Terms of Service

01 Acceptance of Terms

By accessing or using the klicksprout.com website ("Site"), or by engaging KlickSprout Digital for any professional services, you agree to be bound by these Terms of Service ("Terms") and all applicable laws and regulations.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. If you do not have such authority, or if you do not agree with these Terms, you must not use the Site or engage our services.

These Terms apply in conjunction with any separate Service Agreement or Statement of Work (SOW) executed between the parties. In the event of a conflict, the SOW shall take precedence for the specific services described therein.

02 Services

KlickSprout Digital provides digital marketing services including, but not limited to:

All services are subject to the specific scope, deliverables, and timelines defined in an agreed Statement of Work (SOW). KlickSprout Digital reserves the right to modify, expand, or discontinue services at any time with reasonable notice to active clients.

03 Client Responsibilities

To enable KlickSprout Digital to deliver services effectively, clients agree to:

• Provide accurate, complete, and timely information, assets, and approvals as reasonably required
• Grant necessary access to platforms, accounts, and tools specified in the SOW (e.g. Google Analytics, Google Ads, Meta Business Manager)
• Ensure that all materials provided do not infringe any third-party intellectual property rights
• Comply with all applicable platform policies (Google Ads policies, Meta Advertising Standards, etc.)
• Designate a primary point of contact responsible for approvals and communications
• Respond to requests for feedback or approvals within the timeframe specified in the SOW (typically 3–5 business days)

Delays caused by the client's failure to meet these responsibilities may affect timelines, deliverables, and costs, and shall not be attributable to KlickSprout Digital.

04 Fees & Payment

Pricing & Invoicing

All fees are as specified in the applicable SOW or service proposal. Unless otherwise stated:

• Retainer services are billed monthly in advance
• Project-based work requires a deposit (typically 50%) before commencement, with the balance due upon delivery
• Invoices are due within 7 days of the invoice date unless otherwise agreed in writing
• All fees are exclusive of applicable taxes (GST, VAT, or equivalent), which will be added where required by law

Late Payments

Invoices unpaid after 15 days of the due date may incur a late payment charge of 1.5% per month on the outstanding balance. KlickSprout Digital reserves the right to pause or suspend active services on accounts with overdue invoices exceeding 30 days, without liability for any resulting performance impact.

Refunds

All fees paid for services already rendered are non-refundable. For project-based work, the deposit is non-refundable upon commencement of work. Refunds for advance retainer payments are subject to review on a case-by-case basis.

05 Intellectual Property

Client-Owned Materials

All materials provided by the client (logos, brand assets, content, data) remain the sole property of the client. The client grants KlickSprout Digital a limited licence to use such materials solely for the purpose of delivering agreed services.

Work Product Ownership

Upon full payment of all outstanding fees, deliverables specifically created for the client (website designs, written content, campaign assets) transfer to client ownership. KlickSprout Digital retains the right to display completed work in its portfolio unless the client requests otherwise in writing.

KlickSprout Proprietary Assets

All proprietary methodologies, frameworks, templates, processes, and tools developed by KlickSprout Digital (including the E-E-A-T, GEO, AEO framework) remain the exclusive intellectual property of KlickSprout Digital and are not transferred to clients.

Website & Site Content

All content on klicksprout.com, including text, graphics, logos, and software, is the property of KlickSprout Digital and protected by applicable copyright and trademark laws. You may not reproduce, distribute, or create derivative works without prior written consent.

06 Confidentiality

Both parties agree to keep confidential any proprietary or sensitive information shared during the engagement, including business strategies, financials, customer data, and technical systems ("Confidential Information").

Confidential Information shall not be disclosed to third parties without prior written consent, except as required by law or to service providers directly involved in fulfilling the engagement and bound by equivalent confidentiality obligations.

This confidentiality obligation survives termination of the service relationship for a period of two (2) years.

07 Warranties & Disclaimers

KlickSprout Digital represents that it will perform services with reasonable professional skill and care consistent with industry standards. However:

Digital marketing is subject to frequent changes in platform algorithms, policies, and market dynamics. Performance results may vary significantly based on factors beyond our control.

08 Limitation of Liability

To the maximum extent permitted by applicable law:

• KlickSprout Digital's total cumulative liability for any claims arising from services rendered shall not exceed the total fees paid by the client for the specific service giving rise to the claim in the three (3) months preceding the claim.
• KlickSprout Digital shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of revenue, loss of data, or loss of business opportunity, even if advised of the possibility of such damages.
• We are not liable for any losses arising from search engine algorithm updates, platform policy changes, third-party service outages, or client-side implementation failures.

09 Termination

By Client

Clients may terminate a service engagement by providing written notice per the notice period specified in the applicable SOW (typically 30 days). All fees owed for work performed up to the termination date remain payable.

By KlickSprout Digital

We reserve the right to suspend or terminate services with written notice if: the client breaches these Terms or the SOW; invoices remain unpaid beyond 30 days; the client engages in conduct that is illegal, unethical, or harmful to third parties; or continued service would violate applicable laws or platform policies.

Effect of Termination

Upon termination, KlickSprout Digital will provide the client with all completed deliverables and account access credentials, and both parties' confidentiality obligations shall survive.

10 Acceptable Use of Website

You agree not to use the klicksprout.com website to:

• Transmit unsolicited commercial communications or spam
• Attempt to gain unauthorised access to any system, account, or data
• Upload or transmit viruses, malware, or other harmful code
• Scrape, crawl, or harvest any content or data from the Site without consent
• Engage in any activity that disrupts, damages, or impairs the Site's functionality
• Post or share false, misleading, or defamatory content
• Violate any applicable local, national, or international law or regulation

11 Third-Party Links & Services

The Site may contain links to third-party websites or reference third-party tools and platforms (Google, Meta, LinkedIn, etc.). These links are provided for convenience only. KlickSprout Digital does not endorse, control, or accept responsibility for the content or practices of third-party sites. Your use of such sites is at your own risk and subject to their respective terms and policies.

12 Governing Law & Dispute Resolution

These Terms are governed by and construed in accordance with applicable laws. In the event of any dispute arising from these Terms or services rendered, the parties agree to first attempt resolution through good-faith negotiation.

If a dispute cannot be resolved informally within 30 days, either party may pursue resolution through binding arbitration or courts of competent jurisdiction, as applicable based on the parties' locations and the governing law specified in any applicable SOW.

13 Changes to Terms

KlickSprout Digital reserves the right to update these Terms at any time. Material changes will be communicated via a notice on the Site and/or email notification to active clients. Your continued use of the Site or services after changes take effect constitutes acceptance of the updated Terms.

We recommend reviewing this page periodically. The "Last Updated" date at the top reflects the most recent revision.

14 Contact

For any questions, concerns, or legal notices regarding these Terms, please contact: