Terms of Service

ECOMMHAWKS LLC d/b/a Ecommhawks

Effective Date: January 1, 2025

Welcome to ECOMMHAWKS LLC (“Ecommhawks,” “we,” “us,” or “our”). We’re a U.S.-based Shopify and Shopify Plus agency helping brands design, build, and scale high-performing eCommerce storefronts. Our work spans custom theme development, performance optimization, UX/UI, data migration, B2C/B2B enablement, app integrations, and ongoing support. We’ve supported more than a thousand Shopify stores across D2C, B2B, wholesale, and POS environments.

These Terms of Service (“Terms”) govern your use of our website and your engagement of our services (collectively, the “Services”). By visiting our site, requesting a proposal, signing a Statement of Work (“SOW”) or Proposal, or otherwise using our Services, you agree to these Terms. If you do not agree, do not access or use the Services.

Plain-English note: This document is not legal advice; it’s our mutual rulebook. If anything here is unclear, ask us before proceeding.

1) Company Information

• Legal Name: ECOMMHAWKS LLC

• Address: 1001 S Main St, Ste 500, Kalispell, MT 59901, USA

• Company Status: Active

• Email: ecommhawks@gmail.com

• Company Type: Limited Liability Company (LLC), United States
  
  

2) Acceptance of Terms

These Terms, and any SOW, order form, proposal, or policy referenced or linked here, make up our entire agreement with you regarding the Services. If you are accepting on behalf of an entity, you represent that you are authorized to bind that entity.

3) Scope of Services

3.1 Shopify Design & Development

We plan, design, and develop Shopify/Shopify Plus storefronts using (without limitation): Shopify Liquid, HTML5, CSS3, JavaScript (ES6+), React, Node.js, Shopify Functions, and Shopify Flow. We implement custom sections, templates, apps, headless components (as applicable), and performance-minded front-end architectures.

3.2 eCommerce Solutions & Consulting

We provide UX strategy, CRO-oriented design, theme optimization, platform and data migration, catalog setup, navigation and taxonomy design, third-party app evaluations, and technical solutioning. Deliverables and milestones are defined in the applicable SOW.

3.3 Support, Optimization & Maintenance

We offer ongoing maintenance and optimization packages, including content updates, bug fixes, and performance tuning. Unless otherwise stated in an SOW, time is billed at $79–$99/hour depending on volume and commitment (see §8).

4) Eligibility & Acceptable Use

• Age & Capacity: You must be of legal majority in your jurisdiction and have authority to contract.

• Lawful Use: You will not use the Services for any unlawful purpose and will comply with all applicable U.S. federal, state, and local laws and (as applicable) international laws.

• Prohibited Conduct: No reverse engineering of our tools or materials, security probing, unauthorized access, or use of the Services to violate third-party rights.
  
  

5) General Conditions

• Right to Refuse: We may refuse or discontinue Services at our discretion.

• Transmission & Storage: Except for card data (which is always encrypted in transit by PCI-compliant providers), content you send to us may traverse networks unencrypted and may be reformatted to meet technical requirements.

• No Misuse: You may not copy, resell, or exploit any portion of the Services without our written consent.
  
  

6) Fees, Estimates & Payment

Estimates & Quotes

• Proposals and quotes are good-faith estimates based on information available at the time. If scope changes or new requests arise, additional fees may apply (we’ll communicate them in writing).

Rates & Deposits

• Standard time is billed at $79–$99/hour depending on the term length and volume commitment.

• A deposit or retainer may be required before work begins (as specified in the SOW).

Invoicing & Due Dates

• Invoices are due upon receipt unless your SOW states otherwise.

• Late payments may accrue interest at 1.5% per month or the maximum permitted by law, whichever is lower.

• We may pause or terminate Services for non-payment.

Taxes

• Fees are exclusive of taxes. You’re responsible for any sales, use, VAT/GST, or similar taxes arising from the engagement (excluding our income taxes).
  
  

7) 2X Multiplier Guarantee

For eligible, proposal-based fixed-scope projects with a signed SOW:

What We Guarantee

• We guarantee total hours invested will not exceed 2× the quoted hours to complete the contracted scope.

• If the scope stays materially the same and we go over the quoted hours, we’ll cover the overage up to 2×. Beyond 2×, hours are billable at the agreed rate.

Your Obligations

• Follow our workflow (e.g., Slack or designated channel).

• Attend scheduled reviews and provide approvals/feedback on time.

• Provide timely access to assets, logins, APIs, and decision-makers.

Exclusions

• Material scope changes, delays in feedback/assets, newly requested features, third-party blockers, or non-standard security/vendor requirements may void or adjust the guarantee.
  
  

8) Revisions, Change Requests & Maintenance

• Revisions: Each SOW specifies the number and nature of revision rounds. Revisions must remain within scope and the approved design direction.

• Out-of-Scope: Additional work or extra rounds are billed at $79–$99/hour.

• Maintenance: Monthly plans define what’s covered; custom requests are quoted separately.
  
  

9) Billing Accuracy & Account Information

Provide accurate and up-to-date billing details (company name, billing contact, email, tax IDs, payment method). We may refuse, limit, or cancel orders at our discretion; we’ll notify you via the contact information on file.

10) Third-Party Tools, Apps & Links

• We may recommend or integrate third-party apps, APIs, or services (e.g., Shopify apps, analytics, email, shipping, ERP connectors).

• Such tools are provided “as is” by third parties. We do not control their uptime, pricing, features, or data handling.

• Your use of third-party tools is at your sole risk and subject to the provider’s terms and privacy policies.

• We are not liable for issues arising from third-party tools or vendor changes.
  
  

11) Intellectual Property & Ownership

Your Content

• You warrant you own or have rights to all content you provide (text, images, trademarks, logos, product data). You agree to indemnify us for claims arising from your content.

Project Deliverables

• Upon full payment, you own the custom design files and project-specific code we create for you as identified in the SOW.

Ecommhawks Materials

• Our pre-existing or general-use materials—including libraries, snippets, utilities, internal templates, methods, frameworks, and know-how—remain Ecommhawks IP.

• We grant you a non-exclusive, non-transferable, royalty-free license to use Ecommhawks Materials only as embedded in your delivered project for your internal business use.

Portfolio Rights

• We may showcase non-confidential aspects of the project (screenshots, high-level case studies, aggregated metrics) in our portfolio and sales materials unless you object in writing before launch.
  
  

12) Confidentiality

Each party will keep the other’s Confidential Information secret, use it only to perform under these Terms, and disclose it only to personnel who need to know and are bound by confidentiality. “Confidential Information” excludes information that is public through no breach, independently developed without use of the other’s confidential info, or rightfully obtained from a third party without duty of confidentiality. We may disclose if required by law (with prompt notice where legally permitted).

13) Pricing & Service Changes

We may update pricing, features, or service components from time to time. Changes will not affect a signed SOW already in progress unless mutually agreed in writing.

14) Accessibility (ADA/WCAG) Disclaimer

We are not certified ADA consultants. We design and code with accessibility best practices in mind and can implement updates recommended by qualified third-party accessibility specialists. We do not warrant legal compliance with ADA, Section 508, or WCAG standards. You are responsible for determining final compliance requirements and engaging independent audits. You agree to hold us harmless from accessibility-related claims.

15) ERP, PIM & Back-Office Integrations

Our role in ERP/PIM integrations is to establish read-only data connectivity and syncing to Shopify (or other endpoints) per the SOW. We do not reconfigure your ERP/PIM or edit internal data. You are responsible for the integrity, permissions, and configuration of your systems. Vendor updates, API changes, and third-party outages may require additional scoped work at our standard rates.

16) Disclaimers; Limitation of Liability

AS-IS SERVICES
The Services are provided “as is” and “as available.” To the fullest extent permitted by U.S. law, we disclaim all warranties—express, implied, or statutory—including merchantability, fitness for a particular purpose, non-infringement, and course-of-dealing or usage-of-trade warranties.

