Terms of Service
Effective Date: October 1, 2025
Welcome to the advertising and marketing website operated by Climbing Solo Inc. (“we,” “us,” or “our”). These Terms of Service (“Terms”) govern your use of our website (the “Website”) and the advertising/marketing services we provide (the “Services”). By accessing the Website or engaging the Services, you (“you” or “your”) agree to be bound by these Terms in full.
1. Eligibility & Representation
To use the Services, you must be at least 18 years old and have the legal capacity to enter into binding agreements. If you use the Services on behalf of a business, organization, or third party, you represent and warrant that you have the authority to bind that entity to these Terms, and “you” shall include such entity.
2. Scope of Services
Our Services include (but are not limited to) search engine marketing (SEM), social media advertising (Meta, TikTok, LinkedIn, Google Ads), content creation (ad copy, graphics, short videos), SEO optimization, omnichannel campaign management, and performance reporting. The specific Services, deliverables, timelines, and performance metrics for your engagement will be detailed in a mutually signed Service Agreement or Order Form (if applicable). In case of conflict between these Terms and a Service Agreement/Order Form, the latter shall prevail.
3. Your Obligations
You agree to:
- Provide accurate, complete, and up-to-date information (e.g., brand guidelines, target audience details, marketing assets, billing information) necessary for us to deliver the Services;
- Review draft deliverables (e.g., ad creatives, campaign plans) and provide written feedback within 3 business days of receipt to avoid delays;
- Comply with all applicable laws, regulations (including GDPR, CCPA, and local advertising laws), and third-party platform policies (e.g., Meta Advertising Standards, Google Ads Policies) when using the Services;
- Not request or provide content that is defamatory, infringing, obscene, illegal, or violates third-party intellectual property or privacy rights;
- Maintain the confidentiality of any account credentials we provide (e.g., client portal login) and notify us immediately of unauthorized access to your account.
4. Fees & Payment
- Fees: All Service fees are quoted in U.S. Dollars (USD) and exclusive of applicable sales, use, or value-added taxes. You are solely responsible for paying all such taxes.
- Payment Terms: Invoices are issued via email upon completion of pre-agreed milestones (or monthly for retainer Services). Payment is due within 15 calendar days of invoice receipt (“net-15 terms”).
- Payment Methods: We accept payment via credit card (Visa, Mastercard, American Express), ACH transfer, or wire transfer. A 3% processing fee applies to all credit card payments.
- Late Payments: If payment is not received by the due date, a late fee of 1.5% of the unpaid balance will accrue monthly (or the maximum rate allowed by law, whichever is lower). We may suspend the Services after 30 days of non-payment, with no liability for any resulting delays.
- Refunds: Fees for fully delivered Services are non-refundable. For cancelled ongoing Services, you must pay for all work completed up to the date of cancellation (as verified by our project records).
5. Intellectual Property
- Our Intellectual Property: All proprietary tools, templates, methodologies, software, and pre-existing content (e.g., campaign frameworks) used to deliver the Services remain our exclusive property. We grant you a non-transferable, non-exclusive license to use the custom deliverables (e.g., ad creatives, performance reports) solely for your internal business purposes.
- Your Intellectual Property: You retain full ownership of your brand assets (e.g., logos, trademarks, product images), customer data, and any content you provide to us. You grant us a non-exclusive, worldwide license to use such materials to deliver the Services during the term of these Terms.
- Third-Party Intellectual Property: If the Services require use of third-party content (e.g., stock images, licensed fonts), we will either provide such content (with fees included in your Service quote) or require you to provide a valid license for its use.
6. Confidentiality
- Each party shall treat all non-public information disclosed by the other party (“Confidential Information”) as confidential. Confidential Information includes (but is not limited to) your business plans, campaign strategies, customer data, our pricing, and proprietary methodologies.
- The receiving party shall not disclose Confidential Information to any third party without the disclosing party’s prior written consent, except to its employees, contractors, or service providers who need access to perform their duties and are bound by confidentiality obligations.
- This confidentiality obligation survives the termination of these Terms for 3 years. Confidential Information does not include information that is publicly available, independently developed by the receiving party, or rightfully received from a third party without restriction.
7. Limitation of Liability
- To the maximum extent permitted by law, we shall not be liable for any indirect, incidental, special, consequential, or punitive damages (including lost profits, lost revenue, or business interruption) arising from or related to the Services, even if we have been advised of the possibility of such damages.
- Our total liability to you for any claim arising from these Terms or the Services shall not exceed the total amount you paid us for the specific Service giving rise to the claim in the 12 months preceding the claim.
- We shall not be liable for delays or failures to perform due to circumstances beyond our reasonable control (e.g., natural disasters, third-party platform outages, government regulations, or your failure to provide required information).
8. Indemnification
You agree to indemnify, defend, and hold us (and our employees, contractors, and affiliates) harmless from and against any claims, losses, damages, liabilities, fines, or expenses (including reasonable attorneys’ fees) arising from:
- Your breach of these Terms or any applicable law/regulation;
- Third-party claims alleging that your content, products, or use of the Services infringes intellectual property, privacy, or other legal rights;
- Your violation of third-party platform policies (e.g., Meta or Google account suspensions due to non-compliant content you requested).
9. Term & Termination
- Term: These Terms commence on the Effective Date and continue until all Services are fully delivered (or until the end of the retainer period, if applicable), unless terminated earlier.
- Termination by Either Party: Either party may terminate these Terms with 30 days’ written notice via email. We may terminate immediately if you: (i) fail to pay undisputed fees within 30 days of demand; (ii) materially breach these Terms and fail to cure the breach within 10 business days; or (iii) engage in illegal or fraudulent activity related to the Services.
- Post-Termination Obligations: Upon termination: (i) you must pay all outstanding fees for work completed; (ii) we will return or delete your Confidential Information (per your request) and provide a final performance report; (iii) all licenses granted under Section 5 (Intellectual Property) will terminate (except for your right to use already-delivered custom deliverables for which you have paid).
10. Governing Law & Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, United States, without regard to its conflict of law principles. Any dispute, claim, or controversy arising from these Terms or the Services shall be resolved exclusively through the state or federal courts located in Erie County, Pennsylvania, and you consent to the personal jurisdiction of such courts.
11. Changes to These Terms
We may update these Terms periodically to reflect industry changes, legal requirements, or Service updates. We will notify you of material changes by posting the revised Terms on the Website (with a new Effective Date) and sending a written notice to your registered email address. Your continued use of the Services after the new Effective Date constitutes your acceptance of the revised Terms.
12. Contact Us
If you have questions, concerns, or need to provide notice under these Terms, please contact us at:
Climbing Solo Inc.
502 W 7TH ST STE 100
ERIE, PA 16502-1333
Email: info@Climbing Solo Inc.com