Terms & Conditions

E320 Consulting Effective Date: January 08, 2025

These Terms & Conditions ("Terms") govern the provision of marketing services by E320 Consulting ("we," "us," or "our"), a boutique marketing agency operating at e320.io, to you ("Client" or "you"). By engaging our services, signing a proposal, statement of work, or invoice, or otherwise agreeing to these Terms, you accept and agree to be bound by them.

1. Services

We provide boutique marketing services, including but not limited to digital marketing, strategy consulting, content creation, social media management, SEO, PPC advertising, branding, and related advisory services (collectively, the "Services"). The specific scope of Services will be outlined in a separate proposal, statement of work ("SOW"), or invoice, which incorporates these Terms by reference.

We perform Services with reasonable skill and care but do not guarantee specific results, such as increased traffic, leads, or sales, as outcomes depend on market factors beyond our control.

2. Client Obligations

You agree to:

Provide timely access to necessary materials, information, accounts (e.g., ad platforms, websites), and approvals.
Ensure all provided materials (e.g., logos, content) do not infringe third-party rights.
Cooperate promptly to avoid delays.

Delays caused by you may result in adjusted timelines or additional fees.

3. Fees and Payment

Fees are as specified in the proposal, SOW, or invoice. We may charge fixed fees, hourly rates, retainers, or performance-based fees.

Payment terms: Due upon receipt or as specified (e.g., 50% upfront for projects).
Late payments incur interest at 1.5% per month or the maximum allowed by law.
Expenses (e.g., ad spend, tools, stock images) are reimbursed or billed separately.
Ad spend and third-party costs are your responsibility and may be billed directly or through us.

All fees are non-refundable except as expressly stated.

4. Intellectual Property

We retain ownership of pre-existing materials and tools.
Upon full payment, we grant you a non-exclusive, perpetual license to use deliverables created for you.
You grant us a license to use your materials for providing Services and to showcase work in our portfolio (with your approval where reasonable).

5. Confidentiality

Both parties agree to keep confidential information disclosed during the engagement confidential and not disclose it to third parties without consent, except as required by law.

6. Term and Termination

Services continue as per the SOW or until completed/terminated.
Either party may terminate for material breach with 10 days' written notice if uncured.
You may terminate convenience with 30 days' notice (for ongoing retainers).
Upon termination, you pay for Services rendered up to the termination date.

7. Limitation of Liability

To the maximum extent permitted by law:

We are not liable for indirect, consequential, or punitive damages.
Our total liability is limited to the fees paid by you in the 12 months preceding the claim.
We make no warranties except as expressly stated; all implied warranties are disclaimed.

8. Indemnification

You agree to indemnify us against claims arising from your materials, instructions, or breach of these Terms.

9. Independent Contractor

We are an independent contractor, not your employee, partner, or agent.

10. Governing Law

These Terms are governed by the laws of the State of Florida, without regard to conflict of laws principles. Disputes shall be resolved in courts located in Hillsborough County, Florida.

11. Miscellaneous

These Terms constitute the entire agreement.
Amendments must be in writing.
If any provision is invalid, the remainder remains effective.