No Guaranteed Results
We do not guarantee sales lift, profitability, rankings, performance scores, ad outcomes, or any business result. Many factors beyond our control impact outcomes.

Indirect Damages
To the fullest extent permitted by law, we are not liable for any indirect, incidental, special, consequential, exemplary, or punitive damages (including lost profits, revenue, data, or goodwill), even if advised of the possibility.

Liability Cap
Our total aggregate liability for any claim will not exceed the total fees you paid to Ecommhawks for the Services in the twelve (12) months preceding the event giving rise to the claim.

17) Indemnification

You will indemnify, defend, and hold harmless Ecommhawks and our officers, directors, employees, contractors, and agents from any third-party claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:
(a) your content;
(b) your misuse of the Services;
(c) your breach of these Terms; or
(d) your violation of law or third-party rights.

18) Dispute Resolution; Governing Law

Governing Law
These Terms are governed by the laws of the State of Montana, USA, without regard to conflict-of-law rules. U.S. federal law (e.g., the Federal Arbitration Act) applies to arbitration provisions.

Arbitration
Any dispute arising out of or relating to these Terms or the Services will be resolved by binding arbitration in Kalispell, Montana, administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. One arbitrator will preside. The language will be English. Judgment on the award may be entered in any court with jurisdiction.

Injunctive Relief
Either party may seek temporary or preliminary injunctive relief in a court of competent jurisdiction in Flathead County, Montana to protect IP or confidential information pending arbitration.

19) Privacy & Data Protection

We handle personal data in accordance with our Privacy Policy (posted on our website). To the extent the GDPR, CCPA/CPRA, or other privacy laws apply, each party will comply with its obligations. You are responsible for store-level compliance, including cookie consent, privacy notices, and honoring data subject requests. If your project requires a Data Processing Addendum (DPA), we can provide one upon request.

20) Term & Termination

Term
These Terms apply from the earlier of your first access to our site or the effective date of your SOW and continue through the duration of our engagement.

Termination for Convenience
You may terminate an SOW with 30 days’ written notice. You must pay for work performed and committed expenses through the termination effective date.

Termination for Cause
Either party may terminate immediately upon written notice if the other materially breaches these Terms and fails to cure within 10 days after notice (or immediately if the breach is not curable). We may pause or terminate for non-payment without prejudice to other remedies.

Effect of Termination
Upon full payment, we will deliver the in-scope, completed deliverables due under the SOW. Licenses to Ecommhawks Materials remain limited to use within the delivered project as stated in §11.

21) Force Majeure

We are not liable for delays or failures due to events beyond our reasonable control, including acts of God, natural disasters, epidemics/pandemics, labor disputes, supply chain failures, utility or internet outages, acts of government, war, terrorism, civil disturbances, or vendor/API outages.

22) U.S. Export & Compliance

You represent and warrant that you are not located in, under control of, or a national/resident of any country or entity subject to U.S. sanctions/embargoes and will comply with all U.S. export control and sanctions laws in connection with the Services.

23) Severability

If any provision of these Terms is found unenforceable, the remaining provisions will remain in full force, and the invalid provision will be deemed modified to the minimum extent necessary to make it enforceable.

24) Entire Agreement

These Terms, together with any SOW, proposal, order form, and policies referenced or linked, constitute the entire agreement and supersede all prior or contemporaneous communications.

25) No Waiver

A party’s failure to enforce any provision is not a waiver of the right to do so later.

26) Changes to These Terms

We may update these Terms from time to time by posting a revised version on our website. The updated Terms apply prospectively. Your continued use of or access to the Services after changes become effective constitutes acceptance.

27) Non-Solicitation

For one (1) year after termination of Services, you will not directly solicit or hire any Ecommhawks employee or contractor without our prior written consent.

28) Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, sale of assets, or by operation of law.

29) Contact

ECOMMHAWKS LLC
1001 S Main St, Ste 500, Kalispell, MT 59901, USA
Email: ecommhawks@gmail.com

By using or accessing our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.