Version date: September 16, 2026
These Terms of Service (“Terms”) govern the business development, brand and marketing strategy, and related consulting services provided by Sweetpea Works LLC, a [Louisiana] limited liability company (“Sweetpea Works,” “we,” “us,” or “our”), to the business, church, or organization that engages us (“Client,” “you,” or “your”).
1. Agreement and Acceptance
1.1 Acceptance. You accept these Terms when you sign or approve a Proposal that references them, pay an invoice that references them, or authorize us to begin work, whichever happens first.
1.2 Authority. The person accepting these Terms represents that they have authority to bind the business, church, or organization named in the Proposal.
1.3 The Agreement. These Terms and each Proposal together make up the agreement between you and Sweetpea Works for that engagement (the “Agreement”). If a Proposal conflicts with these Terms, the Proposal controls for the specific item it addresses. Language on any invoice applies only to payment of that invoice; these Terms control everything else.
1.4 Pinnacle Trax. Pinnacle Trax is a separate managed marketing service of Sweetpea Works. Pinnacle Trax subscriptions are governed by the Pinnacle Trax Terms of Service at pinnacletrax.com, not by these Terms.
2. Definitions
- “Services” means the consulting, strategy, branding, content, and related services described in a Proposal.
- “Proposal” means a proposal, engagement agreement, or statement of work accepted by you and Sweetpea Works that describes the scope, deliverables, timeline, fees, and payment structure for an engagement.
- “Final Deliverables” means the finished work product identified in a Proposal and delivered to you in final form, such as brand guides, logos, content, and strategy documents.
- “Preliminary Materials” means drafts, concepts, sketches, alternate versions, and other work created during an engagement that are not selected or delivered as Final Deliverables.
- “Sweetpea Works Materials” means the frameworks, templates, tools, methods, processes, and know-how that we developed before or independently of your engagement, including improvements to them.
- “Third-Party Materials” means fonts, stock photography, illustrations, software, and other materials owned by others and licensed for use in the Services.
- “Client Materials” means the logos, trademarks, photographs, text, data, and other material you provide to us.
- “Client Data” means personal information about your customers, members, donors, prospects, or other contacts that you provide to us or that we collect on your behalf.
3. Engagements and Scope
3.1 Scope. Each Proposal defines the Services, Final Deliverables, timeline, number of revision rounds, and fees for that engagement.
3.2 Changes in scope. Requests for work outside a Proposal’s scope, including additional revision rounds, will be quoted in writing. Out-of-scope work begins only after you approve the change in writing; email approval is sufficient.
3.3 Subcontractors. We may use qualified team members, apprentices, and subcontractors to perform Services. They are bound by confidentiality obligations, and Sweetpea Works remains responsible for their work.
3.4 Production methods. Work may be produced with the assistance of artificial intelligence tools. Our team reviews work before presenting it to you.
3.5 No guaranteed results. Business and marketing results depend on many factors outside our control. We do not guarantee any particular number of customers, members, donors, prospects, search rankings, website traffic, or revenue.
4. Your Responsibilities
4.1 Cooperation. You agree to provide, in a timely manner, the Client Materials, account access, information, and feedback we request, and to designate a decision maker with authority to approve work.
4.2 Delays. Delays in providing materials, access, feedback, or approvals may shift timelines and do not reduce fees. If an engagement is paused at your request or for lack of response for more than [30] days, we may invoice for work completed to date and reschedule the remaining work based on our availability.
4.3 Accounts. Social media, advertising, website, email, and other platform accounts used for your organization should be registered in your name and owned by you. You are responsible for any fees charged by those platforms, including advertising spend, and for keeping your credentials secure.
5. Fees and Payment
5.1 Payment structure. Each Proposal states the fees and payment structure for that engagement, which may include deposits, retainers, milestone payments, or hourly billing.
5.2 Invoices. Invoices are issued through QuickBooks, and recurring retainer payments may be collected through Stripe automatic payment. Unless a Proposal says otherwise, invoices are due [within 15 days of the invoice date].
5.3 Deposits. [Deposits are non-refundable once work begins] and are applied toward the fees for the engagement.
5.4 Late payment. If an invoice is more than [15] days past due, we may pause work until your account is current, and timelines will shift accordingly. [Past-due balances accrue a late charge of 1.5% per month or the maximum rate permitted by law, whichever is less.]
5.5 Expenses. You will reimburse reasonable expenses approved by you in advance, such as printing, stock photography, or travel.
5.6 Taxes. Fees do not include applicable sales, use, or similar taxes, which are your responsibility.
5.7 Billing questions. If you believe an invoice is incorrect, please contact us within [30] days of the invoice date. You agree to contact us and give us a reasonable opportunity to resolve the issue before disputing a charge with your card issuer or bank.
6. Retainers
6.1 Term. Unless a Proposal says otherwise, retainer engagements continue month to month.
6.2 Ending a retainer. Either party may end a retainer with [30] days’ written notice. Services and billing continue through the end of the notice period. Fees already billed are not refunded, including for any partial month.
6.3 Unused time. [Unless a Proposal says otherwise, retainer hours or services not used in a given month do not carry over to later months.]
7. Ending a Project
7.1 By you. You may end a project engagement with written notice. You will pay for work performed through the date we receive your notice, plus any approved expenses already incurred. Deposits are applied toward those amounts.
7.2 By us. We may suspend work or end an engagement by written notice if you fail to pay amounts due; materially breach the Agreement and do not correct the breach within [15] days after notice; ask us to create or publish content that is unlawful, deceptive, or infringes another party’s rights; or engage in abusive conduct toward our team. We may also end an engagement for any reason with written notice, in which case we will refund any prepaid fees for work not yet performed.
7.3 Effect on ownership. When an engagement ends early, ownership transfers under Section 8 only for Final Deliverables that have been delivered and paid in full.
7.4 How to give notice. Notices must be in writing, sent by email to [NOTICE EMAIL, spelled-out format] or by mail to the address in Section 16. Notice is effective when received.
8. Ownership
8.1 Final Deliverables. When you have paid all fees owed for an engagement in full, Sweetpea Works assigns to you all of its rights, title, and interest in the Final Deliverables for that engagement, subject to Sections 8.3 and 8.4. Until full payment, Sweetpea Works retains ownership, and you may use draft and delivered work only to review it.
8.2 Preliminary Materials. Preliminary Materials remain the property of Sweetpea Works unless a Proposal says otherwise. Concepts you did not select may not be used without our written permission.
8.3 Sweetpea Works Materials. Sweetpea Works retains ownership of Sweetpea Works Materials. To the extent they are incorporated into Final Deliverables, you receive a perpetual, non-exclusive license, without royalty, to use them as part of those Final Deliverables.
8.4 Third-Party Materials. Third-Party Materials remain owned by their owners and are subject to their license terms. We will identify significant Third-Party Materials included in Final Deliverables. You are responsible for any additional licenses required for uses beyond those identified in the Proposal.
8.5 Client Materials. You own your Client Materials and Client Data. You grant Sweetpea Works a non-exclusive license, without royalty, to use them only as needed to perform the Services.
8.6 Trademark clearance. Sweetpea Works does not perform legal trademark searches or provide legal opinions on the availability of names, logos, or taglines. Before adopting or registering a name, logo, or tagline we create, you are responsible for obtaining any clearance advice you need from a qualified attorney.
8.7 Portfolio. We may display Final Deliverables in our portfolio and identify your organization as a client, unless the Proposal states that the work is confidential. We will ask your permission before publishing a case study or any results specific to your organization.
9. Client Data and Compliance
9.1 Your data. You are responsible for ensuring that Client Data you provide to us was lawfully collected and that you have any consent the law requires to use it for the Services. We will use Client Data only to perform the Services and will return or delete it at the end of the engagement on your written request.
9.2 Sensitive information. You will not provide protected health information, financial account numbers, government identification numbers, or personal information about children under 13 unless we have agreed in writing on how that information will be handled. We will not receive or process protected health information under HIPAA unless both parties have first signed a separate Business Associate Agreement.
9.3 Review and approval. You are responsible for reviewing all work before it is published or used, including its accuracy and its compliance with the laws, regulations, and professional or denominational rules that apply to you. Sweetpea Works does not provide legal, financial, tax, insurance, or medical advice.
9.4 Marketing rules. You are responsible for ensuring that marketing you approve complies with applicable rules, including the CAN-SPAM Act (15 U.S.C. Chapter 103) for email, the Telephone Consumer Protection Act (47 U.S.C. § 227) for text messages and automated calls, the Federal Trade Commission’s endorsement and testimonial guides (16 C.F.R. Part 255), and any charitable solicitation requirements that apply to fundraising.
10. Third-Party Platforms
The Services may involve social media networks, advertising platforms, website hosting, email delivery, and other platforms operated by others. We are not responsible for their outages, policy or algorithm changes, or restrictions they place on accounts.
11. Confidentiality
Each party will keep confidential the non-public business information the other party shares under the Agreement, and will use it only to perform the Agreement. This does not apply to information that is already public, independently developed, or required to be disclosed by law. This obligation continues for [two] years after the engagement ends, and for as long as the information remains a trade secret.
12. Disclaimers
Except as expressly stated in the Agreement, the Services are provided “as is,” and Sweetpea Works makes no other warranties, express or implied.
13. Limitation of Liability
To the fullest extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits or lost business, arising from the Agreement. Sweetpea Works’ total liability for any claim will not exceed the fees you paid under the Proposal that gave rise to the claim [during the twelve months before the claim]. Nothing in these Terms limits liability that cannot be limited under applicable law.
14. Indemnification
You agree to defend and indemnify Sweetpea Works against third-party claims arising from Client Materials; content or claims you approved for publication; Client Data you provided, including whether required consents were obtained; your use of a name, logo, or tagline without obtaining clearance under Section 8.6; and your violation of any law or regulation.
15. Relationship
The parties are independent contractors. Nothing in the Agreement creates a partnership, joint venture, or employment relationship. [During an engagement and for twelve months after it ends, neither party will directly solicit for employment any employee or contractor of the other party who worked on the engagement, without the other party’s written consent.]
16. General Terms
16.1 Governing law and venue. The Agreement is governed by the laws of the State of Louisiana. Any dispute will be brought in the state or federal courts located in [PARISH] Parish, Louisiana.
16.2 Changes to these Terms. We may update these Terms by posting a new version with a new version date. Each engagement is governed by the version in effect when its Proposal was accepted, unless both parties agree in writing to apply a later version.
16.3 Events beyond control. Neither party is responsible for delays caused by events beyond its reasonable control, other than the obligation to pay fees.
16.4 Assignment. You may not assign the Agreement without our written consent. We may assign it in connection with a merger, reorganization, or sale of our business.
16.5 Severability and waiver. If any provision is found unenforceable, the rest of the Agreement remains in effect. A party’s failure to enforce a provision is not a waiver of it.
16.6 Entire agreement. The Agreement is the entire agreement between the parties about the engagement and replaces any earlier proposals or understandings about it.
16.7 Notices and contact.
Sweetpea Works LLC: 5728 Planuche St, Ste B, New Orleans, LA 70123
Email — info at sweetpeaworks dot com