Terms of Service

1. Agreement to Terms

By accessing and using Brandlark Media's services ("Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, please do not use our Services.

2. Description of Services

Brandlark Media provides performance-based digital marketing services for ecommerce stores, including but not limited to:

• Paid advertising campaign management (Meta, Google, TikTok)
• Creative content development and testing
• Campaign optimization and performance tracking
• Revenue attribution and analytics reporting

3. Performance-Based Pricing Model

3.1 Ecommerce Commission Structure

For ecommerce clients, Brandlark Media charges a 10% commission on attributed revenue generated through our marketing campaigns. Payment is due biweekly based on verified sales.

3.2 Revenue Attribution

Revenue is attributed to Brandlark Media campaigns using industry-standard tracking methods including platform integrations, pixel tracking, and UTM parameters. Attribution extends for 90 days following campaign interaction.

3.3 Advertising Costs

Client is responsible for all direct advertising costs paid to advertising platforms (Meta, Google, TikTok, etc.). These costs are separate from and in addition to Brandlark Media's commission. Client maintains full control over advertising budget and must approve spending above $1,500 monthly.

4. Client Responsibilities

Clients agree to:

• Provide accurate business information and access to necessary accounts
• Maintain required integrations for tracking and attribution
• Pay advertising costs directly to ad platforms in a timely manner
• Review and approve ad spend budgets and major creative changes
• Pay Brandlark Media's commission within 15 days of invoice receipt
• Provide at least 30 days written notice if terminating services

5. Brandlark Media Responsibilities

Brandlark Media agrees to:

• Manage advertising campaigns with industry best practices
• Provide transparent biweekly performance reports
• Optimize campaigns for maximum return on ad spend (ROAS)
• Maintain accurate attribution tracking
• Communicate significant campaign changes or issues promptly

6. Service Term and Termination

6.1 No Long-Term Contracts

Services are provided on a month-to-month basis with no long-term contractual obligation.

6.2 Termination by Either Party

Either party may terminate services with 30 days written notice. Termination must be submitted in writing via email to the designated contact.

6.3 Post-Termination Attribution

For ecommerce clients, Brandlark Media continues to track and receive commission on attributed sales for 90 days following the termination date. This accounts for customers driven by our campaigns during the active service period who convert after termination.

7. Performance Expectations and Disclaimers

7.1 No Guaranteed Results

While Brandlark Media employs industry best practices and optimization strategies, we do not guarantee specific revenue targets, ROAS, or conversion rates. Marketing performance depends on numerous factors including product-market fit, pricing, website quality, market conditions, and advertising platform algorithms beyond our control.

7.2 "Risk-Free" and "Performance-Based" Disclaimers

References to "zero risk," "risk-free," or "no risk" model refer exclusively to Brandlark Media's commission structure—clients only pay our commission on verified sales generated. These terms do NOT eliminate the client's responsibility for advertising costs paid directly to ad platforms, which are at client's own risk.

7.3 ROAS Optimization

References to "optimized for positive ROAS" or similar language indicate our goal and approach to campaign management. They do not constitute a guarantee of positive ROAS on every campaign or advertising dollar spent.

8. Payment Terms

8.1 Invoice Schedule

Invoices are sent biweekly for attributed revenue generated during the billing period.

8.2 Payment Due Date

Payment is due within 15 days of invoice date. Late payments may incur a 1.5% monthly late fee.

8.3 Disputed Charges

Clients must notify Brandlark Media of disputed charges within 10 days of invoice receipt. Undisputed portions must be paid on schedule while disputes are resolved.

9. Intellectual Property

9.1 Client Materials

Client retains all rights to their brand assets, logos, product images, and other materials provided to Brandlark Media.

9.2 Campaign Creative

Creative assets developed by Brandlark Media for client campaigns (ad copy, images, videos) are licensed to client for use during and after the service term. Brandlark Media retains the right to showcase these materials in portfolios and case studies unless otherwise agreed in writing.

9.3 Processes and Strategies

Brandlark Media retains all rights to proprietary processes, strategies, and methodologies used in delivering services.

10. Confidentiality

Both parties agree to maintain confidentiality of proprietary information shared during the course of services. This includes but is not limited to revenue data, campaign strategies, customer data, and business plans. Confidentiality obligations survive termination of services.

11. Limitation of Liability

Brandlark Media's total liability for any claims arising from services shall not exceed the total commission fees paid by client in the 12 months preceding the claim. Brandlark Media is not liable for indirect, incidental, consequential, or punitive damages including lost profits or revenue.

12. Indemnification

Client agrees to indemnify and hold harmless Brandlark Media from any claims arising from: (a) client's products or services, (b) client-provided materials or content, (c) violations of advertising platform policies by client, or (d) client's breach of these Terms.

13. Compliance with Laws and Platform Policies

Both parties agree to comply with all applicable laws and advertising platform policies. Brandlark Media reserves the right to refuse campaigns that violate platform policies or applicable regulations.

14. Changes to Terms

Brandlark Media reserves the right to modify these Terms with 30 days notice. Continued use of Services after changes constitutes acceptance of modified Terms. Material changes affecting pricing or commission structure require client's explicit written consent.

15. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Washington. Any disputes shall first be attempted to be resolved through good faith negotiation. If negotiation fails, disputes shall be resolved through binding arbitration in Seattle, Washington.

16. Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.

17. Entire Agreement

These Terms, along with any written service agreements, constitute the entire agreement between client and Brandlark Media regarding services.

18. Contact Information

For questions about these Terms of Service, please contact:
Brandlark Media
Email: legal@brandlarkmedia.com