Service agreement

Version: 2026-10-24
Effective date of this version: October 24, 2026

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Order Form

This Order Form is part of the LumaCore Design LLC Master Service Agreement (the "Agreement"). By signing below, or by accepting online as described in the box at the end of this Order Form, Client agrees to this Order Form and to the Agreement version listed below, including the General Terms and the Schedules that apply to the Services ordered.

Your Order Form. Your business details, plan, price, billing frequency, minimum term, start date and any special terms are filled in when you sign this Agreement with LumaCore. When you order online, your Order Form is the plan and price shown on the final checkout screen together with your invoice, as explained below.

Standard prices and terms, which apply unless this Order Form says otherwise:

• Website Plan, monthly: $170 per month. 12-month Minimum Term, then month to month. Schedule A.
• Website Plan, yearly: $1,700 per year, paid in advance. Renews yearly. No refund for voluntary mid-year cancellation. Schedule A.
• Online Store Plan, monthly: $250 per month. 12-month Minimum Term, then month to month. Client pays Shopify's plan directly. Schedule A.
• Online Store Plan, yearly: $2,500 per year, paid in advance. Renews yearly. No refund for voluntary mid-year cancellation. Client pays Shopify's plan directly. Schedule A.
• Own-It Website: $3,500 Build Fee, plus Website Hosting at $25 per month with no minimum term. The Build Fee is non-refundable once work has started (Section B.3.2). Schedule B.
• Own-It Online Store: $4,500 Build Fee, plus Online Store Hosting at $50 per month with no minimum term. The Build Fee is non-refundable once work has started (Section B.3.2). Client pays Shopify's plan directly. Schedule B.
• Social Media, Automation: from $200 per month, month to month. Schedule C.
• Social Media, Full Content: from $500 per month, 6-month Minimum Term, then month to month. Schedule C.
• Domain Name: $20 per year per standard domain. Schedule D.
• Custom features, support and repair, print and hardware: priced by Quote. Schedule D.

Sales tax is added where it applies. LumaCore does not charge late fees.

Warranty acknowledgment. Client has been shown and specifically acknowledges the limited Louisiana warranty waiver in Section 12.5 and, for an Own-It Build, Section B.7, including the exceptions and rights those sections keep.

Online Orders. When Client orders online (for example, at app.lumacoredesign.com/start) or approves a Quote or invoice online, there is no separate signed Order Form. In that case, the Order Form is made up of (1) the plan, price, billing frequency, minimum term, renewal and ownership terms shown to Client on the final screen before Client accepts, and (2) the invoice or Quote LumaCore issues for that selection. Client accepts by the acceptance action identified on that final screen (for example, checking the box agreeing to the Service Agreement and completing payment or approval). The warranty acknowledgment above applies to an online Order only if Client separately acknowledged it on screen. LumaCore accepts an online Order by issuing the invoice for it or starting the work. A Quote may say that it needs Logan Popwell's countersignature. LumaCore will make a copy of the accepted Order and this Agreement version available to Client. Accepting an account checkbox earlier, paying an unrelated invoice, or an action taken by LumaCore staff is not, by itself, acceptance of a new Order.

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Part 1. General Terms

1. About this Agreement

1.1 Parties. This Agreement is between LumaCore Design LLC, a Louisiana limited liability company ("LumaCore," "we" or "us"), and the business named on the Order Form ("Client" or "you").

1.2 What this Agreement covers. This Agreement governs the paid services LumaCore provides to Client under each Order, including websites, online stores, hosting, Edits, SEO included with a website, social media management, domains, add-ons and custom work (the "Services"). Each Order Form, accepted Quote, or online Order is an "Order."

1.3 Structure. This Agreement is made up of: (a) the Order; (b) these General Terms; (c) the Schedules for the Services ordered: Schedule A (Website and Online Store Subscriptions), Schedule B (Own-It Builds and Hosting), Schedule C (Social Media Management), and Schedule D (Domains, Email and Add-ons); and (d) Schedule E (Client Data Processing Terms), which applies whenever LumaCore handles Client Data.

1.4 Order of precedence. Mandatory law controls. An amendment that identifies the Order and is accepted by both parties controls the terms it validly changes. Schedule E controls how Client Data is handled, and nothing in an Order reduces its protections. Otherwise, if parts of this Agreement conflict, this order applies: (a) the Order, for the scope, price, dates and any Special Terms Client accepted; (b) the Schedule for the Service involved; (c) these General Terms. Notes on an invoice or Quote do not change the General Terms or a Schedule unless signed by Logan Popwell. Section 14.5 always applies.

1.5 Relationship to the Terms of Service and Privacy Policy. Client's use of lumacoredesign.com, the client portal at app.lumacoredesign.com, the LumaCore client mobile app and LumaCore's booking pages is also subject to the LumaCore Terms of Service. If the Terms of Service conflict with this Agreement about the Services, this Agreement controls. LumaCore's Privacy Policy explains how LumaCore handles personal information for its own business purposes. Schedule E governs Client Data.

1.6 Business use only. Client is a business, nonprofit or other organization buying the Services for business purposes, not for personal, family or household use. The person accepting this Agreement is at least 18 years old.

1.7 Existing agreements. If Client already has a signed agreement with LumaCore, that agreement continues to govern the services it covers unless Client accepts an amendment or new Order that expressly replaces it. Accepting this Agreement does not take away ownership Client already acquired, change a paid-through date, or restart a minimum term under an earlier agreement.

2. Definitions

In this Agreement:

2.1 "Build" means the design and development of a website or online store under an Order.

2.2 "Build Fee" means the one-time fee for an Own-It Build.

2.3 "Business Day" means Monday through Friday, excluding U.S. federal holidays and Louisiana legal holidays.

2.4 "Client Content" means material supplied by Client or on its behalf independently of LumaCore, such as business facts, text, photos, video, logos, trademarks, products, prices and claims. Material LumaCore creates does not become Client Content just because Client reviews, approves or asks LumaCore to publish it. Client remains responsible for the accuracy of business facts it supplies or expressly confirms.

2.5 "Client Data" means personal information about Client's own customers, prospects and website visitors that LumaCore receives or stores while providing the Services, as described in Schedule E.

2.6 "Committed Term" means a period Client has committed to: the 12-month Minimum Term of a monthly Website or Online Store Plan, a prepaid yearly term, or the 6-month Minimum Term of Social Media Full Content.

2.7 "Edits" means the changes included with a Subscription Plan or Hosting Plan, as described in Section A.4.

2.8 "Fees" means all amounts payable under an Order.

2.9 "Hosting Plan" means Website Hosting ($25 per month) or Online Store Hosting ($50 per month) for an Own-It Build.

2.10 "Launch" means the date the Site is first made publicly available at Client's domain or another address Client approves.

2.11 "LumaCore Materials" means code libraries, components, templates, design systems, frameworks, scripts, tools, the Portal, processes and know-how that LumaCore owned or developed before or apart from Client's Order, or develops for general use, and improvements to them. Work created specifically for Client's Own-It Build is not LumaCore Materials just because LumaCore later wants to reuse it.

2.12 "Minimum Term" means 12 months for monthly Website and Online Store Plans and 6 months for Social Media Full Content, unless the Order says otherwise. A Minimum Term starts on the first billing date.

2.13 "Own-It Build" means a website or online store that Client buys outright for a Build Fee under Schedule B.

2.14 "Portal" means LumaCore's client portal at app.lumacoredesign.com and the LumaCore client mobile app.

2.15 "Quote" means a written price quote issued by LumaCore. An accepted Quote is an Order.

2.16 "Site" means a website or online storefront LumaCore designs, builds, hosts or maintains for Client.

2.17 "Subscription Plan" means a monthly or yearly Website Plan or Online Store Plan under Schedule A. Subscription Plans are leases of the Site: LumaCore keeps ownership of the Site's code and design.

2.18 "Third-Party Services" means products and services LumaCore does not control, including Shopify, Meta (Facebook and Instagram), TikTok, Google, Stripe, domain registrars, DNS and email providers, Vercel, Supabase, Cloudflare and open-source software.

2.19 "Written" or "in writing" includes email and messages through the Portal.

3. The Services

3.1 What LumaCore provides. LumaCore will provide the Services described in each Order and the applicable Schedule. Anything not described there is not included, but LumaCore may quote it.

3.2 New work. Client may ask for work outside an Order at any time. New work is part of the Services only after Client accepts a Quote or both parties agree in writing.

3.3 How the work is done. LumaCore decides how to perform the Services, including the technology, tools, hosting providers and personnel used. LumaCore may use employees and independent contractors and is responsible for their work under this Agreement.

3.4 Third-Party Services. Many Services depend on Third-Party Services. LumaCore does not control them and is not responsible for their outages, price changes, policy changes, account suspensions, API changes, data loss or decisions (for example, a Meta account restriction, a Google ranking change, a Shopify fee increase or a registrar outage). Client must follow the terms of Third-Party Services it uses. Where a Third-Party Service charges its own fees (such as Shopify's plan, paid apps, ad spend or premium stock media), Client pays them directly unless the Order says otherwise. This Section does not excuse LumaCore's own failures in selecting, configuring, securing, paying for or using a Third-Party Service, or its responsibility for subprocessors under Schedule E. LumaCore may make routine technical substitutions that keep the agreed functionality and protections without increasing Client's charges. A material change to scope, recurring cost, data use or account ownership needs Client's agreement. If no workable alternative can be agreed, the affected Service may end without further Committed Term charges, and LumaCore will refund prepaid Fees for the period not provided, calculated proportionately.

3.5 Support. Client may request help through the Portal's "Ask for help" form, by email to logan@lumacoredesign.com, or by phone or text at (318) 224-4332. Requests are handled according to urgency, agreed scope and staff availability. Unless an Order expressly says otherwise, LumaCore does not promise around-the-clock staffed support or a fixed response or resolution time. Included updates and Edits continue only while the applicable Service is active.

4. Client Responsibilities

4.1 Content and rights. Client confirms that it owns or has permission to use all Client Content, and that Client Content and LumaCore's use of it under this Agreement will not infringe anyone's rights, violate law, or be false, misleading, defamatory or obscene.

4.2 Accuracy. Client is responsible for the accuracy of business facts it supplies or confirms, including prices, hours, product descriptions, licenses, offers and claims about its business.

4.3 Approvals and feedback. Client will review previews and respond to questions within a reasonable time. Timelines depend on Client's timely responses. LumaCore may rely on Client's written approvals.

4.4 Access and logins. Client will give LumaCore the access it reasonably needs, such as domain or DNS access, Shopify staff access, Meta partner access and Google Business Profile access. Client should share access through each platform's user or partner tools, or by temporary passwords or secure links, and not by sending permanent passwords in ordinary email or text. Client remains the owner of its own accounts and is responsible for its own credential security. Client is responsible for actions it authorizes in its Portal account and for its own failure to use reasonable account-security care, but not for unauthorized activity caused by LumaCore's systems, staff or failure to meet its obligations.

4.5 Client's legal duties. Client is solely responsible for its own legal compliance, including (a) its own privacy policy, terms, cookie disclosures, and refund and shipping policies for its Site; (b) getting any notices and consents required to collect, use and message its own customers and website visitors, including consent for texts and calls under the Telephone Consumer Protection Act and similar laws; (c) licensing, advertising, pricing, consumer-protection, tax and industry rules for its business; and (d) its products and services. LumaCore may provide template legal pages as a courtesy. Templates are not legal advice, and Client should have them reviewed by its own attorney.

4.6 Accessibility. LumaCore designs Sites with common accessibility practices in mind and will fix accessibility problems Client reports in LumaCore's own code as part of included Edits. Unless the Order states an agreed accessibility baseline, LumaCore does not guarantee that a Site meets any accessibility standard (such as WCAG) or the Americans with Disabilities Act. Client is responsible for its own accessibility compliance, including for Client Content (for example, image descriptions and video captions) and for Third-Party Services. A formal accessibility audit or remediation project can be quoted.

4.7 Sensitive information. Client will not use the Services to collect or store full Social Security numbers, driver's license or other government ID numbers, full payment card numbers, bank account numbers, health information regulated by HIPAA, biometric data, precise geolocation, or information from children under 13. The Services are not offered as a regulated sensitive-data solution unless a separate written assessment and addendum, including a business associate agreement where the law requires one, define the permitted data, safeguards and responsibilities. An ordinary form field, secure link or staff request does not create that authorization. If either party discovers prohibited data in the Services, it will promptly tell the other, limit access and transmission, and coordinate lawful return, deletion or other required handling.

4.8 On-site work. When LumaCore staff visit Client's premises (for example, to film for Social Media Full Content), Client will keep the premises reasonably safe, tell LumaCore about known hazards, and get permissions needed from its employees, customers and others it arranges to appear on camera (see Section C.6).

4.9 Copies of Client Content. Client should keep its own copies of all Client Content it gives LumaCore.

5. Fees, Billing and Payment

5.1 Prices. Fees are the prices in the Order. For online Orders, the price shown on the final screen and on the invoice controls. Prices on LumaCore's website are general information; the Order controls.

5.2 Billing in advance. Recurring Fees are billed in advance, starting on the first billing date and then each month or year on the same date. The first payment of a Subscription Plan is due when Client accepts the Order and covers the first month or year. Billing does not wait for Launch.

5.3 Payment methods and saved cards. Client may pay by card, by Link, or by another method LumaCore accepts. When Client pays, Client authorizes LumaCore and its payment processor, Stripe, to save that payment method and (a) charge it automatically for recurring Fees on each renewal date of an active Order; (b) charge it for invoices Client approves, including accepted Quotes; and (c) retry a declined charge for an amount already due under (a) or (b). Saved-card authority is limited to the payment authorization actually presented and accepted. Optional autopay for new invoices is separate and governed by its own consent in the Portal. Client may contact LumaCore to replace a payment method or withdraw future payment authority; withdrawing authority does not erase a valid debt. An invoice for amounts owed under Section 7.3 is not a renewal charge; it is charged to a saved card only if Client approves it or Client's autopay consent covers it.

5.4 Invoices. One-time and manually paid invoices are due on the due date shown on the invoice. If none is shown, they are due 7 days after the invoice date.

5.5 Billing questions. Please report a suspected billing error promptly, preferably within 30 days, with enough information for LumaCore to investigate. Client must pay undisputed amounts when due. Not reporting within 30 days does not, by itself, approve an unauthorized charge or waive a right given by law or payment-network rules. The parties will work in good faith to resolve the issue.

5.6 No late fees. LumaCore does not charge late fees, interest charges or collection surcharges. This does not limit Sections 5.8 and 6 or interest a court awards under Louisiana law.

5.7 Taxes. Fees do not include taxes. Client pays sales, use and similar taxes on the Services, except taxes on LumaCore's income. LumaCore calculates tax from Client's billing address. If Client is tax-exempt, Client must provide a valid exemption certificate before the invoice is issued.

5.8 Collection costs and attorney fees. To the extent the law allows, Client will reimburse LumaCore's reasonable, documented attorney fees, court costs and collection expenses incurred to recover amounts established to be due under this Agreement. No flat collection charge or duplicate recovery applies.

5.9 Payment disputes. Please contact LumaCore promptly about a payment you question so LumaCore can investigate and, if appropriate, correct it. Nothing in this Agreement stops Client from filing a timely, good-faith dispute with its card issuer, bank or payment provider. LumaCore may submit order, delivery and acceptance records in that process. A payment reversal does not cancel an amount that is genuinely owed; a reversed amount becomes past due and Sections 5.8 and 6.1 apply to it. Neither party may recover the same amount twice.

5.10 Price changes. LumaCore will not raise an agreed recurring price during a Committed Term or a paid period. LumaCore may propose a new price for later periods by giving at least 30 days' written notice stating the new price, effective date and Client's options. A price increase for an existing Order takes effect only if Client affirmatively accepts it. If Client does not accept, the existing price continues until the Order ends or is not renewed under its terms (including LumaCore's nonrenewal right in Section 7.6). Visiting the Portal or an automatic card charge is not acceptance of a new price.

5.11 Discounts. A discount or promotion applies for the period and conditions stated in the Order. If the period or conditions are missing or unclear, the parties will clarify them in writing; LumaCore will not set an earlier end date after the Order is accepted.

6. Suspension

6.1 Non-payment. LumaCore may retry a declined charge only within the payment authorization actually presented and accepted under Section 5.3; an overdue balance alone does not create authority to charge a saved card. If an amount is still unpaid 15 days or more after its due date, LumaCore may, after notifying Client by email or text, pause the Site and other Services under the affected account until the account is paid in full. Pausing a Site may mean showing a temporary notice page or taking the Site offline.

6.2 Other reasons. LumaCore may also suspend the affected part of the Services immediately, with notice as soon as practical, if reasonably needed (a) to stop a security threat, fraud, malware or harm to LumaCore, its systems or other clients; (b) because Client Content or Client's use of the Services appears to violate law or a Third-Party Service's rules; or (c) because a Third-Party Service requires it.

6.3 During suspension. Recurring Fees continue during a suspension under Section 6.1 or one caused by Client's breach. A suspension does not extend or pause a Committed Term. Suspension will not prevent Client from paying an invoice, giving cancellation notice, getting copies of its accepted agreements, requesting an export it is entitled to, or exercising privacy rights; if Portal access is unavailable, LumaCore will provide another way to do these things by email. LumaCore will restore the Services promptly after the reason for suspension is fixed and past-due amounts are paid.

7. Term, Renewal and Cancellation

7.1 Term. This Agreement starts when Client first accepts it and continues while any Order is active. Each Order runs for the term stated in the Order and its Schedule.

7.2 Cancellation notice. Client may give cancellation or nonrenewal notice through the Portal or App cancellation function or by email to logan@lumacoredesign.com. LumaCore staff process the request and send written confirmation, and may call to talk it through, but the recorded time LumaCore receives a valid notice controls its timing. Client does not have to take a call, give a reason, send a mailed copy, or get approval. Unless Client expressly asks for an earlier end allowed by the applicable Schedule, service continues through the current paid period (or the Committed Term, if longer) and then does not renew. If a renewal charge happens only because LumaCore was slow to process a timely notice, LumaCore will refund it. Fees for the current paid period are not prorated or refunded, except as this Agreement expressly provides.

7.3 Ending a Committed Term early. (a) Monthly Website and Online Store Plans. Client may give notice at any time to stop the plan from continuing after its 12-month Minimum Term. If Client instead chooses to end service before the Minimum Term ends, service ends at the end of the current monthly billing period, and Client owes the agreed monthly Fees for the remaining months of the Minimum Term. For example, after six paid months on a $170 Website Plan, the remaining six months total $1,020. Overdue Fees for months already served are separate and are not counted twice. (b) Social Media Full Content. The same rule applies to the 6-month Minimum Term of Social Media Full Content: if Client chooses to end service before it ends, Client owes the agreed monthly Fees for the remaining months of the 6-month Minimum Term. For example, after four paid months at $500 per month, the remaining two months total $1,000. (c) Yearly plans. Yearly plans are paid in advance and are not refunded for voluntary cancellation during the paid year (Section A.6.2). (d) How the amount works. LumaCore does not charge setup, design or page fees for Subscription Plans or social media plans, and recovers its up-front work over the Committed Term. The parties intend the remaining-months amount to compensate LumaCore for Client ending that commitment early. To the extent it is treated as stipulated damages, Louisiana Civil Code articles 2005 through 2012 apply. LumaCore will provide an itemized calculation, will credit all payments for the same months, and will not collect both that amount and ongoing service charges or other damages for the same loss. The amount is invoiced once, due 7 days after the invoice date, unless the parties agree in writing on a payment schedule. A payment schedule is not a renewal of the ended Service. (e) When nothing more is owed. No remaining-months amount is owed for any period after Client properly ends an Order for LumaCore's uncured material breach under Section 7.4, after LumaCore discontinues a Service under Section 7.6, or where the law excuses Client's performance.

7.4 Termination for cause. Either party may end an Order by written notice if the other materially breaches this Agreement and does not cure the breach within 15 days after receiving written notice describing it. If Client properly ends an Order under this Section because of LumaCore's breach, LumaCore will refund prepaid Fees for the period after the termination date, calculated proportionately.

7.5 Termination for non-payment or serious misuse. (a) LumaCore may end an Order for non-payment after giving written notice that identifies the amount, the affected Order and the proposed termination date, and Client does not pay within 15 days after the notice. The termination may not take effect earlier than 30 days after the unpaid amount's due date. (b) LumaCore may end an Order after written notice and a 15-day opportunity to cure if Client repeatedly uses the Services in a way that violates law or Section 4. (c) If LumaCore ends a monthly Website or Online Store Plan, or Social Media Full Content, under this Section during its Minimum Term, Client owes the remaining Minimum Term amount calculated under Section 7.3, subject to Section 7.3(d). Termination of one Order does not by itself end or accelerate any other Order. (d) LumaCore will not end an Order solely because Client is insolvent or files for bankruptcy where bankruptcy law prohibits it.

7.6 Nonrenewal or discontinuance by LumaCore. LumaCore may choose not to renew a Service by giving at least 60 days' written notice that takes effect at the end of the then-current Committed Term or paid period. If LumaCore permanently stops providing a Service before then for a reason not caused by Client, LumaCore will give as much notice as reasonably possible, refund prepaid Fees for the period not provided (calculated proportionately), charge no further Committed Term Fees for that Service, and cooperate with the standard content, data, account-access and domain transition in Section 8 and Schedule D. Subscription Plans are leases: when LumaCore ends or does not renew one, Client does not receive the Site's code, design or files, or any license to them. Client keeps its Client Content, logo, domain and data export.

7.7 Coming back. If Client returns after a Subscription Plan has ended, a new Order and a new Minimum Term apply.

7.8 Effect of ending an Order. When an Order ends for any reason: (a) Fees earned or due through the end date, and any amount owed under Sections 7.3 or 7.5(c), remain payable; (b) the license in Section 9.4 for that Order ends; (c) Section 8 (Exit and Data Export) applies; and (d) the Sections listed in Section 16.10 continue.

8. Exit and Data Export

8.1 What Client keeps. When a Service ends, Client keeps its domain (Schedule D), its Client Content, its logo and brand assets, its own accounts on Third-Party Services (such as Shopify, Meta and Google Business Profile), and its Client Data.

8.2 Export request. Client may request a standard export during the Services or within 30 days after the affected Service ends. Within 15 Business Days after the request, LumaCore will provide retained Client Content and Client Data in a reasonably usable format, such as CSV for form submissions with available attachments, unless an earlier legal or platform deadline applies. Fully paid Own-It source files are delivered under Section B.6. These export rights do not depend on payment of other amounts, and privacy assistance and the Facebook and Instagram deletion process do not depend on payment. Custom migration work beyond the standard export may be quoted. Domain transfer is governed by Section D.2. LumaCore will also remove its access to Client's accounts or tell Client how to remove it.

8.3 Deletion. Schedule E governs deletion of Client Data. Other Client Content is kept only for the Services, the export period, and any specific legal purpose. A timely export request will be completed before the requested material is deleted, unless an earlier legal or platform deadline requires deletion; in that case LumaCore will explain the conflict and arrange an earlier export.

8.4 Not included. For Subscription Plans, the Site's code, design and files are not part of any export (Section A.7), unless LumaCore agrees in a separate signed buyout.

9. Ownership and Licenses

9.1 Client Content. Client keeps ownership of Client Content. Client grants LumaCore a non-exclusive, royalty-free license, during the Agreement and the export period after it, to use, copy, edit, format, host, display and publish Client Content as needed to provide the Services, including through LumaCore's service providers.

9.2 LumaCore Materials. LumaCore keeps all rights in LumaCore Materials, the Portal and its tools, whether or not they are used in a Site. Nothing in this Agreement transfers ownership of LumaCore Materials to Client, except for the license in Section B.5.2.

9.3 Third-party materials. Sites may include open-source software, fonts, stock images, plugins, apps or other materials licensed from third parties. Those materials stay subject to their own licenses, which Client must follow. Stock media licensed through LumaCore's subscription may be used only on the Site or post it was licensed for.

9.4 Subscription license. For Subscription Plans, LumaCore owns the Site's code, design, layout and other work product (other than Client Content and Client's trademarks). While the plan is active, LumaCore grants Client a non-exclusive, non-transferable license to use the Site for Client's business. Section A.7 explains what happens when the plan ends.

9.5 Own-It Builds. For Own-It Builds, ownership transfers to Client as described in Section B.5 once the Build Fee is paid in full.

9.6 Brand assets. If an Order includes a separate line item to design a logo or other brand asset, LumaCore assigns its rights in the final version Client approves to Client once that line item is paid in full, except third-party elements identified in the Order. Drafts and unused concepts remain LumaCore's.

9.7 Feedback. LumaCore may use voluntary suggestions to improve its services. This does not transfer ownership of Client's confidential materials, personal information or separately commissioned work, and does not override confidentiality or Schedule E.

9.8 Portfolio and credit. Unless Client opts out, LumaCore may display Client's name and logo and already-public final work to identify work it performed, without implying Client's endorsement, and may place a plain text "Designed by LumaCore" credit link in the Site footer. This permission does not cover Client Data, non-public screens or documents, private performance figures, or recordings of people who have not agreed to that use. Testimonials and private case studies need Client's separate permission. Client may opt out by emailing logan@lumacoredesign.com. Within 30 days, LumaCore will stop new uses and remove online portfolio uses it controls and any footer credit covered by the request. It does not have to recall printed material already distributed or third-party copies outside its control.

9.9 Further documents. LumaCore will sign any further document reasonably needed to record an ownership assignment expressly promised under a paid Order.

10. Confidentiality

10.1 Confidential information. "Confidential Information" means non-public information one party shares with the other that is marked confidential or that a reasonable person would understand to be confidential, including Client Data, account credentials, and each party's non-public code, methods and business information.

10.2 Duties. Each party will (a) use the other's Confidential Information only to perform or receive the Services; (b) share it only with personnel and service providers who need it and are bound by confidentiality duties at least as protective as this Section; and (c) protect it with at least reasonable care.

10.3 Exceptions. Confidential Information does not include information that is or becomes public through no fault of the receiving party, that the receiving party already knew or independently developed, or that it receives lawfully from someone else without a confidentiality duty. A party may disclose Confidential Information when required by law or court order, after giving the other party prompt notice when the law allows. Confidentiality does not prohibit an honest review, Client disclosing its own price or experience, consulting professional advisers, or a lawful report to a regulator or court.

10.4 Duration. These duties last while this Agreement is in effect and for 3 years after it ends, and for as long as the information remains a trade secret, Client Data or a credential.

11. Privacy and Messaging

11.1 LumaCore's own data. LumaCore's Privacy Policy at lumacoredesign.com/legal/privacy-policy describes how LumaCore handles personal information about Client's staff and contacts for LumaCore's own business purposes, such as billing and communications.

11.2 Client Data. Schedule E governs Client Data. LumaCore acts as Client's service provider and processor for Client Data.

11.3 Messages to Client's team. LumaCore may send necessary account, billing, project, signature and service communications by email. LumaCore sends texts only to people who have given appropriate consent for that type of text, as described in the SMS section of the Terms of Service. Client will not enroll another person's number for texts without that person's permission. A required account phone number or this Agreement alone does not enroll anyone in all text programs. Recipients may stop texts at any time by replying STOP or by any other reasonable means; necessary account communications may continue by email. LumaCore does not send marketing texts unless the recipient separately opts in.

12. Warranties and Disclaimers

12.1 Mutual. Each party confirms that it is validly formed, has authority to enter this Agreement, and that the person accepting for it is authorized to do so.

12.2 LumaCore's service promise. LumaCore will perform the Services in a professional and workmanlike manner consistent with generally accepted industry standards for small-business web design and social media services. Client should report a failure to meet this promise promptly after discovering it and give LumaCore a reasonable opportunity to investigate and correct it. LumaCore will correct or re-perform a nonconforming Service at no additional charge. If it cannot do so within a reasonable time, Client may end the affected Order and receive an appropriate refund for the nonconforming part. Subject to Section 14.5 and any express obligation in this Agreement, these are Client's exclusive remedies for breach of this service promise.

12.3 No guaranteed results. LumaCore does not promise any particular result from the Services, including search rankings, search visibility, website traffic, leads, sales, followers, engagement, reach, ad performance, Google Business Profile approval or placement, or approval by Meta, Google, Apple, Shopify or any other platform. Search engines and social platforms control their own systems and change them often.

12.4 Availability and backups. LumaCore uses commercially reasonable efforts to keep hosted Sites and the Portal available and secure. Hosting is provided on a best-effort basis without an uptime guarantee or service credit. Sites and the Portal may be unavailable because of maintenance, Third-Party Service outages, attacks or other causes. LumaCore will use reasonable backup and recovery measures appropriate to the hosted Service. Unless the Order states them, no particular backup frequency, retention period, recovery point or recovery time is promised. These statements do not reduce Schedule E's security or data-return obligations.

12.5 Limited warranties. EXCEPT FOR THE EXPRESS OBLIGATIONS IN THIS AGREEMENT AND RIGHTS THAT CANNOT LAWFULLY BE WAIVED, LUMACORE PROVIDES THE SERVICES, SITES, DELIVERABLES AND ANY GOODS "AS IS" AND "AS AVAILABLE" AND DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, TO THE EXTENT THOSE WARRANTIES APPLY AND MAY BE DISCLAIMED.

IF A DELIVERABLE IS LEGALLY TREATED AS A SALE, CLIENT WAIVES THE WARRANTY AGAINST REDHIBITORY DEFECTS, AND THE RELATED RIGHTS TO RESCIND THE SALE OR REDUCE THE PRICE, TO THE EXTENT A WAIVER IS PERMITTED UNDER LOUISIANA CIVIL CODE ARTICLES 2520 THROUGH 2548. THIS WAIVER DOES NOT COVER KNOWINGLY FALSE STATEMENTS ABOUT QUALITY, DEFECTS FOR WHICH THE LAW DOES NOT PERMIT A WAIVER, OR RIGHTS OF SUBROGATION THAT ARTICLE 2548 PRESERVES.

IF A SERVICE OR DELIVERABLE IS LEGALLY TREATED AS A LEASE, CLIENT WAIVES THE WARRANTY AGAINST VICES OR DEFECTS TO THE EXTENT PERMITTED BY LOUISIANA CIVIL CODE ARTICLES 2696 THROUGH 2699. THIS WAIVER DOES NOT COVER A DEFECT UNKNOWN TO CLIENT THAT LUMACORE KNEW OR SHOULD HAVE KNOWN ABOUT, OR ANY OTHER EXCEPTION IN ARTICLE 2699.

THESE LIMITATIONS DO NOT REDUCE LUMACORE'S EXPRESS DUTIES ABOUT SCOPE, OWNERSHIP, DELIVERY, CONFIDENTIALITY, DATA PROTECTION OR REFUNDS. SECTION 14.5 APPLIES.

13. Indemnity

13.1 Client's indemnity. Client will defend and indemnify LumaCore and its members, managers, employees and contractors against third-party claims, and the reasonable resulting losses, settlements, attorney fees and costs, to the extent caused by: (a) Client Content, including claims that it infringes intellectual property, privacy or publicity rights or is false or defamatory; (b) Client's business, products and services, and claims about them that Client supplied or confirmed; (c) Client's failure to comply with law, including privacy, consumer-protection, accessibility, advertising, licensing, and telemarketing and text-messaging laws; (d) Client's failure to give a notice or obtain a consent that this Agreement or Schedule E makes Client responsible for, including for Client Data and messages sent on Client's instructions; (e) Client's unlawful instructions to LumaCore; (f) Client's use of Third-Party Services, including Shopify, payment processors and ad platforms; or (g) Client's breach of this Agreement. This duty does not cover the portion of a claim caused by the breach, negligence, or intentional or gross fault of LumaCore or its personnel, or by LumaCore's use of Client Content outside Client's lawful instructions. Fines and penalties are included only to the extent the law allows them to be indemnified. Section 14.5 controls.

13.2 Process. LumaCore will notify Client promptly of a claim (a delay reduces Client's duty only to the extent the delay harms Client), let Client control the defense with counsel reasonably acceptable to LumaCore, and cooperate at Client's cost. Defense and settlement costs are allocated according to the covered portion of the claim. Neither party will unreasonably withhold consent to a reasonable settlement, but no settlement may impose an admission, a non-monetary duty, or an unreimbursed payment on LumaCore without its consent. LumaCore may join with its own counsel at its own cost.

13.3 Claims about LumaCore-created work. If a third party claims that code or design LumaCore created infringes its copyright, LumaCore will reasonably cooperate and, at its option and expense, obtain the right for Client to keep using it, or modify or replace it without materially reducing the agreed functionality. If neither is reasonably available, Client may end the affected Service. For recurring Services, LumaCore will refund unearned prepaid Fees and charge no further Committed Term Fees for that Service. For an Own-It Build or another one-time deliverable, LumaCore will refund the amount paid for the part that can no longer be used, up to the full price if the rest cannot reasonably serve its agreed purpose. This Section does not apply to infringement caused by Client Content, Client's unauthorized changes, or combinations LumaCore did not supply or approve. This Section 13.3 is subject to Section 14.

14. Limitation of Liability

14.1 Excluded damages. Subject to Section 14.5, neither party is liable to the other for indirect, incidental, consequential, special, exemplary or punitive damages, or for lost profits or revenue that are consequential rather than direct damages. Reasonable direct costs of restoring Client Data, correcting the affected work, or giving legally required incident notices are not excluded just because they relate to data loss or interruption, but they remain subject to Section 14.2.

14.2 Cap. Subject to Sections 14.3 and 14.5, LumaCore's total liability for all claims arising from or related to an Order will not exceed the greatest of: (a) $500; (b) for recurring Services, the Fees paid for the affected Services that are attributable to the 3 months before the first event giving rise to the claim, with prepaid yearly Fees spread evenly over the months they cover; or (c) for a claim about an Own-It Build or another one-time deliverable, the total Fees paid for that deliverable, whenever paid. Related claims arising from the same events share one cap. Refunds this Agreement expressly requires, return of mistaken charges, and LumaCore's duties to deliver source files or return data are not reduced by this cap.

14.3 What the limits do not cover. Sections 14.1 and 14.2 do not limit (a) Client's duty to pay Fees and amounts owed under Section 7.3; (b) Client's duties under Section 13.1; or (c) Client's liability for misuse of LumaCore Materials or breach of Section 9.4.

14.4 Why these limits are reasonable. The Fees reflect the allocation of risk in this Section 14. Client can protect itself against losses beyond the cap by keeping its own copies of Client Content, by reviewing Site and social content, and by carrying its own business insurance.

14.5 Liability the law does not allow to be limited. No disclaimer, exclusive remedy, indemnity, release, claim deadline, damages exclusion, liability cap or other term in this Agreement excludes or limits liability that cannot lawfully be excluded or limited, including liability for intentional or gross fault, and liability for causing physical injury, under Louisiana Civil Code article 2004. This Section controls over any contrary term in this Agreement and its Schedules.

15. Disputes

15.1 Governing law. Louisiana law governs this Agreement and any dispute about it or the Services, without regard to conflict-of-laws rules.

15.2 Negotiation and mediation first. A party with a dispute will give the other written notice describing it. The parties will try to resolve it directly for 30 days. If it is not resolved, they will attempt non-binding mediation in Union Parish, Louisiana, or by video if both agree, before litigating the merits. They will cooperate in choosing a mediator and share the mediator's charges equally unless they agree otherwise. This process applies to collection disputes too. Either party may file suit if the other party does not agree on a mediator or does not attend mediation within 30 days after a written mediation request, or if the dispute is still unresolved 60 days after the request.

15.3 Courts. Subject to mandatory subject-matter jurisdiction rules, any lawsuit must be brought only in the Louisiana state courts located in Union Parish, and each party consents to the jurisdiction and venue of those courts. If those courts cannot legally hear a particular claim, that claim may be brought in the court that applicable law requires.

15.4 Urgent relief and deadlines. Either party may ask a court for urgent temporary relief, or file a claim needed to preserve a legal deadline, while continuing the process in Section 15.2 where practical. This Section does not prohibit regulatory complaints, legally protected reports, or payment-provider disputes.

15.5 Individual claims. To the extent enforceable for the particular claim, each party will bring its claims individually and not as a representative of a class. This does not restrict a regulator, a non-party, or a remedy that cannot lawfully be waived. If this Section is unenforceable for a claim, that claim proceeds under the otherwise applicable rules, and the rest of this Agreement is unaffected.

15.6 Time to bring claims about the Services. To the extent the law permits this shortening for the particular claim, a claim for ordinary breach of this Agreement in performing the Services must be filed within 1 year after the claiming party knew or reasonably should have known the material facts supporting it. This Section does not apply to claims for payment of Fees, personal injury, intentional or gross fault, fraud or concealment, or statutory rights that cannot be shortened, and it does not shorten the time to make a payment-network dispute. If this Section is invalid for a claim, the period set by law applies to that claim.

16. General

16.1 Force majeure. Neither party is responsible for delay or failure to perform (other than payment of amounts already due) caused by events beyond its reasonable control, including natural disasters, severe weather, hurricanes, flood, fire, power or internet outages, failures of or attacks on Third-Party Services, cyberattacks not caused by the party's failure to use reasonable security, epidemics, government action, labor disputes or war. The affected party will notify the other and resume performance as soon as practical. If the event prevents the affected Service for more than 30 consecutive days, either party may end that Service by written notice without further Committed Term Fees, and LumaCore will refund prepaid Fees for the period not provided, calculated proportionately. Payment remains due for work already performed and approved non-recoverable costs.

16.2 Independent contractor. LumaCore is an independent contractor. Nothing in this Agreement creates a partnership, joint venture, employment or agency relationship, except that LumaCore acts as Client's agent for the limited purposes of registering and renewing domains under Schedule D and operating accounts Client gives it access to.

16.3 Assignment. Client may not assign this Agreement without LumaCore's written consent, which LumaCore will not unreasonably withhold if Client sells its business and the buyer agrees in writing to this Agreement and is current on payments. LumaCore may assign this Agreement to an affiliate or to a successor in a merger, reorganization or sale of all or substantially all of the related business or assets, with notice to Client. This Agreement binds permitted successors and assigns.

16.4 Notices. Notices may be sent by email to the notice email on the Order, or the receiving party's account email, and to LumaCore at logan@lumacoredesign.com. Portal and App cancellation requests are also valid notices under Section 7.2. No duplicate mailed notice is required unless a law specifically requires it. A notice is effective when it reaches the designated system; an automated receipt or other reliable delivery record can show receipt. If delivery fails, the sender must use another designated channel. Notices may also be mailed to Client at its mailing address on the Order, and to LumaCore at LumaCore Design LLC, the mailing address on your Order Form (we can send it on request). Each party will keep its notice details current.

16.5 Electronic signatures and records. The parties agree to do business electronically under the federal Electronic Signatures in Global and National Commerce Act (ESIGN) and the Louisiana Uniform Electronic Transactions Act (La. R.S. 9:2601 and following). An electronic signature or an affirmative acceptance action has legal effect when made with intent and authority to accept the identified terms. Client agrees to receive this Agreement, invoices, notices and other records electronically and may request a paper copy at no charge by emailing logan@lumacoredesign.com. Client may withdraw consent to electronic records by written notice; this does not affect records already delivered, but LumaCore may then end the Services because it provides them electronically, without charging any remaining Committed Term amount. LumaCore's records of acceptance (such as date, time, IP address, agreement version and e-signature audit certificate) are evidence of what occurred. Actions by LumaCore staff are recorded as staff actions and are not recorded as Client's own checkbox or signature.

16.6 Entire agreement for each Order. This Agreement and the accepted Order are the parties' entire agreement for that Order and replace earlier proposals and discussions about that Order. Section 1.7 governs existing signed agreements. Any replacement or amendment of an existing Order must identify that Order and the changes accepted. Client's purchase orders or other terms do not apply even if LumaCore accepts or pays against them. Nothing in this Section excludes liability for a misleading statement where the law does not permit that exclusion.

16.7 Changes to this Agreement. (a) LumaCore may publish updated versions of these General Terms and Schedules for new Orders. LumaCore will post each version with its version number and date. (b) For an existing Order, LumaCore will give at least 30 days' written notice of an update. Clarifications that do not reduce Client's rights or increase its obligations may apply to that Order after the notice period. Changes to price, term, scope, ownership, refunds, liability, dispute rights or material data-processing terms apply to an existing Order only if Client affirmatively accepts them (for example, by checking an acceptance box in the Portal). If Client does not accept, the earlier version continues to govern that Order. (c) If a change is required by law or a Third-Party Service, LumaCore will explain it promptly and may take the action actually required to comply. That does not by itself change the paid terms. If the Service cannot lawfully continue and no acceptable alternative is agreed, either party may end the affected Service without further Committed Term Fees, and LumaCore will refund unearned prepaid Fees proportionately. (d) Otherwise, amendments must identify the affected Order and be signed or affirmatively accepted by both parties. Only Logan Popwell may sign changes or Special Terms for LumaCore. A later confirmation document does not create another subscription or restart a Minimum Term unless it expressly says so and Client accepts that change.

16.8 Severability. If any part of this Agreement is found invalid or unenforceable, it will be enforced to the maximum extent allowed and limited only as much as needed, and the rest of this Agreement stays in effect.

16.9 No waiver. A party's delay or failure to enforce a right is not a waiver of it. A waiver is effective only in writing.

16.10 Survival. Sections 2, 5 (for amounts owed), 7.3, 7.5(c), 7.6, 7.8, 8, 9, 10, 12.5, 13, 14, 15, 16 and Schedule E (for as long as LumaCore holds Client Data), and any other terms that by their nature should continue, survive the end of this Agreement.

16.11 Interpretation. Headings are for convenience only. "Including" means "including without limitation." This Agreement will be interpreted under Louisiana law, including its rules on unclear provisions and standard-form contracts. The English version controls.

16.12 Counterparts. This Agreement and any Order may be signed in counterparts and electronically. Together the counterparts are one agreement.

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Schedule A. Website and Online Store Subscriptions

This Schedule applies to monthly and yearly Website Plans and Online Store Plans. These plans are leases: LumaCore owns the Site's code and design, and Client uses the Site while the plan is active.

A.1 Plans and prices

The Order controls if it states a different price or term.

A.2 The Build

A.2.1 What's included. LumaCore will design and build a custom Site for Client's business. There are no setup fees and no page fees. The plan includes the pages Client's business reasonably needs to present itself, such as a home page, about page, service or product pages, location pages, a contact page and a blog. New functionality, such as online booking systems, customer logins or member areas, custom integrations, large-scale or programmatically generated page sets, and migration of large amounts of existing content, is not included and will be quoted.

A.2.2 Online stores. Online Store Plans include a custom-designed storefront powered by Shopify, unless the Order selects another platform and states its hosting, update and third-party costs. Client must have its own Shopify account and pay Shopify's plan and fees directly. LumaCore will help create the Shopify account in Client's name if needed. The Order identifies the initial product-loading scope and any migration work. After Launch, Client manages its own products, inventory, prices, orders, discounts, shipping, taxes, refunds and customer service in Shopify. Client is the merchant of record for its store sales and is responsible for its payment processing, payment-card compliance, store policies and sales tax on its own sales.

A.2.3 Content. Client will provide the content LumaCore reasonably requests, such as business details, logo, photos, service descriptions and product information. LumaCore may draft copy and suggest images, including AI-assisted or stock content, for Client to review.

A.2.4 Timeline. Most websites launch in about 2 to 4 weeks and most online stores in about 3 to 5 weeks after LumaCore receives the content it needs. These are estimates, not guarantees, and depend on Client's responsiveness and scope.

A.2.5 Review and Launch. LumaCore will provide a preview for review and include revisions within the agreed scope before Launch. Previews may contain unfinished items. LumaCore will get Client's affirmative approval before making the Site public, unless the Order expressly sets a different launch process. Client's silence does not authorize publishing placeholder content, an incomplete checkout or missing legal disclosures. If Client does not respond, LumaCore may send a written reminder and pause the Build under Section A.2.6.

A.2.6 Delays. If Client does not provide needed content or responses for 60 consecutive days, LumaCore may pause the Build after written notice. Fees continue during a Client-caused pause, and the Minimum Term is not extended or paused. A Client-caused pause does not excuse a separate failure by LumaCore or allow extra charges Client has not approved. Resumption terms that change scope or price need written agreement.

A.3 Hosting and upkeep

While the plan is active, LumaCore hosts the Site on infrastructure it chooses, keeps the Site's software reasonably up to date and secure, provides an SSL certificate, and, for Online Store Plans, keeps the storefront working with a supported version of Shopify's API. Sections 12.3 and 12.4 apply.

A.4 Edits

A.4.1 Unlimited Edits. Subscription Plans include unlimited Edits. An Edit is a change to the Site's existing content, pages, layout or design within the Site's existing features. Examples: updating text, hours, prices, photos, menus or team members; adding a new page using existing page styles; adding a blog post Client provides; and fixing a broken link or display problem. There is no hidden hour or quantity cap on Edits.

A.4.2 Not an Edit. These are not included and will be quoted: new features or integrations; a complete redesign of the Site; work for another website; content writing, photography or video production beyond reasonable support for an Edit; and repairs caused by changes Client or a third party made outside LumaCore's process.

A.4.3 How Edits work. Client may request Edits through the Portal, by email, text or phone. LumaCore handles routine Edits in the order received and handles security, accessibility and broken-site fixes ahead of routine work. LumaCore aims to complete routine Edits within a few Business Days but does not guarantee a turnaround time. Large batches may be scheduled over time. LumaCore may decline an Edit that would be unlawful, violate Section 4, harm the Site's security or performance, or conflict with a Third-Party Service's rules.

A.5 SEO included with the plan

Website and Online Store Plans include basic on-site search engine optimization: keyword-informed page titles and descriptions, site structure and metadata, technical setup such as a sitemap and search-engine verification, blog setup, connection of Google Analytics and Google Search Console where Client allows, help linking or setting up a Google Business Profile, and periodic SEO reports where offered. SEO does not include link building, directory listing management, paid advertising or ranking guarantees. Section 12.3 applies. SEO is not sold separately from a LumaCore Site.

A.6 Term, renewal and cancellation

A.6.1 Monthly plans. A monthly plan has a 12-month Minimum Term starting on the first billing date and then continues month to month until cancelled. Cancellation after the Minimum Term takes effect at the end of the current monthly billing period. Ending service during the Minimum Term is governed by Section 7.3(a).

A.6.2 Yearly plans. A yearly plan is paid in advance for 12 months. (a) No refunds. If Client cancels during a paid year, there is no refund or credit for the unused part of the year. The Site stays live and the Services continue to the end of the paid year, and then the plan does not renew. This no-refund rule applies to Client's voluntary cancellation. It does not remove a refund this Agreement expressly provides for LumaCore's breach or discontinuance, a mistaken or unauthorized charge, or a remedy required by law. (b) Renewal. Unless Client gives nonrenewal notice before the renewal date or asks to switch to monthly service, the yearly plan renews for another 12 months on the renewal date, at the accepted yearly price (Section 5.10 governs price changes), charged to Client's saved payment method. LumaCore will provide any renewal notice, reminder and cancellation method that applicable law requires. (c) Switching to monthly. At the end of a paid year, Client may switch to the monthly plan. Because Client has completed a 12-month commitment, no new Minimum Term applies, and the plan continues month to month.

A.6.3 Switching from monthly to yearly. Client may move from a monthly plan to a yearly plan at any time. The yearly term starts on the switch date, is paid in advance, and satisfies the rest of any Minimum Term.

A.6.4 Changing between Website and Online Store Plans. A change between a Website Plan and an Online Store Plan is a new Order. Any unexpired Minimum Term carries over to the new plan and is not lengthened.

A.6.5 Plan change charges. Before charging for a plan change, LumaCore will confirm the new scope, price, first charge date, term end and credit for any overlapping prepaid period. The same period will not be charged twice, and a plan change does not silently restart or lengthen a Minimum Term.

A.7 When a Subscription Plan ends

A.7.1 The Site comes down. When a Subscription Plan ends for any reason, Client's license to the Site ends, and LumaCore may take the Site offline on or after the end date. LumaCore will not redirect, sell or use Client's domain, and will point the domain where Client reasonably directs, regardless of any buyout discussion.

A.7.2 What Client keeps. Client keeps its domain (Schedule D), its Client Content, its logo and brand assets, its Shopify account, products, orders and customer data, and its Client Data, and may request an export under Section 8.

A.7.3 Code and design stay with LumaCore. The Site's code, design, layout, templates, files and other LumaCore work product stay with LumaCore and are not delivered to Client, including when LumaCore ends or does not renew a plan.

A.7.4 Optional buyout. LumaCore may, at its sole discretion, offer Client a buyout of the Site's code and design. A buyout exists only in a separate writing signed by Logan Popwell that states the files, price, rights granted, third-party limits and delivery terms. This Agreement does not create any buyout price, assignment or license.

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Schedule B. Own-It Builds and Hosting

This Schedule applies to Own-It Websites, Own-It Online Stores, and Hosting Plans for them.

B.1 Prices

The Order controls if it states a different price or payment schedule.

B.2 Payment of the Build Fee

The Build Fee is due in full when Client accepts the Order, unless the Order sets a deposit and balance schedule stating the amount and trigger for each payment. LumaCore may hold Launch, and delivery of source files, until the Build Fee is paid in full.

B.3 The Build

B.3.1 Scope. Sections A.2.1 through A.2.6 apply to Own-It Builds as if they referred to the Build.

B.3.2 Cancellation of a Build; when work has started. (a) Work has started when, after LumaCore receives Client's first payment for the Build, LumaCore begins discovery or design work for it, such as a kickoff or intake call, gathering or reviewing Client's content, planning the Site's pages, or starting design. LumaCore will tell Client in writing (for example, by email or a Portal project update) when work has started. (b) Before work has started, Client may cancel the Build in writing and receive a full refund of the Build Fee paid. (c) Once work has started, the Build Fee paid is non-refundable. When LumaCore accepts an Own-It Order, it reserves build time for Client's project, schedules its team around it, and declines other work for that time. The Build Fee is the agreed price for reserving that capacity and starting and completing the Build, not a charge for any single stage of it. To the extent any part of it is treated as stipulated damages, Louisiana Civil Code articles 2005 through 2012 apply. (d) Deposits. If the Order uses a deposit and balance schedule, payments already made are non-refundable once work has started. Unless the Order says otherwise, installments that were not yet due on the date Client cancels are not owed. (e) What Client receives. If Client cancels after work has started and has paid the full Build Fee, LumaCore will deliver the completed work at that time under Section B.6, and Section B.5 applies to it. If the full Build Fee has not been paid, LumaCore keeps ownership of the unfinished work. (f) Exceptions. This Section does not limit Client's remedies if LumaCore materially breaches this Agreement and does not cure the breach under Section 7.4, LumaCore's duty to correct nonconforming work, or a refund the law requires.

B.3.3 Acceptance. Client accepts the Build by written approval of the substantially completed agreed scope. If Client does not respond within 30 days after receiving a completion notice and a usable review copy, and then does not respond within 10 more days after a written reminder, LumaCore may treat completed work that conforms to the agreed scope as delivered for purposes of the project. This does not authorize Launch without Client's approval, excuse unfinished scope, or waive a defect Client identified in time, a latent defect, or a right that cannot be waived. LumaCore will correct reported failures to meet the agreed scope and resubmit the affected work.

B.3.4 Inactive projects. If Client does not provide a needed response for 60 consecutive days, LumaCore may send written notice identifying what is missing and allowing at least 15 more days to respond. If Client still does not respond, LumaCore may close the unfinished Build. Closing the Build is treated as a cancellation by Client after work has started under Section B.3.2, and LumaCore will identify the completed work available to Client under Section B.3.2(e).

B.4 Hosting Plans

B.4.1 What's included. While a Hosting Plan is active, LumaCore hosts the Site, keeps its software reasonably up to date and secure, provides an SSL certificate, and provides unlimited Edits under Section A.4. Online Store Hosting also includes keeping the storefront working with a supported version of Shopify's API. Sections 12.3 and 12.4 apply.

B.4.2 Start date. Hosting Fees start on the date in the Order. For online signups, Hosting Fees start one month after the Build Fee is paid.

B.4.3 No minimum term. A Hosting Plan has no Minimum Term. Client may cancel at any time, effective at the end of the current monthly billing period.

B.4.4 Without a Hosting Plan. If Client does not have an active Hosting Plan, LumaCore is not responsible for hosting, security, updates, Shopify API upgrades, backups or Edits for the Site. LumaCore may quote support and repair separately.

B.5 Ownership

B.5.1 Transfer of ownership. When Client has paid the Build Fee in full, LumaCore assigns to Client all of LumaCore's rights in the code and design LumaCore created specifically for Client's Site (the "Custom Work"). Custom Work created after full payment is assigned as it is created. Until full payment, LumaCore owns the Custom Work, and Client may use it only while LumaCore builds and hosts it. Before delivery, LumaCore will identify material LumaCore Materials and third-party restrictions in the Site.

B.5.2 LumaCore Materials and third-party materials. LumaCore Materials and third-party materials used in the Site are not assigned. LumaCore grants Client a perpetual, non-exclusive, royalty-free, worldwide license to use, copy and modify the LumaCore Materials included in the Site's source files as delivered, but only as part of that Site and its future versions for Client's business. Client may let a developer or host it hires use this license for Client, and the license transfers with a permitted transfer of the Site or Client's business. Client may not resell or distribute LumaCore Materials separately or use them to build sites for others. Third-party materials remain under their own licenses.

B.5.3 Services not included. Ownership of the Custom Work does not include LumaCore's hosting accounts, the Portal, or LumaCore's form, analytics, lead-alert or reporting services connected to the Site. These stop when the Hosting Plan ends, and Client will need to replace them if it wants similar features.

B.6 Source delivery

After the Build Fee is fully paid, Client may request the completed source files at any time. LumaCore will provide them within 15 Business Days by secure download or by transfer to a code repository Client controls. The package includes the Custom Work source, transferable Site assets, build and deployment instructions, dependency and license information, and a description of the configuration and external services needed to run the Site. It excludes LumaCore's secrets and credentials, unrelated infrastructure, other clients' information, and third-party items that cannot lawfully be transferred; LumaCore will identify needed replacements. Requesting or receiving source files does not cancel or reduce an active Hosting Plan. Client's responsibility for hosting, security and updates begins on the Hosting Plan's end date or an agreed migration date. Additional migration help may be quoted.

B.7 Warranties for Own-It Builds

Section 12.5, including its waiver of the warranty against redhibitory defects and all of its exceptions, applies to the Own-It Build, the Custom Work and the source files. Acceptance of a Build does not waive a concealed or latent defect, an express obligation in this Agreement, or a right that cannot lawfully be waived.

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Schedule C. Social Media Management

This Schedule applies to Social Media Automation and Social Media Full Content plans.

C.1 Plans and prices

The Order sets the exact price, platforms, and any posting or filming scope. Prices "from" a figure depend on scope.

C.2 What's included

LumaCore will plan, create, schedule and publish posts on the platforms listed in the Order (for example, Facebook, Instagram and TikTok), provide a content calendar each month, and send monthly performance reports where offered. LumaCore aims for a regular posting schedule but does not promise a specific number or frequency of posts unless the Order states one.

C.3 Exclusions

Social media plans do not include replying to comments or direct messages. Paid advertising and ad spend, review management, influencer work, crisis management and accounts not listed in the Order are also excluded. Any separately offered advertising service needs an accepted Quote stating its scope, budget and permissions before work begins. Ad spend is always paid by Client directly to the platform. Nothing on a Meta connection screen adds a service to an Order.

C.4 Approval and removal

C.4.1 Approval modes. LumaCore uses one of two approval modes for each Client. The mode in use is shown in the Order or the Portal. (a) Client approval: a post is published only after Client approves it in the Portal or in writing. (b) Calendar mode: Client authorizes LumaCore to publish posts under the agreed monthly content plan after LumaCore's own review. Upcoming posts are shown in the Portal calendar so Client can request changes before they go live. This authorization does not mean Client has personally reviewed each post. Client may switch to Client approval mode at any time by telling LumaCore in writing, and LumaCore will apply it to posts not yet published. In both modes, a LumaCore team member reviews every post before it publishes.

C.4.2 Changes and removals. Client may ask LumaCore to correct or take down any post at any time. LumaCore will act promptly, give priority to content that may be unlawful or harmful, and tell Client about any platform limitation or material delay.

C.5 Account access

Client keeps ownership and control of its social media accounts and grants LumaCore partner or user access through each platform's tools. Client will not change LumaCore's access in a way that prevents the Services without telling LumaCore. LumaCore is not responsible for posting gaps, reach changes, account restrictions or removed content caused by a platform's decisions, outages or policy changes, or by access changes Client makes. LumaCore's handling of Facebook and Instagram data is described in the "Facebook and Instagram data" section of its Privacy Policy.

C.6 Filming (Full Content)

C.6.1 Travel. Travel within about one hour's drive of Ruston, Louisiana is included. Filming farther away needs a travel fee that LumaCore will quote before the visit.

C.6.2 Scheduling. Client and LumaCore will schedule filming at mutually agreed times. If Client cancels or is unavailable, the parties will reasonably try to reschedule. A cancellation charge or non-recoverable travel cost applies only if its amount was stated in the Order or agreed in advance.

C.6.3 People and places on camera. Client is responsible for permissions from its employees, customers and others Client arranges to appear in photos or video, and for permission to film at Client's location. LumaCore is responsible for permissions from people LumaCore itself brings in. LumaCore may ask a person to sign a release and may decline to film a person or place.

C.6.4 Safety. Section 4.8 applies.

C.7 Content ownership and use

C.7.1 Client's media. Client's own photos and videos remain Client Content.

C.7.2 Content LumaCore creates. Once the related Fees are paid, Client receives a perpetual, non-exclusive, royalty-free license to use the final posts and edited videos delivered or approved as final for Client's own business promotion, whether or not they were published, including after the plan ends, subject to the third-party limits in Section C.7.3. LumaCore keeps ownership of raw footage, project files, templates and unused material, and may provide copies of raw footage on request for a reasonable fee. LumaCore will not reuse Client's private footage, trademarks, identifiable people or Confidential Information for another customer.

C.7.3 Licensed music and media. Music, sounds, effects, fonts and stock media used in posts may be licensed only for the platform where the post was published (for example, audio from a platform's library). Client may not reuse them elsewhere, such as in paid ads or on television, without its own license.

C.7.4 Platform rights. Content published on a platform is also subject to that platform's terms.

C.8 Term and cancellation

Automation plans are month to month unless the Order states a commitment, and may be cancelled at any time, effective at the end of the current monthly billing period. Full Content plans have a 6-month Minimum Term starting on the first billing date, then continue month to month. Client may give notice at any time to stop Full Content from continuing after the Minimum Term. Ending Full Content during its Minimum Term is governed by Section 7.3(b). When a social media plan ends, LumaCore will stop posting, remove its access or tell Client how to remove it, and delete Client's Facebook and Instagram data as described in the Privacy Policy.

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Schedule D. Domains, Email and Add-ons

D.1 Domains

D.1.1 Client owns its domain. Client owns the domain names used for its Site, on every plan, whether Client registered them or LumaCore registered them for Client.

D.1.2 Registration on Client's behalf. If Client asks LumaCore to register or renew a domain, LumaCore acts as Client's agent for that limited purpose. LumaCore may register the domain in a registrar account LumaCore controls and may be listed as an administrative or technical contact. LumaCore holds the domain for Client's benefit. LumaCore does not acquire ownership, a right to sell the domain, or a lien by registering or holding it, and will not use or redirect the domain for anyone else.

D.1.3 Price and renewal. The domain fee is $20 per year for a standard domain (such as a .com), or the price in the Order for premium or specialty domains. The Order states whether the registration is for one year without automatic renewal or renews yearly, and the renewal charge. Automatic renewal is charged to Client's saved payment method under Section 5.3. Client may ask LumaCore not to renew at any time before the renewal is processed; LumaCore will tell Client of any earlier registrar processing date. LumaCore is not responsible for a domain expiring if Client chose a non-renewing registration, asked LumaCore not to renew, or did not pay the domain fee, or because of a registrar's error, but LumaCore is responsible for its own failure to carry out a renewal that Client authorized and paid for. LumaCore may, but does not have to, renew a domain at its own cost; that does not give LumaCore any ownership of it.

D.1.4 Client-registered domains. If Client keeps its domain in its own registrar account, Client is responsible for renewing it and paying the registrar, and will give LumaCore the DNS access it needs. LumaCore is not responsible for outages caused by a domain expiring or by DNS changes made outside LumaCore's process.

D.2 Domain transfer

Client owns its domain. On Client's request, once the domain charges for that domain are paid, LumaCore will within 10 Business Days (or any shorter deadline the registrar or law requires) transfer the domain to a registrar account Client controls, or give Client the authorization code and unlock it so Client can transfer it. "Domain charges" means unpaid registration, renewal and transfer fees for that domain only. Other amounts Client owes do not delay a domain transfer; LumaCore will pursue them through its normal billing and collection process under this Agreement. If LumaCore believes domain charges are due, it will tell Client in writing the amount and its basis. LumaCore will not withhold an authorization code, unlock, registrant access or transfer assistance where the law or binding registrar rules require it to be provided, will not change registrant details to create a new transfer lock, and will not add transfer restrictions because Client disputes a charge. Registrar or registry locks outside LumaCore's control (for example, a 60-day lock after registration or a contact change) may delay a transfer; LumaCore will explain the restriction and the options. Client pays any registrar transfer fee. Transferring the domain does not waive any other amount genuinely owed. Pointing the domain's DNS where Client reasonably directs under Section A.7.1 does not depend on payment.

D.3 Business email

If the Order includes business email, LumaCore will set up mailboxes with a third-party email provider (such as Google Workspace or Zoho Mail). The mailboxes and their contents belong to Client. The provider's terms apply, and Section 3.4 applies. LumaCore is not responsible for the provider's outages, deliverability or spam filtering, but is responsible for its own configuration errors. LumaCore will transfer administrative control of the email account to Client on request once the email charges for those mailboxes are paid (other balances go through normal collections, as with domains); Client may export its mail contents at any time.

D.4 Website forms and lead alerts

Where included in Client's plan or Order, LumaCore will receive submissions from forms on Client's Site, store them in the Portal, send lead alerts by email and text to the recipients Client enrolls, and, if Client turns them on, send confirmation emails or texts to the person who submitted the form. Schedule E governs this data. Client is responsible for the consent language on its forms and for whether its customers have consented to receive texts. LumaCore may refuse to send texts it believes lack required consent and will honor STOP and other opt-out requests.

D.5 Custom features, support and repair

Custom feature development, website support and repair, work on websites LumaCore did not build (for example, WordPress maintenance or Shopify troubleshooting), graphic and print design, and similar work are priced by Quote. A Quote may provide a deposit and balance schedule; it must state the amount and trigger for each payment before acceptance, including if the balance is invoiced after the deposit is paid rather than at completion. For work on a site or system LumaCore did not build, LumaCore is not responsible for pre-existing problems, and Client should back up the site before LumaCore begins. For other one-time project work, fees paid are non-refundable once LumaCore has started the work, and a full refund is available if Client cancels in writing before work starts, unless the Quote states different cancellation terms. Section B.5 applies to custom code created under a Quote unless the Quote says the work is part of a Subscription Plan, in which case Section 9.4 applies.

D.6 Printed goods and hardware

LumaCore may resell printed goods or hardware by Quote. Title and risk of loss pass to Client on delivery. LumaCore passes on any manufacturer warranty it receives, and Section 12.5 applies. Please report visible shipping damage or incorrect items within 7 days when reasonably possible; this request does not waive rights about latent defects, nonconforming goods, or rights the law preserves.

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Schedule E. Client Data Processing Terms

This Schedule applies when LumaCore receives, stores or sends personal information about Client's own customers, prospects or website visitors (Client Data) while providing the Services. Examples include form submissions from Client's Site, lead alerts, confirmation texts and emails to Client's customers, website analytics, and store or social media data LumaCore can access.

E.1 Roles

Client decides why Client Data is collected and used. For U.S. state privacy laws, Client is the "business" or "controller" and LumaCore is the "service provider," "contractor" or "processor" for Client Data. The parties' roles follow the actual activity: LumaCore separately decides the purposes of its own billing, security and business records about Client, as described in its Privacy Policy. Neither role allows LumaCore to use Client Data for unrelated purposes.

E.2 Instructions

LumaCore will process Client Data only to provide the Services, on Client's documented instructions (this Agreement, the Order, Client's settings in the Portal, and Client's written requests), and as required by law. If LumaCore believes an instruction violates law, it will tell Client and may decline to follow it.

E.3 Processing description

Unless the Order lists other enabled features: (a) Purposes: receiving and storing inquiries from Client's Site, filtering spam and abuse, showing records to Client's authorized users, sending the lead alerts and confirmations Client enables, keeping the lead status Client selects, and providing exports and deletion help. (b) People: Client's customers, prospects, website visitors, and the Client staff who receive alerts. (c) Data: the contact and inquiry fields and attachments on Client's forms, plus the page address, referring page, browser details, spam signals and message delivery records needed to run the feature. (d) Duration: while the related Service is active, plus the return and deletion period in Section E.12. No sensitive data, and no additional analytics, store, social media or AI processing, is enabled just by this general description. The Order or a written instruction identifies any additional enabled features. Client discloses Client Data to LumaCore only for these limited purposes, and LumaCore will provide the level of privacy protection applicable law requires.

E.4 What LumaCore will not do

LumaCore will not: (a) sell or share Client Data, including for cross-context behavioral advertising or targeted advertising; (b) keep, use or disclose Client Data for any purpose other than the Services, including LumaCore's own commercial purposes, except as permitted for service providers by applicable privacy law (such as security and fixing errors); (c) keep, use or disclose Client Data outside the direct business relationship with Client; or (d) combine Client Data with personal information it receives from others, except as permitted by applicable privacy law. LumaCore will tell Client if it determines it can no longer meet its obligations under applicable privacy law, and Client may then take reasonable steps to stop and fix unauthorized use.

E.5 Personnel

LumaCore will limit access to Client Data to personnel who need it to provide the Services and who are bound by confidentiality duties.

E.6 Subprocessors

Client authorizes LumaCore to use subprocessors to help provide the Services. Before processing begins, LumaCore will make available a list of its subprocessors for Client Data, with each one's function and known processing location. LumaCore will have a written contract with each subprocessor that protects Client Data at least as well as this Schedule requires in substance, and remains responsible for its subprocessors' performance. LumaCore will give advance written notice of a material addition or replacement, and a reasonable opportunity to object on data-protection grounds, before the new subprocessor receives Client Data. If no compliant alternative resolves the objection, Client may end the affected Service without further Committed Term Fees and receive a proportionate refund of prepaid Fees for the period not provided. An urgent substitution needed to protect data will be notified as soon as practicable and remains subject to the same protections.

E.7 Security

LumaCore will use reasonable administrative, technical and physical safeguards appropriate to Client Data, including access controls, multi-factor authentication for staff, secure transport, protected storage, access logging and careful handling of any sharing links. Lead alerts and confirmations sent by email or text create copies outside the Portal and are protected only as well as those channels allow. Lead alerts may include all submitted form fields. A field's restricted classification in the Portal does not itself redact it from an alert. Client selects alert recipients; any requested exclusion of fields from alerts must be confirmed with LumaCore before relying on it.

E.8 Security incidents

LumaCore will notify Client without undue delay after becoming aware of a security incident involving unauthorized access to, or acquisition, use, disclosure, alteration, loss or destruction of, Client Data held by LumaCore or a subprocessor, including where there is a reasonable basis to believe Client Data was affected. LumaCore will not wait for a final investigation before giving initial notice, and will provide updates as it learns more. LumaCore will reasonably contain and investigate the incident, preserve relevant evidence, and help Client with required notices and remediation. Routine unsuccessful attempts that do not compromise Client Data are not reportable incidents. Each party is responsible for the notices the law requires it to give. If LumaCore's breach of this Schedule caused the incident, LumaCore will reimburse Client's reasonable, documented costs of legally required notifications, subject to Section 14.

E.9 Help with individuals' requests

LumaCore will provide reasonable help, considering the nature of the processing, so Client can respond to requests from individuals to access, correct, delete or obtain a copy of their information, or to opt out. If LumaCore receives such a request about Client Data, it will forward it to Client or tell the person to contact Client, and will not respond on its own unless Client asks or the law requires. Any charge for optional help beyond the Services must be quoted and accepted in advance. LumaCore will not charge where the law prohibits it, and will not delay required help while discussing a charge.

E.10 Messaging on Client's behalf

When LumaCore sends texts or emails to Client's customers on Client's behalf (such as form confirmations), it does so on Client's instructions and using consent language Client approves. Client is responsible for having consent and a legal basis for those messages. LumaCore includes opt-out instructions in texts and honors STOP and other reasonable opt-out requests across Client's forms.

E.11 Client's duties

Client will: (a) post an accurate privacy policy on its Site that discloses the collection and use of Client Data, including analytics, form processing, text messaging and the use of service providers like LumaCore; (b) give any notices and get any consents the law requires, including for cookies and analytics where required, and for texts; (c) not instruct LumaCore to collect the sensitive information listed in Section 4.7 without a separate written arrangement; and (d) give LumaCore only Client Data it is allowed to share.

E.12 Return and deletion

Client may instruct LumaCore to return or delete Client Data during the Services. When the affected Service ends, Client may request a standard export within 30 days (Section 8.2). Unless Client gives an earlier lawful instruction or a legal deadline applies, LumaCore will delete Client Data from its active systems and from active systems of its subprocessors no later than 90 days after that Service ends. This is one 90-day period, not 90 days added after the export window. Copies in backups are not restored to active use, remain protected by this Schedule, and are deleted as the backups expire on their normal cycle. LumaCore may keep only records the law requires it to keep, used only for that purpose. LumaCore will confirm deletion on request. The 30-day Facebook and Instagram deletion commitment in LumaCore's Privacy Policy controls where it applies.

E.13 Compliance information and assessments

LumaCore will provide information reasonably needed to show compliance with this Schedule and help Client with data-protection assessments the law requires. Client may take reasonable and appropriate steps to verify that processing is consistent with this Schedule. Routine reviews normally start with a written questionnaire or documentation, no more than once a year. An incident, a credible compliance concern or a legal requirement may justify an additional review. Where a law requires an audit or inspection, LumaCore will permit it, subject to reasonable confidentiality, security, scope and scheduling conditions and protection of other clients' data. Costs of optional assistance will be agreed in advance.

E.14 Location

LumaCore is based in the United States and uses U.S. infrastructure for its core services. Where a subprocessor processes or accesses data depends on the provider; the subprocessor list in Section E.6 shows known locations.

E.15 Precedence

If this Schedule conflicts with other parts of this Agreement about Client Data, this Schedule controls. Section 14 applies to liability under this Schedule, subject to Section 14.5.

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End of Master Service Agreement.