Terms and Conditions

Effective Date: January 1, 2024 | Last Updated: January 1, 2026

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Sartori Digital Marketing LLC, an Oregon limited liability company ("Company," "we," "us," or "our"), located at 220 N 7th St, Philomath, OR 97379. By accessing our website, submitting a contact form, signing a service agreement, or engaging any of our digital marketing services, you agree to be bound by these Terms. If you do not agree to these Terms, do not use our website or services.

2. Services

Sartori Digital Marketing LLC provides digital marketing consulting and services including, but not limited to: search engine optimization (SEO), local SEO, Google Ads management, pay-per-click advertising, content marketing, copywriting, social media marketing, email marketing, marketing automation, lead generation, website optimization, and marketing strategy consulting.

The specific services, deliverables, timeline, and fees for each client engagement are defined in a separate written Service Agreement or Statement of Work ("SOW") provided to and signed by the client prior to commencement of services. In the event of any conflict between these Terms and a signed Service Agreement, the terms of the Service Agreement shall control.

3. Service Agreements and Scope of Work

All client engagements begin with a written Service Agreement or Statement of Work that specifies the services to be provided, the monthly or project fee, the payment schedule, and the initial term of the engagement. Services will not commence until the Service Agreement is signed and the initial payment or deposit has been received.

Any requests for services outside the scope defined in the Service Agreement will be treated as a change order and billed at our standard hourly rate of $125 per hour, or at a mutually agreed project rate, documented in a written amendment to the Service Agreement.

4. Payment Terms

Monthly retainer fees are invoiced on the first business day of each month and are due within 15 days of the invoice date. Project-based fees are invoiced according to the payment schedule specified in the Service Agreement, which typically includes a 50% deposit due upon signing and the remaining 50% due upon project completion.

Invoices not paid within 30 days of the due date are subject to a late payment fee of 1.5% per month (18% per annum) on the outstanding balance. We reserve the right to suspend services on accounts that are more than 30 days past due without liability for any resulting impact on campaign performance.

We accept payment by check, ACH bank transfer, and major credit cards. A 3% processing fee applies to credit card payments. All fees are quoted and billed in U.S. dollars. Client is responsible for all applicable taxes on services received.

5. Advertising Spend

For services that include management of paid advertising campaigns (Google Ads, Facebook Ads, etc.), the client's advertising spend (the budget paid directly to the advertising platform) is separate from and in addition to our management fee. Advertising spend is billed directly to the client's own advertising account. We do not mark up advertising spend. The client is responsible for maintaining sufficient funds in their advertising accounts to sustain agreed-upon campaign budgets.

6. Client Responsibilities

To enable us to deliver effective services, the client agrees to:

• Provide timely access to necessary accounts (website, Google Analytics, Google Ads, social media, etc.)
• Respond to requests for information, approvals, and feedback within 5 business days
• Provide accurate and complete information about their business, services, and target customers
• Review and approve content, ads, and other deliverables within agreed timelines
• Maintain current and accurate business information on their own platforms
• Notify us promptly of any significant changes to their business, services, or target market

Delays caused by the client's failure to fulfill these responsibilities may result in project timeline extensions and do not relieve the client of payment obligations.

7. Intellectual Property

Upon receipt of full payment for services, the client owns the deliverables created specifically for them under a Service Agreement, including website copy, blog posts, ad copy, and other original content created exclusively for the client's use.

Sartori Digital Marketing LLC retains ownership of all proprietary methodologies, processes, templates, tools, and pre-existing intellectual property used in delivering services. Nothing in these Terms or any Service Agreement transfers ownership of our proprietary systems, frameworks, or know-how to the client.

The client grants us a limited, non-exclusive license to use their trademarks, logos, and brand assets solely for the purpose of delivering the contracted services. We may reference the client relationship in our portfolio and marketing materials unless the client requests confidentiality in writing.

8. Confidentiality

Both parties agree to keep confidential any proprietary or sensitive business information shared during the course of the engagement. We will not disclose client business information, strategies, or data to third parties except as necessary to deliver contracted services (e.g., sharing access credentials with platform support teams) or as required by law. Clients agree not to disclose our proprietary methodologies, pricing, or internal processes to third parties.

9. No Guarantee of Results

Digital marketing results depend on many factors outside our control, including search engine algorithm changes, competitive activity, market conditions, client website quality, and client responsiveness. While we strive to deliver measurable improvements and work diligently toward agreed goals, Sartori Digital Marketing LLC does not guarantee specific rankings, traffic levels, lead volumes, conversion rates, or revenue outcomes. Any projections or estimates provided are based on historical data and industry benchmarks and should not be construed as guarantees of performance.

10. Limitation of Liability

To the maximum extent permitted by applicable law, Sartori Digital Marketing LLC's total liability to the client for any claims arising from or related to our services shall not exceed the total fees paid by the client in the three (3) months immediately preceding the event giving rise to the claim. In no event shall we be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost revenue, or loss of business opportunity, even if we have been advised of the possibility of such damages.

11. Indemnification

The client agrees to indemnify, defend, and hold harmless Sartori Digital Marketing LLC and its members, employees, contractors, and agents from and against any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising from: (a) the client's breach of these Terms; (b) the client's use of our services in violation of applicable law; (c) content or information provided by the client that infringes any third-party intellectual property rights or violates any applicable law; or (d) the client's own marketing activities or business operations.

12. Term and Termination

Monthly retainer engagements continue on a month-to-month basis following any initial term specified in the Service Agreement. Either party may terminate a month-to-month engagement by providing 30 days' written notice. Project-based engagements terminate upon completion of the defined deliverables and receipt of final payment.

We reserve the right to terminate services immediately, without refund, if the client: fails to make payment within 30 days of the due date; engages in abusive, harassing, or threatening behavior toward our staff; requests services that violate applicable law or platform policies; or materially breaches these Terms. Upon termination, the client retains ownership of all paid-for deliverables and data. We will provide reasonable assistance to transition accounts and data to the client or a new provider.

13. Dispute Resolution

In the event of any dispute arising from or relating to these Terms or our services, the parties agree to first attempt to resolve the dispute through good-faith negotiation. If negotiation does not resolve the dispute within 30 days, either party may pursue binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Arbitration shall take place in Benton County, Oregon. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent irreparable harm pending arbitration.

14. Governing Law

These Terms and any Service Agreement shall be governed by and construed in accordance with the laws of the State of Oregon, without regard to its conflict of law provisions. Any legal proceedings not subject to arbitration shall be brought exclusively in the state or federal courts located in Benton County, Oregon, and both parties consent to personal jurisdiction in those courts.

15. Modifications to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes by updating the "Last Updated" date at the top of this page. Your continued use of our website or services after such changes constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically.

16. Entire Agreement

These Terms, together with any signed Service Agreement or Statement of Work, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior or contemporaneous understandings, agreements, representations, and warranties, whether written or oral. No waiver of any provision of these Terms shall be effective unless in writing and signed by both parties.

17. Contact Information

Questions about these Terms and Conditions should be directed to: