1 Introduction and Acceptance of Terms
Welcome to ALC Innovation ("Company," "we," "us," or "our"). These Terms of Service ("Terms") constitute a legally binding agreement between ALC Innovation, a Virginia-based business, and you, the client ("Client," "you," or "your"), governing your access to and use of our services.
By engaging our Services, signing a service agreement, making any payment, or otherwise indicating acceptance electronically or in writing, you acknowledge that you have read, understood, and agree to be bound by these Terms in their entirety.
2 Description of Services
2.1 Website Design and Development
We design, develop, and build websites for businesses, including complimentary builds subject to an ongoing monthly service agreement.
2.2 Website Hosting and Maintenance
Managed hosting including server management, uptime monitoring, software updates, security patches, and general technical maintenance.
2.3 AI Automation Services
Workflow automation, lead management tools, customer interaction systems, and business process optimization.
2.4 AI Chatbot Services
AI-powered chatbot for visitor inquiries, lead capture, and customer engagement. Responses are AI-generated and subject to Section 13 disclaimers.
2.5 AI Audit and Consultation
Free or paid AI audit assessments to evaluate your business's digital presence and identify automation opportunities.
2.6 Additional Services
Digital strategy consulting, content creation, SEO, and other digital solutions, described in a separate proposal or SOW.
3 Service Area
ALC Innovation is headquartered in the Commonwealth of Virginia and primarily serves businesses in the Hampton Roads, Virginia metropolitan area. We also serve clients throughout Virginia and may extend service to other states. These Terms apply regardless of where you are located.
4 Client Eligibility
By engaging our Services, you represent and warrant that:
- ▸ You are at least 18 years of age
- ▸ You are authorized to enter into a binding agreement on behalf of the business entity you represent
- ▸ The business you represent is a lawfully operating entity
- ▸ All information you provide to us is truthful, accurate, and complete
5 Free Website Offer and Monthly Service Fee
5.1 Free Website Build
ALC Innovation may offer to build a website at no initial cost as part of a promotional campaign. The term "free" refers exclusively to the waiver of the initial design and development fee.
5.2 Monthly Service Fee
All websites are subject to a recurring Monthly Fee covering hosting, maintenance, security, AI chatbot functionality, and ongoing technical support. The fee will be clearly communicated before commencement.
5.3 Fee Commencement
The Monthly Fee begins on the date the website is accepted by the Client or deemed accepted, or on a mutually agreed-upon date.
5.4 Ownership
Websites built under the Free Website Offer remain the property of ALC Innovation until all conditions in Section 9 are satisfied.
5.5 Delivery and Acceptance
The Client has 5 business days from delivery notice to submit written objections. If no objections are submitted, the website is deemed accepted. Any future changes will be treated as revisions under Section 6.
5.6 Content Updates Not Included
The Monthly Fee does not include content updates. ALC Innovation may optionally provide limited self-service access to certain website tools.
6 Revision Policy and Change Requests
2
Included Revisions
Lifetime of service agreement
Additional Revisions
Billed as a recurring add-on, per-change flat rate, or hourly — quoted in writing before work begins.
All revision requests must be submitted in writing. Verbal requests will not be accepted. Revisions do not reset monthly or annually.
7 Payment Terms
7.1 Due Dates
Payment due within 7 days of invoice date unless otherwise stated.
7.2 Recurring Billing
Monthly fees are billed on a recurring basis on the same date each month. The Client authorizes ALC Innovation to charge the payment method on file each billing cycle until the agreement is terminated in accordance with Section 17.
7.3 Late Payments
- ▸ Late fee: 1.5% per month on outstanding balance
- ▸ Services may be suspended until account is current
- ▸ Website may be taken offline after 5 days of non-payment
- ▸ Agreement terminated after 30 days of non-payment
7.4 Accepted Payment Methods
ALC Innovation accepts payment via major credit cards, ACH bank transfer, and other methods as communicated at time of invoicing. All payments are processed through secure, third-party payment processors.
7.5 No Refunds
Unless expressly stated otherwise in a separate written agreement, all fees paid to ALC Innovation are non-refundable.
7.6 Price Adjustments
ALC Innovation may adjust the Monthly Fee with 30 days' prior written notice. Client may terminate within that period without paying the increased rate.
