Terms of service.

Effective Date: 5/1/2023

Governing Law: State of Georgia, United States

1. Acceptance of Terms

By engaging Campaign Culture (“Agency”) to provide social media advertising services, including influencer marketing (“Services”), the client (“Client”) agrees to be bound by these Terms and Conditions (“Agreement”). These Terms shall govern all Services unless superseded by a written contract signed by both parties.

2. Services Provided

The Agency will provide social media advertising and influencer marketing services as described in the Client’s signed agreement. Upon expiration of the initial contract term, Services will continue on a month-to-month basis unless terminated in accordance with Section 9.

3. Fees and Payment

a. Service Fees – The Agency charges a percentage of the Client’s ad spend as its fee, as specified in the Client’s agreement.

b. Billing – Service fees are invoiced on the 1st day of each month for the previous month’s Services and are due no later than the 5th day of the month.

c. Ad Spend – The Client is responsible for paying all advertising platform charges directly.

d. Late Payment – Payments not received by the due date may be subject to late fees, suspension of Services, or termination at the Agency’s discretion.

4. Term and Termination

a. Initial Term – As outlined in the signed agreement.

b. Month-to-Month Term – After the Initial Term, Services continue on a month-to-month basis.

c. Termination Notice – Either party may terminate Services by providing thirty (30) days’ written notice.

d. Immediate Termination – The Agency reserves the right to terminate Services immediately for non-payment, breach of these Terms, or illegal/unethical activity.

5. Intellectual Property

a. Agency Materials – All creative content, strategies, copy, designs, and related materials produced by the Agency remain the property of the Agency until all amounts owed are paid in full.

b. License Upon Payment – Once payment is received in full, the Client is granted a non-exclusive, perpetual license to use the delivered materials.

6. Refunds and Credits

The Agency does not offer refunds or credits. Exceptions may be granted solely at the Agency’s discretion in the event of a verified billing or service error caused by the Agency.

7. Confidentiality

Both parties agree to maintain the confidentiality of all proprietary information, business strategies, campaign data, and any other non-public information disclosed during the course of the engagement.

8. Limitation of Liability

The Agency shall not be liable for any indirect, incidental, consequential, or special damages, including but not limited to lost profits or business opportunities, even if advised of the possibility of such damages. The Agency makes no guarantees regarding the performance or outcome of any advertising campaign. The Agency’s total liability under this Agreement shall not exceed the amount paid by the Client for Services in the three (3) months preceding the claim.

9. Indemnification

The Client agrees to indemnify and hold harmless the Agency, its employees, and contractors from any claims, damages, or expenses arising out of the Client’s use of the Services, provided such claims are not the direct result of the Agency’s gross negligence or willful misconduct.

10. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia, without regard to its conflict of law principles.

11. Entire Agreement

These Terms constitute the entire agreement between the parties regarding the Services, superseding all prior or contemporaneous agreements, communications, and understandings, whether written or oral. Any modifications must be made in writing and signed by both parties.