Welcome to SpearPoint Marketing LLC!

These Terms of Service ("Terms") outline the contractual agreement between you ("Client," "you," or "your") and [Agency Name] ("Agency," "we," "us," or "our") regarding the use of our marketing services. By accessing our services or engaging in any form of business with us, you acknowledge that you have read, understood, and agreed to comply with these Terms. If you do not agree to these Terms, please refrain from using our services.

1. Services

1.1 Description of Services: We offer a range of marketing services, including but not limited to branding, digital marketing, social media management, content creation, search engine optimization (SEO), paid advertising, and analytics.

1.2 Client Responsibilities: As a Client, you agree to provide accurate and complete information necessary for us to deliver our services effectively. You are responsible for any content, materials, or data provided to us, ensuring that it complies with applicable laws and does not infringe upon any third-party rights.

1.3 Third-Party Providers: We may engage third-party providers, subcontractors, or vendors to assist in delivering our services. While we exercise due diligence in selecting these providers, we are not responsible for their actions, omissions, or any resulting damages.

2. Confidentiality

2.1 Confidential Information: During the course of our engagement, either party may disclose confidential information, including but not limited to business strategies, financial information, trade secrets, or proprietary data. Both parties agree to maintain the confidentiality of such information and use it solely for the purposes of the engagement.

2.2 Exceptions: The obligation of confidentiality does not extend to information that (a) is publicly available at the time of disclosure or subsequently becomes public without breach, (b) was rightfully in the recipient's possession prior to disclosure, (c) is independently developed by the recipient without reference to the disclosing party's confidential information, or (d) is required to be disclosed by law or court order.

3. Intellectual Property

3.1 Ownership: Unless otherwise agreed upon in writing, all intellectual property rights, including copyrights, trademarks, patents, or trade secrets, associated with the services provided by the Agency shall remain the exclusive property of the Agency.

3.2 License Grant: Upon payment of all fees due, the Agency grants you a non-exclusive, non-transferable license to use any deliverables or materials provided as part of the services solely for your internal business purposes. You may not reproduce, distribute, modify, or create derivative works based on such materials without our express written consent.

4. Payment Terms

4.1 Fees: The fees for our services will be outlined in the proposal or agreement between the Client and the Agency. Unless otherwise specified, all fees are quoted in the currency stated and are exclusive of any applicable taxes.

4.2 Invoicing and Payment: Invoices will be provided based on the agreed-upon payment schedule. Payment terms are specified in the proposal or agreement. Late payments may incur interest charges or result in the suspension or termination of services.

4.3 Refunds: Fees paid for our services are generally non-refundable unless otherwise agreed upon or required by law.

5. Limitation of Liability

5.1 Exclusion: To the maximum extent permitted by law, the Agency shall not be liable for any indirect, consequential, incidental, punitive, or special damages arising out of or in connection with our services, including but not limited to loss of profits, data, or business opportunities.

5.2 Total Liability: The total liability of the Agency, whether in contract, tort, or otherwise, shall be limited to the amount paid by you to us for the specific services giving rise to the claim during the six (6) months preceding the event giving rise to the liability.

6. Termination

6.1 Termination for Convenience: Either party may terminate the engagement by providing written notice to the other party. In such cases, any fees owed for services rendered up to the termination date shall be payable.

6.2 Termination for Cause: Either party may terminate the engagement immediately upon written notice if the other party breaches these Terms and fails to cure such breach within a reasonable period.

7. Governing Law and Dispute Resolution

7.1 Governing Law: These Terms shall be governed by and construed in accordance with the laws of [Jurisdiction], without regard to its conflict of laws principles.

7.2 Dispute Resolution: Any dispute arising out of or in connection with these Terms shall be subject to negotiation in good faith. If the dispute cannot be resolved amicably, either party may seek remedies available under the laws of the jurisdiction.

8. Modifications

8.1 Amendments: We reserve the right to modify these Terms at any time. Any modifications will be effective immediately upon posting on our website or providing notice to you. Your continued use of our services after the modifications constitutes your acceptance of the revised Terms.

9. General Provisions

9.1 Entire Agreement: These Terms constitute the entire agreement between you and the Agency, supersedes any prior agreements or understandings, and may only be modified in writing.

9.2 Severability: If any provision of these Terms is found to be unenforceable or invalid, such provision shall be severed, and the remaining provisions shall remain in full force and effect.

9.3 Waiver: The failure to enforce any provision of these Terms shall not be deemed a waiver of that provision or any other rights or remedies available.

Thank you for reviewing our Terms of Service. Should you have any questions or concerns, please contact us at https://www.thespearpoint.com/contact.