8 Client Responsibilities
- ▸ Provide timely and accurate content, images, branding assets, and feedback
- ▸ Designate a primary point of contact authorized to make decisions
- ▸ Review and respond to deliverables promptly — delays may extend project timelines
- ▸ Ensure all content provided is owned or properly licensed and does not infringe third-party rights
- ▸ Maintain confidentiality of any account credentials provided
- ▸ Comply with all applicable laws in connection with the use of Services
- ▸ Not use Services for unlawful, fraudulent, defamatory, or harmful purposes
- ▸ Not attempt to reverse-engineer or copy any proprietary systems or processes of ALC Innovation
8.1 Client's Own Legal Documents
ALC Innovation is not responsible for drafting, providing, implementing, or maintaining the Client's own Privacy Policy, Terms of Service, or any other legal disclosures required for the Client's website or business. The Client is solely responsible for obtaining, supplying, and keeping current any such legal documents. ALC Innovation will only implement a Privacy Policy or Terms of Service on a Client's website if the Client explicitly requests it and provides the content. Any such implementation is performed solely as a technical service and does not constitute legal advice.
9 Intellectual Property
9.1 ALC Innovation Property
All proprietary tools, systems, workflows, automations, code libraries, templates, and AI models remain the exclusive intellectual property of ALC Innovation.
9.2 Website Ownership (Free Website Offer)
- ▸ ALC Innovation retains full ownership while the Monthly Fee agreement is active
- ▸ Client is granted a revocable, non-exclusive license for business use during the active agreement
- ▸ Ownership may transfer only if all fees are paid, a $50 administrative transfer fee is paid, and a written transfer agreement is executed
- ▸ If terminated for cause (non-payment, breach), ALC Innovation retains all rights and may take the website offline
- ▸ If ALC Innovation terminates without cause, website files and domain are transferred to the Client at no charge
9.3 Client Content
The Client retains ownership of all original content, images, logos, and copy provided to ALC Innovation. Client grants ALC Innovation a non-exclusive license to use such materials solely for performing the Services.
9.5 Domain Ownership
All domain names purchased by ALC Innovation on behalf of the Client remain the exclusive property of ALC Innovation unless formally transferred. Transfer is subject to the conditions and $50 administrative fee in Section 9.6, except where Section 9.2(e) applies.
9.6 Transfer Fee
A non-refundable $50 administrative transfer fee applies to website file and/or domain transfers. Transfer will be completed within 14 business days of receiving full payment and required information. This fee is waived if ALC Innovation terminates without cause.
10 Hosting and Uptime
10.1 Hosting Provider: ALC Innovation provides managed website hosting using reputable third-party infrastructure providers. The specific hosting provider may change at ALC Innovation's discretion without notice to the Client, provided that service quality is not materially diminished.
10.2 Uptime: ALC Innovation does not guarantee 100% uptime. Websites may occasionally experience downtime due to maintenance, software updates, third-party outages, or force majeure events.
10.3 Backups: ALC Innovation maintains reasonable backup procedures. Clients are encouraged to independently maintain copies of their content. ALC Innovation shall not be liable for any data loss.
10.4 Security: ALC Innovation implements industry-standard security measures including SSL/TLS encryption, regular software updates, and malware monitoring. However, no security measure is infallible. ALC Innovation is not liable for security breaches resulting from factors outside its reasonable control, including Client-side vulnerabilities or third-party platform compromises.
10.5 Third-Party Integrations: ALC Innovation is not responsible for the availability, performance, security, or functionality of any third-party tool or platform integrated into Client websites. The Client is solely responsible for reviewing and complying with third-party terms. If an integration becomes unavailable, any remediation is treated as an out-of-scope revision.
11 Accessibility
ALC Innovation makes reasonable efforts to follow generally accepted web accessibility principles (WCAG 2.1), but does not guarantee full compliance with WCAG 2.1 Level AA, Level AAA, or any other accessibility standard.
The Client is solely responsible for evaluating whether their website satisfies applicable accessibility requirements under federal or state law, including the ADA and Section 508. ALC Innovation is not responsible for any legal claims or penalties arising from the accessibility status of a Client's website.
Accessibility audits and WCAG-compliance improvements are available as a separate, paid service.
12 Cookie Consent, Tracking, and Analytics
Websites built or managed by ALC Innovation may utilize cookies, analytics scripts, Google Analytics, or similar technologies. Compliance with applicable privacy laws (VCDPA, CCPA, etc.) is the Client's sole responsibility.
Cookie consent banner implementation is not included in the standard Monthly Fee and is available as a separate, quoted service.
Analytics Data Ownership: Analytics data collected through tools installed by ALC Innovation (including Google Analytics accounts created by ALC Innovation) is owned and controlled by ALC Innovation. Clients may request access or account transfer in writing, subject to a separate agreement or fee.
13 Artificial Intelligence Disclaimer
13.1 Client Responsibility: The Client is responsible for reviewing, approving, and verifying all AI-generated content before it is published or relied upon for business decisions.
13.2 Chatbot Liability: ALC Innovation is not liable for damages arising from a website visitor's reliance on chatbot-generated responses. The Client bears sole responsibility for monitoring chatbot outputs and supplying accurate source information.
13.3 Third-Party AI Models: Our AI-powered Services may use third-party AI models and APIs governed by their own terms. ALC Innovation is not responsible for changes or limitations imposed by third-party AI providers.
13.4 No Guarantee of Outcomes: ALC Innovation does not guarantee specific business outcomes, revenue increases, lead generation results, or return on investment from AI-powered Services.
14 Communication and Consent
By engaging our Services, you consent to receive communications from ALC Innovation via email, SMS/text, and phone calls for service delivery, billing, and marketing purposes.
Opt-Out: Reply "STOP" to any SMS message or click "unsubscribe" in any email to opt out of marketing communications. This does not affect transactional or service-related communications.
All outreach is conducted in compliance with applicable laws, including the TCPA, CAN-SPAM Act, and applicable state consumer protection regulations.
15 Confidentiality
Both parties agree to maintain the confidentiality of any proprietary, sensitive, or non-public information exchanged during the business relationship, including business strategies, client lists, pricing, technical processes, workflows, login credentials, and proprietary tools. Confidentiality obligations survive termination for two (2) years.
16 Non-Solicitation
During the service relationship and for two (2) years following its termination, the Client agrees not to directly or indirectly solicit, recruit, hire, or engage any employee, contractor, or subcontractor of ALC Innovation who was involved in performing Services. Breach of this section entitles ALC Innovation to seek injunctive or other equitable relief.
17 Term and Termination
17.1 Term
These Terms commence on the date the Client first engages ALC Innovation's Services and continue on a month-to-month basis until terminated by either party in accordance with this Section.
17.2 Termination by Client
Client may cancel at any time by providing written notice before their next billing cycle. No early termination fees apply.
17.3 Termination by ALC Innovation Without Cause
ALC Innovation may terminate with 7 days' written notice. Website files and domain are transferred to the Client at no charge.
17.4 Termination for Cause (Immediate)
ALC Innovation may immediately terminate if the Client breaches these Terms, is past due 30+ days, engages in unlawful conduct, or continued service would require violating law.
17.5 Effect of Termination
- ▸ All outstanding fees become immediately due
- ▸ Website may be taken offline and all Services discontinued
- ▸ Client's license to ALC Innovation-owned deliverables is immediately revoked
- ▸ ALC Innovation reserves the right to delete all Client data and website files 30 days after termination
18 Limitation of Liability
Cap on Liability
ALC Innovation's total aggregate liability shall not exceed the total fees paid by the Client during the six (6) months immediately preceding the event giving rise to the claim.
19 Indemnification
The Client agrees to indemnify and hold harmless ALC Innovation from claims arising out of or related to:
- ▸ The Client's breach of these Terms
- ▸ The Client's use of the Services
- ▸ Any content, materials, or data provided by the Client
- ▸ The Client's violation of any law, regulation, or third-party right
- ▸ Claims made by the Client's customers or website visitors
- ▸ Failure to implement required cookie consent, accessibility accommodations, or privacy notices
20 Disclaimer of Warranties
21 Dispute Resolution
Informal Resolution
Good-faith negotiation for 30 days following written notice of dispute.
Non-Binding Mediation
Administered in the Commonwealth of Virginia. Must complete within 30 days of mediator selection.
Binding Arbitration (AAA)
Final and binding. Conducted in Virginia. Arbitrator must have 5+ years of business/commercial law experience. Claims ≤ $10,000 resolved on written submissions only.
21.5 Filing Deadline: Any claim must be submitted to arbitration within one (1) year of when the claiming party knew or should have known of the facts giving rise to the claim. Claims not submitted within this period are permanently barred.
21.8 Governing Law: Commonwealth of Virginia, without regard to conflict of law principles.
22 General Provisions
Entire Agreement
These Terms, together with any applicable SOW or contract, constitute the entire agreement between the parties.
Amendments
ALC Innovation may modify these Terms at any time. Material changes communicated via email.
Severability
If any provision is found invalid, remaining provisions continue in full force.
Assignment
Client may not assign these Terms without prior written consent. ALC Innovation may assign freely in connection with a merger or sale.
Force Majeure
ALC Innovation not liable for failures caused by events beyond reasonable control.
Independent Contractor
ALC Innovation is an independent contractor. No partnership, joint venture, or agency relationship is created.
23 Contact Information
For questions, concerns, or requests regarding these Terms: