1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Storm Strike Agency LLC ("Storm Strike," "we," "us," or "our"), governing your use of our website located at stormstrikeagency.com and all marketing, advertising, SEO, CRM, and related services we provide (collectively, the "Services"). By accessing our website or engaging our Services, you agree to be bound by these Terms. If you do not agree, please discontinue use immediately.

2. Services

Storm Strike Agency provides digital marketing services including but not limited to Google Ads management, Meta Ads management, search engine optimization (SEO), CRM setup and automation, and related consulting services. The specific scope, deliverables, timelines, and fees for each engagement are set forth in a separate Service Agreement or Statement of Work ("SOW") executed between the parties. In the event of a conflict between these Terms and a SOW, the SOW shall control with respect to the specific engagement.

3. Client Responsibilities

To enable Storm Strike Agency to deliver the Services effectively, you agree to:

• Provide accurate, complete, and timely information, materials, and access credentials as requested.
• Obtain and maintain all necessary rights, licenses, and permissions for any content, trademarks, or materials you provide to us.
• Grant Storm Strike Agency the necessary access to your advertising accounts, analytics platforms, website, and third-party tools required to perform the Services.
• Comply with all applicable platform policies, including Google Ads policies, Meta Advertising Standards, and any other relevant third-party guidelines.
• Promptly review and approve materials, campaigns, and deliverables within agreed timelines. Delays caused by Client may affect campaign performance and timelines.

4. Fees, Payment & Billing

Fees for Services are outlined in your SOW or service agreement. Unless otherwise specified:

• Retainer fees are due in advance on the first day of each billing period.
• One-time setup fees are due prior to commencement of work.
• Invoices not paid within 15 days of the due date are subject to a late fee of 1.5% per month (18% per annum) on the outstanding balance.
• Storm Strike Agency reserves the right to pause or suspend Services on accounts with overdue balances.
• All fees are exclusive of applicable taxes. Client is responsible for any applicable sales, use, or similar taxes.
• Ad spend paid directly to advertising platforms (Google, Meta, etc.) is separate from and in addition to Storm Strike Agency management fees. Client is solely responsible for funding their advertising accounts.

5. Term & Termination

The term of each engagement is set forth in the applicable SOW. Unless otherwise specified, either party may terminate Services with 30 days' written notice. Upon termination:

• All outstanding fees for Services rendered through the termination date become immediately due and payable.
• Storm Strike Agency will provide a transition summary and reasonable cooperation to transfer campaign assets and account access back to the Client.
• Storm Strike Agency reserves the right to immediately terminate Services for cause, including non-payment, material breach, or violation of platform policies by the Client.

6. Intellectual Property

Upon receipt of full payment for the applicable Services, Storm Strike Agency assigns to Client all right, title, and interest in deliverables specifically created for Client under the SOW, including ad creatives and copy. Storm Strike Agency retains ownership of all proprietary tools, methodologies, frameworks, templates, processes, and pre-existing intellectual property used in providing the Services. Storm Strike Agency reserves the right to reference Client's name and general results (without confidential specifics) in its portfolio and marketing materials, unless Client requests otherwise in writing.

7. Confidentiality

Each party agrees to keep confidential all non-public information received from the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information ("Confidential Information"). This obligation survives termination of the engagement for a period of two (2) years. Confidential Information does not include information that: (a) is or becomes publicly available through no breach of this agreement; (b) was independently developed by the receiving party; or (c) is required to be disclosed by law or court order.

8. Performance & Results Disclaimer

Storm Strike Agency will use commercially reasonable efforts to achieve the marketing objectives outlined in your SOW. However, you acknowledge and agree that:

• Advertising and marketing results are inherently variable and are influenced by numerous factors outside Storm Strike Agency's control, including algorithm changes, market conditions, competition, seasonality, and platform policy updates.
• Storm Strike Agency makes no guarantees of specific results, including but not limited to specific ROAS targets, click-through rates, conversion rates, or revenue outcomes.
• Past performance is not indicative of future results.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, STORM STRIKE AGENCY'S TOTAL CUMULATIVE LIABILITY TO CLIENT FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY CLIENT TO STORM STRIKE AGENCY IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. IN NO EVENT SHALL STORM STRIKE AGENCY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10. Indemnification

Client agrees to indemnify, defend, and hold harmless Storm Strike Agency and its officers, employees, contractors, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) Client's breach of these Terms; (b) Client's violation of any third-party rights or applicable law; (c) any content or materials provided by Client; or (d) Client's use of the Services in violation of platform policies.

11. Governing Law & Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions. Any dispute arising out of or relating to these Terms or the Services shall first be subject to good-faith negotiation between the parties. If negotiation fails, disputes shall be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, with proceedings conducted in Los Angeles County, California. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction.

12. Modifications to Terms

Storm Strike Agency reserves the right to update these Terms at any time. We will notify you of material changes by posting the updated Terms on our website with a revised "Last updated" date. Your continued use of the Services after any such changes constitutes your acceptance of the updated Terms. We encourage you to review these Terms periodically.

13. Entire Agreement

These Terms, together with any applicable SOW or service agreement, constitute the entire agreement between the parties regarding the subject matter herein and supersede all prior or contemporaneous agreements, representations, and understandings. If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.

14. Contact

For questions regarding these Terms, please contact us at:
Storm Strike Agency
Email: support@stormstrikeagency.com