Terms of Service
These terms govern advertising management services provided by {{COMPANY_NAME}} ("we", "us"). Each engagement is also governed by a written service agreement that fixes the scope, channels, KPIs, budget, duration, and fees; where the two documents differ, the service agreement controls.
1. Services
We provide advertising campaign management and media buying execution: campaign planning and build, account setup, targeting, bidding, landing page coordination, pixel and conversion tracking, creative production (with contracted creative studios), ongoing optimization toward agreed KPIs (CTR, CVR, CPA, ROAS), and periodic performance reporting.
Campaigns run on third-party media platforms (search, social, programmatic, affiliate). Those platforms' own terms and policies apply to the campaigns in addition to these terms.
2. Advertising prepayment & available balance
Services are funded by an advertising prepayment covering the estimated media budget plus the service fee. We collect the prepayment before launch because media platforms require funding before ads can serve.
We maintain a per-client available balance and usage ledger. Prepayments increase the balance; recorded media usage and service fees decrease it. Every ledger entry corresponds to a media platform invoice or a fee line. Clients may request a reconciliation of their ledger at any time.
Client prepayments are held for the purpose of that client's campaigns and associated fees only. They are not used for any other purpose, and they are not a financial product of any kind.
3. Fees & billing
Fees follow one of two models fixed in the service agreement: (a) performance-based, where the service fee is settled at cycle end against agreed CPA/ROAS targets, invoiced as "Performance Fee — per agreed CPA target"; or (b) a management fee of 5% of ad spend, invoiced as "Management Fee — 5% of Ad Spend", with the media budget invoiced as "Advertising Prepayment — Media Budget (estimated usage)".
Settlement cycles are monthly per campaign cycle. Each cycle closes with a statement reconciling prepayment, media usage, and fees. Invoice line items use the same names as our Pricing page.
4. Service partner settlement
We engage contracted service partners — human media buyers, creative studios, and publisher partners — to deliver parts of the services. Partners are paid service fees or commissions under their own written agreements with us, settled through Stripe Connect Express/Custom accounts to each partner's own bank account.
Partner settlements are made from our business funds as our cost of delivering the services. Clients are not a party to, and bear no liability under, our partner agreements.
5. Performance — no guaranteed results
We commit to a defined scope of work and to optimizing toward the KPIs agreed in the service agreement. Advertising performance depends on factors outside our control — platform auctions, competition, seasonality, the client's product, pricing, and landing pages — and we do not guarantee any specific CTR, CVR, CPA, ROAS, or other outcome.
Reports state actual measured results. Targets in a service agreement are the basis for performance-fee settlement where that model applies, not a promise of outcomes.
6. Refunds & disputes
Unused prepayment balances are refunded to the original payment method within 7–14 business days of confirmation, or credited toward the next campaign period at the client's election. Amounts already consumed by media delivery, and service fees for work already performed (including earned performance fees), are not refundable.
Disputes are acknowledged in writing within 2 business days at {{COMPANY_EMAIL}} and resolved through the four-step process published in our Refund Policy: intake, ledger reconciliation, resolution, and refund where due.
7. Liability & general
To the maximum extent permitted by law, our aggregate liability under an engagement is limited to the service fees paid to us for the campaign period giving rise to the claim. We are not liable for indirect or consequential losses, for platform decisions (including account suspensions or ad disapprovals), or for changes to platform pricing or policies.
Either party may terminate an engagement with written notice per the service agreement; on termination, the unused balance is settled per Section 6. Neither party may assign the agreement without the other's written consent.
8. Governing law & contact
These terms are governed by the laws of the State of {{COMPANY_STATE}}, United States, without regard to conflict-of-law rules. Disputes not resolved through our dispute process will be brought in the state or federal courts of {{COMPANY_STATE}}.
Questions about these terms: {{COMPANY_EMAIL}} · {{COMPANY_NAME}}, {{COMPANY_ADDRESS}}.