Terms of Use
Agreement to Terms
Welcome to Adtoro Agency ("Company," "we," "our," or "us"). These Terms of Use ("Terms") govern your use of our website located at adtoroagency.com (the "Site") and our marketing and advertising services (collectively, the "Services").
By accessing or using our Site or Services, you agree to be bound by these Terms. If you do not agree to these Terms, please do not use our Site or Services.
Description of Services
Adtoro Agency is a full-service marketing and advertising agency that provides:
Digital Marketing: SEO, SEM, social media marketing, content marketing
Advertising Services: Campaign development, media buying, creative production
Brand Strategy: Brand development, positioning, and identity design
Web Development: Website design, development, and optimization
Analytics & Reporting: Performance tracking, data analysis, and insights
Consulting Services: Marketing strategy, business development, and growth consulting
User Accounts and Registration
Account Creation
Some features of our Services may require you to create an account. You agree to:
Provide accurate, current, and complete information
Maintain and update your account information
Keep your login credentials secure and confidential
Notify us immediately of any unauthorized account access
Account Responsibility
You are responsible for all activities that occur under your account. We reserve the right to suspend or terminate accounts that violate these Terms.
Acceptable Use Policy
Permitted Uses
You may use our Site and Services for lawful business purposes, including:
Browsing our content and learning about our services
Contacting us for business inquiries
Accessing client portals and project materials (if authorized)
Participating in webinars, events, or educational content
Prohibited Uses
You may not use our Site or Services to:
Violate any applicable laws or regulations
Infringe on intellectual property rights
Transmit harmful, offensive, or inappropriate content
Attempt to gain unauthorized access to our systems
Interfere with the proper functioning of our Services
Collect user information without consent
Engage in spam, phishing, or fraudulent activities
Compete directly with our business using our proprietary information
Service Agreements and Client Relationships
Separate Service Agreements
Specific marketing and advertising services are governed by separate service agreements, statements of work, or contracts that supplement these Terms.
Client Responsibilities
When engaging our services, clients agree to:
Provide necessary materials, information, and access in a timely manner
Review and approve deliverables within agreed timeframes
Make payments according to agreed terms
Comply with applicable laws and industry regulations
Maintain confidentiality of proprietary strategies and insights
Performance Expectations
While we strive for excellent results, marketing and advertising outcomes can be influenced by many factors beyond our control. We make no guarantees regarding specific performance metrics, sales results, or return on investment unless explicitly stated in writing.
Intellectual Property Rights
Our Intellectual Property
All content on our Site and in our Services, including text, graphics, logos, images, software, and methodologies, is owned by or licensed to Adtoro Agency and is protected by copyright, trademark, and other intellectual property laws.
Client Intellectual Property
Clients retain ownership of their pre-existing intellectual property. We may use client trademarks and materials as necessary to provide agreed services.
Work Product Ownership
Unless otherwise specified in a service agreement:
Custom creative work developed specifically for clients belongs to the client upon full payment
General methodologies, strategies, and know-how remain our intellectual property
Third-party tools, platforms, and licenses remain the property of their respective owners
License to Use
You grant us a limited, non-exclusive license to use your intellectual property as necessary to provide our Services, including for portfolio and case study purposes (unless specifically restricted in writing).
Payment Terms
Service Fees
Service fees are specified in individual service agreements or statements of work. Unless otherwise agreed:
Invoices are due within 30 days of the invoice date
Late payments may incur interest charges and suspension of services
All fees are non-refundable unless otherwise specified
Expenses and third-party costs are billed separately
Taxes
All fees are exclusive of applicable taxes, which are the responsibility of the client.
Confidentiality
Mutual Confidentiality
Both parties agree to maintain the confidentiality of proprietary information shared during the course of our relationship, including:
Business strategies and plans
Financial information
Technical specifications
Customer data and insights
Proprietary methodologies
Exceptions
Confidentiality obligations do not apply to information that:
Is publicly available
Was known prior to disclosure
Is independently developed
Must be disclosed by law
Privacy and Data Protection
Your privacy is important to us. Our collection and use of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference.
Data Processing
When providing services, we may process client data as a data processor. We agree to:
Process data only as instructed by the client
Implement appropriate security measures
Assist with data subject requests as required
Comply with applicable data protection laws
Disclaimers and Limitations of Liability
Service Disclaimers
OUR SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU FOR SERVICES IN THE 12 MONTHS PRECEDING THE CLAIM.
Excluded Damages
WE SHALL NOT BE LIABLE FOR INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST REVENUE, OR BUSINESS INTERRUPTION.
Third-Party Services and Links
Our Services may integrate with or link to third-party platforms, tools, and services. We are not responsible for:
The availability or functionality of third-party services
Third-party terms of service or privacy policies
Data security or privacy practices of third-party providers
Any damages resulting from third-party service issues
Termination
Termination Rights
Either party may terminate service agreements according to the terms specified in individual contracts. We reserve the right to suspend or terminate access to our Site or Services immediately if you violate these Terms.
Effect of Termination
Upon termination:
Your right to use our Services ceases immediately
Outstanding fees become immediately due and payable
Confidentiality obligations survive termination
We may retain certain information as required by law or legitimate business purposes
Dispute Resolution
Governing Law
These Terms are governed by the laws of [State/Province], without regard to conflict of law principles.
Dispute Resolution Process
Direct Negotiation: Parties will first attempt to resolve disputes through good faith negotiation
Mediation: If negotiation fails, disputes will be submitted to binding mediation
Arbitration: Unresolved disputes will be settled through binding arbitration
Jurisdiction: Any legal proceedings will be conducted in [City, State/Province]
Class Action Waiver
You agree to resolve disputes individually and waive any right to participate in class action lawsuits or class-wide arbitration.
Force Majeure
We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, or government actions.
Modifications to Terms
We reserve the right to modify these Terms at any time. Changes will be effective immediately upon posting on our Site. Material changes will be communicated via:
Email notification to registered users
Prominent notice on our Site
Direct communication to active clients
Continued use of our Services after changes constitutes acceptance of the modified Terms.
Severability
If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.
Entire Agreement
These Terms, together with our Privacy Policy and any applicable service agreements, constitute the entire agreement between you and Adtoro Agency regarding the use of our Site and Services.
Contact Information
If you have questions about these Terms, please contact us:
Adtoro Agency
Email: legal@adtoroagency.com