District Court for the District of New Jersey, Camden Vicinage, for a temporary restraining order and a preliminary injunction compelling retraction or removal, and may do so against any person who commits the breach. The Client shall pay the Studio’s reasonable attorneys’ fees, court costs, and reasonable investigative expenses incurred in a proceeding in which the Studio obtains that order or otherwise prevails on the claim, to the extent New Jersey law permits enforcement of this sentence. From a person who has not formed Part B, the Studio will seek the fees and costs a statute or court rule awards, including N.J.S.A. 2A:15-59.1, N.J.S.A. 2A:53A-58 in a proceeding under that Act, and Rule 11 of the Federal Rules of Civil Procedure. The monetary remedy is the pecuniary loss proved. This paragraph does not set a preset sum and does not assess a sum for each platform. The same loss may also be pursued as injurious falsehood under Restatement (Second) of Torts §§ 623A and 624, and, where its elements are met, as tortious interference with prospective economic advantage. Those pursuits are the same loss, not an additional sum.

Where the elements of tortious interference with prospective economic advantage are met under the common law of New Jersey, the Studio may pursue that claim against the person who meets those elements. This agreement does not create the claim, does not supply its elements, and does not set its damages. Punitive damages may be sought only under the New Jersey Punitive Damages Act, N.J.S.A. 2A:15-5.9 et seq., and only if N.J.S.A. 2A:15-5.12 is met, including proof by clear and convincing evidence of actual malice or wanton and willful disregard. Any award is subject to N.J.S.A. 2A:15-5.14. This agreement does not create punitive damages and does not set a sum.

Part A binds every person who accesses the Site. Part B binds the Client. The Studio will seek proved damages, injunctive relief, and the fees and costs stated in this section. These Terms do not create punitive damages and do not set a fine or a preset sum. The Studio will not demand a recovery on a cause of action that a statute has abolished or barred.

The Client shall not publish a home address or a personal telephone number of an officer of the Studio for the purpose of causing harassment. The Client shall not submit to a payment provider, a hosting provider, or a domain registrar a complaint the Client knows to be false and sends in order to disrupt the Studio’s operations. A truthful, non-deceptive account, and a good-faith complaint, are not a breach. For a breach of this paragraph, the Studio seeks the business-disruption loss proved in court and may ask the court for an injunction. The Studio may refer a matter to law enforcement. This paragraph does not set a preset sum. The prohibition applies to every person who accesses the Site. Contractual damages under this paragraph are owed by the Client.

A person who submits a DMCA takedown notice against the Studio, lesterbranding.com, or a showcase demo, and who knowingly and materially misrepresents that the material is infringing, is liable under 17 U.S.C. § 512(f) for the resulting damages, including lost profits and the cost of restoration, and for attorneys’ fees.

Each party bears its own attorneys’ fees and expenses, except a fee or cost a court awards under a statute or a court rule. Where a court finds that a filing was frivolous under N.J.S.A. 2A:15-59.1, or that a paper violated Rule 1:4-8 of the Rules Governing the Courts of the State of New Jersey or Rule 11 of the Federal Rules of Civil Procedure, the Studio may seek the award that statute or rule provides. A demand letter, a preservation letter, a regulatory complaint, and the commencement of an action are not, by themselves, a breach, and they do not create liability for defense fees, investigative expenses, or compensation for executive time. The Studio will seek that award. These Terms do not state a preset amount.

A good-faith complaint to a regulator, a letter that preserves a claim, and an ordinary communication from the Client or the Client’s counsel before a suit are not a breach. For a regulatory complaint the Client knows to be false, the Studio seeks only the amount a court awards after a finding of bad faith. This agreement does not preset that amount.

If a civil claim against the Studio is based on the Studio’s speech, and a court holds that the New Jersey Uniform Public Expression Protection Act applies, the Studio reserves the right to apply for an order to show cause under N.J.S.A. 2A:53A-49 et seq. The short title does not decide which claims the Act covers. This agreement does not state that scope. Posting these Terms does not dismiss a claim. The Studio may ask the court to stay other proceedings under N.J.S.A. 2A:53A-52. That section states a presumption that such a stay shall be granted. The stay is not self-executing. A motion under N.J.S.A. 2A:53A-58 for costs, attorney’s fees, and expenses is not subject to that stay. N.J.S.A. 2A:53A-58 provides that the court shall award court costs, reasonable attorney’s fees, and reasonable litigation expenses related to the order to show cause to the moving party if the moving party prevails, and to the responding party only if the responding party prevails and the court finds that the order to show cause was frivolous or filed solely with intent to delay the proceeding. Where the Studio is the moving party and prevails, the Studio will seek the award under N.J.S.A. 2A:53A-58. If the court finds the Studio’s order to show cause frivolous or filed solely with intent to delay, the same section awards those amounts to the responding party. The Act applies according to its own terms, including the claims it does not cover. This agreement does not waive, limit, or expand the Act. A truthful account of the Client’s own experience is not a breach.

The Studio shall not recover both proved actual damages and statutory damages for the same act. Sums already paid and retained on abandonment under section 7 are compensation for design time already performed. They are not an additional sum and they are not a recovery of legal costs. The Client’s remedy in section 12 is unchanged.

A failure, delay, or forbearance in exercising a right is not a waiver of that right. A waiver is binding only when an authorized officer of the Studio signs or electronically executes a writing that states it. A lawyer who is not a party is not bound by this agreement.

These Terms, the privacy notice and litigation annex, and the intake record are the entire, final, and complete agreement concerning the project. They supersede all prior and contemporaneous negotiations, chat messages, including Telegram, WhatsApp, and WeChat, email threads, representations, and oral promises. No modification, waiver, or amendment is binding unless it is in a writing signed or electronically executed by an authorized officer of the Studio. A chat message, an email that is not that writing, or an oral statement does not change this agreement. A notice under this section is not an amendment. To the maximum extent permitted by applicable law, any dispute, claim, or controversy between the Studio and a person who has assented under section 3, including a person in any state, province, or country, arising out of or relating to the Site, the services, or this agreement, is governed exclusively by the laws of the State of New Jersey, without regard to conflict-of-law rules. A mandatory rule that a contract cannot waive remains in force. This sentence does not determine the law applicable to a person who has not assented. A court decides that question.

If the Client is an individual buying these services for personal, family, or household use, a New Jersey statute on consumer contracts, warranties, and notices applies according to its own terms. This agreement does not state that any particular consumer statute has been met, and it does not waive a right that such a statute does not permit a contract to waive.

In a court of the United States, a request for sanctions is made under Rule 11 of the Federal Rules of Civil Procedure. The court decides that request. The Studio will move for those sanctions. A truthful account is not a ground for the motion.

Before either party files a civil action or a demand for arbitration for breach of this agreement, that party shall give the other written notice, at the notice address stated below, describing the breach and allowing 14 days to cure. This step does not apply to a request for a provisional order, to a claim to stop ongoing copying of an unpaid demo, or to a deadline a statute does not permit a contract to delay. It does not apply to a person who has not assented. Giving the notice is not service of a summons or complaint.

A claim reserved to court in this section, a proceeding to compel arbitration or to confirm, modify, or vacate an award, and a Part A claim against a person who has not assented under section 3 over whom the court has personal jurisdiction, shall be brought only in the Superior Court of New Jersey, Law Division, Burlington County, or the United States District Court for the District of New Jersey, Camden Vicinage. The Studio’s notice address is in Burlington County. An appeal lies in the court that has appellate jurisdiction over that trial court. Each person who assents under section 3, wherever that person resides and from wherever that person accesses the Site, irrevocably submits to the exclusive personal jurisdiction and venue of those trial courts for that claim and waives any objection of inconvenient forum to the extent applicable law permits that waiver. A complaint to a government agency is filed with that agency under its own statute. Either party may ask a court that has jurisdiction over a person or over property for a provisional order to preserve the status quo. The court decides whether to grant it. Access, browsing, linking, or an automated request does not, by itself, submit a person to personal jurisdiction. This paragraph does not create personal jurisdiction over a person who has not assented under section 3. A court decides that question. A statute that requires a consumer claim to be heard in another forum applies according to its own terms.

THE CLIENT AND THE STUDIO AGREE THAT ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO PART B, THE SERVICES, OR THESE TERMS, BETWEEN THE STUDIO AND A PERSON WHO HAS ASSENTED UNDER SECTION 3, SHALL BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION. THE CLIENT UNDERSTANDS AND AGREES THAT ARBITRATION WAIVES THE RIGHT TO SUE IN COURT AND THE RIGHT TO A TRIAL BY JURY FOR AN ARBITRABLE CLAIM. IF THE CLAIMANT IS AN INDIVIDUAL WHO BOUGHT THE SERVICES FOR PERSONAL, FAMILY, OR HOUSEHOLD USE, THE AAA CONSUMER ARBITRATION RULES APPLY, AND THE STUDIO WILL PAY THE AAA ADMINISTRATIVE AND ARBITRATOR FEES THAT EXCEED THE FILING FEE OF A CIVIL ACTION IN THE NEW JERSEY SUPERIOR COURT. OTHERWISE THE AAA COMMERCIAL ARBITRATION RULES APPLY. ONE ARBITRATOR WILL HEAR THE CLAIM, REMOTELY OR IN NEW JERSEY. THE FEDERAL ARBITRATION ACT GOVERNS THIS AGREEMENT TO ARBITRATE. NEW JERSEY LAW GOVERNS THE MERITS. THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OR PRESIDE OVER A CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. THE CLIENT MAY OPT OUT OF THIS ARBITRATION PARAGRAPH BY A WRITING SENT TO SUPPORT@LESTERBRANDING.COM WITHIN 30 DAYS AFTER SUBMITTING THE INTAKE FORM. AN OPT-OUT DOES NOT AFFECT THE CLASS-ACTION WAIVER, THE JURY WAIVER, OR NEW JERSEY GOVERNING LAW. THIS PARAGRAPH DOES NOT BIND A PERSON WHO HAS NOT ASSENTED UNDER SECTION 3.

The following may be brought in the courts named above and are not subject to that arbitration: a request for a temporary restraining order or a preliminary injunction to stop copying of an unpaid demo, misuse of the mark, or a publication prohibited by section 13; an individual action in small claims court within that court’s jurisdiction; and a defense, including an application under the New Jersey Uniform Public Expression Protection Act, to a civil claim filed in court against the Studio that is based on the Studio’s speech. Seeking that relief is not a waiver of arbitration of any remaining claim. A statute that forbids arbitration of a particular claim applies according to its own terms.

TO THE EXTENT NEW JERSEY LAW ENFORCES IT IN A CONTRACT FOR THESE SERVICES, EACH PARTY WAIVES TRIAL BY JURY IN ANY DISPUTE ARISING OUT OF THIS AGREEMENT THAT IS HEARD IN COURT. TO THAT SAME EXTENT, EVERY CLAIM SHALL BE BROUGHT ONLY IN AN INDIVIDUAL CAPACITY, AND THE CLIENT WAIVES ANY RIGHT TO COMMENCE, JOIN, OR PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN A CLASS ACTION, A CONSOLIDATED ACTION, OR A REPRESENTATIVE PROCEEDING. A WAIVER THAT NEW JERSEY LAW DOES NOT PERMIT IS UNAFFECTED.

Contractual notices to the Client may be sent by email to the address stated on the intake. The Client shall keep that address able to receive messages. Contractual notices to the Studio shall be sent to support@lesterbranding.com or by mail to 525 Route 73 North, Suite 104, Marlton, New Jersey 08053. The Studio sends contractual notices to the email address stated on the intake. Service of a summons, a complaint, or other process in a court proceeding shall be made only as the applicable court rules or a court order permit. This agreement does not make email complete service of process and does not waive Rule 4 of the Federal Rules of Civil Procedure.

If a court of competent jurisdiction holds any provision of this agreement invalid, unenforceable, or unconscionable, including a damages provision or a fee provision, that provision shall be modified to the minimum extent necessary to make it valid and enforceable. If modification is unavailable, the provision shall be severed. The remainder of this agreement shall continue in full force and effect. The warranty in section 8, the indemnification in section 10, the disclaimer and the limitation of liability in section 12, and the fee provision in this section are each independent. Invalidity of one does not affect the others.

The Studio is an independent contractor. This agreement does not create a partnership, a joint venture, or an employment relationship. A person who is not a party has no right to enforce this agreement.

The Studio may assign this agreement to a successor to the business. The Client may not assign a project without the Studio’s prior written consent.

These Terms are drafted in English. The English text published at lesterbranding.com/terms is the controlling text. A translation, including a summary in another language, is for convenience only and does not control interpretation or enforcement.

The provisions on ownership of intellectual property, withholding of unpaid files and previews, retention of sums already paid on abandonment, knowingly false statements, the authority warranty, the requirement of a signed writing to amend, the New Jersey forum, the agreement to arbitrate, the class-action waiver, and the jury waiver survive termination, cancellation, or expiration of this agreement.