Effective Date: The date of Client’s acceptance of services from OLM Agency.
This Service Agreement (“Agreement”) is entered into by and between OLM Agency, LLC, a Florida Limited Liability Company with principal offices in Massachusetts (“OLM,” “Agency,” or “Provider”), and the individual or entity who engages OLM’s services (“Client”).
1. Services; Deliverables
1.1 Scope. OLM provides digital advertising, marketing, consulting, and related creative services (the “Services”). Specific deliverables and timelines will be outlined in an Order Form, proposal, or written confirmation (the “Deliverables”). OLM does not guarantee placement, impressions, clicks, conversions, sales, or profits.
1.2 Changes. Any change to the scope must be agreed in writing and may result in additional fees and/or schedule changes.
2. Payment; Term; No Refunds
2.1 Fees & Payment. All fees are due as stated in the Order Form or invoice. All payments are final and non-refundable.
2.2 Fixed Terms. If Client signs up for a fixed term (for example, three (3) months or twelve (12) months), Client agrees to pay for the entire term. Early termination by Client does not relieve Client of the obligation to pay all amounts due.
2.3 Chargebacks. Client shall not initiate a chargeback, reversal, or similar dispute for amounts paid. Client agrees to resolve disputes directly with OLM before contacting any bank or payment processor.
3. Client Responsibilities
3.1 Cooperation. Client shall provide timely access to accounts, approvals, content, and materials reasonably requested by OLM. Delays caused by Client may impact timelines or incur additional fees.
3.2 Compliance. Client is solely responsible for complying with all applicable laws, industry regulations, and platform policies.
3.3 Ad Accounts. OLM is not responsible for third-party actions, including ad platform rejections, suspensions, or policy changes.
4. No Guarantees; Limitation of Liability
4.1 No Results Warranty. OLM makes no warranty or guarantee of specific results, including revenue, leads, or return on investment.
4.2 Third-Party Actions. OLM is not liable for the actions of third parties, competitors, or other factors beyond its control.
4.3 Limitation of Liability. To the fullest extent permitted by law, OLM’s liability shall not exceed the total fees paid by Client in the thirty (30) days before a claim arises. OLM shall not be liable for indirect, incidental, special, or consequential damages.
5. Intellectual Property
5.1 Work Product. Upon full payment, Client receives a limited, non-transferable license to use the final Deliverables for its internal business purposes.
5.2 Agency Materials. OLM retains ownership of its pre-existing intellectual property, tools, and methodologies. Client may not reuse, resell, or distribute OLM’s materials without written consent.
6. Indemnification
Client shall indemnify, defend, and hold harmless OLM and its officers, employees, and agents from all claims, liabilities, damages, and expenses arising from Client’s actions, materials, or failure to comply with applicable laws or platform rules.
7. Termination
7.1 For Cause. Either party may terminate this Agreement upon thirty (30) days’ written notice if the other materially breaches and fails to cure such breach.
7.2 Effect. Termination does not relieve Client of its obligation to pay all fees owed for the agreed term.
8. Governing Law & Dispute Resolution
This Agreement shall be governed by the laws of the Commonwealth of Massachusetts. Any disputes shall be resolved exclusively in the state or federal courts located in Massachusetts.
9. Miscellaneous
9.1 Entire Agreement. This Agreement represents the full and final understanding between OLM and Client.
9.2 Severability. If any provision is found invalid, the remainder of the Agreement shall continue in full force.
9.3 Amendments. This Agreement may only be amended in writing signed by both parties.
By engaging OLM Agency’s services, the Client acknowledges and agrees to this Service Agreement in full.
