Confidentiality and Data Privacy

  • Confidentiality: Both parties agree to maintain confidentiality regarding any proprietary information shared during the course of the engagement.
  • Data Privacy: The Company will comply with applicable data protection laws (e.g., GDPR, CCPA) to safeguard the Client’s data. The Company will use Client data solely for the purpose of providing the agreed-upon services.
  • Third-Party Access: If third-party tools or platforms (e.g., Google Ads, Facebook Ads, etc.) are used, the Client acknowledges that their data may be subject to those platforms’ privacy policies and terms of service.

Performance and Results

  • No Guarantees: While the Company will use its best efforts to achieve the desired outcomes, the Client understands that results may vary depending on factors beyond the Company’s control, such as changes in search engine algorithms, market competition, and client website performance.
  • Performance Metrics: The Company will provide regular reports (e.g., monthly or quarterly) to the Client detailing the performance of the digital marketing campaigns, as agreed upon in the Service Agreement.

Intellectual Property

  • Ownership of Content: Any content created by the Company during the term of the Services (e.g., social media posts, website copy, blog articles, etc.) will be owned by the Client, provided that all fees have been paid in full.
  • Company Tools and Materials: The Company may use proprietary tools, templates, and software in delivering the Services. These tools remain the intellectual property of the Company, and the Client does not have the right to use them outside the scope of the Services.
  • Licenses: If applicable, the Client grants the Company a non-exclusive, royalty-free license to use the Client’s trademarks, logos, and other intellectual property for the purpose of fulfilling the Services.

Termination

  • Termination by Client: The Client may terminate the Services with [insert notice period, e.g., 30 days] written notice. Any unpaid fees for services rendered prior to termination will remain due.
  • Termination by Company: The Company reserves the right to terminate the Services if the Client fails to comply with these Terms, fails to make timely payments, or otherwise breaches the Service Agreement. The Client will be liable for all outstanding fees up until the date of termination.
  • Refund Policy: Unless otherwise specified, the Client is not entitled to a refund for Services that have been provided, even if the Services are terminated early.

Limitation of Liability

  • Limitation: The Company’s liability for any claim arising out of the Services is limited to the total amount paid by the Client for the Services during the [insert period, e.g., 6 months] preceding the event giving rise to the claim.
  • Indemnity: The Client agrees to indemnify, defend, and hold the Company harmless from any claims, losses, damages, liabilities, or expenses arising out of the Client’s use of the Services or breach of these Terms.

Force Majeure

  • Neither party shall be held responsible for any failure or delay in performance of its obligations under these Terms due to events beyond its reasonable control, including, but not limited to, natural disasters, war, strikes, or other unforeseeable circumstances.

Amendments

  • The Company reserves the right to amend or update these Terms at any time. Any changes will be communicated to the Client, and continued use of the Services will be deemed acceptance of those changes.

Governing Law and Dispute Resolution

  • These Terms will be governed by and construed in accordance with the laws of [insert jurisdiction, e.g., State of New York, USA].
  • In the event of a dispute, the parties agree to first attempt to resolve the matter through mediation or informal negotiation. If unresolved, disputes will be submitted to binding arbitration in [insert location].

Miscellaneous

  • Entire Agreement: These Terms and any associated Service Agreements or proposals constitute the entire agreement between the parties and supersede all prior discussions, agreements, or understandings.
  • Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
  • Assignment: The Client may not assign or transfer any rights or obligations under these Terms without prior written consent from the Company.