Terms of Service

Terms of Service

1. Introduction

R Squared Digital Marketing, LLC (“R Squared,” “we,” “our,” or “us”) is a Florida-based digital marketing agency providing website design, SEO, CRM, automation, and related digital marketing services (collectively, the “Services”). By accessing our website, purchasing, subscribing to, or using any of our Services, software, platforms, or materials (collectively, the “Materials”), you (“Client,” “you,” or “your”) agree to be bound by these Terms of Service (“Terms”).

If you do not agree to these Terms, you must immediately discontinue all use of our website, Services, and Materials.

2. Ownership and Use of Materials

This website and all associated content, including but not limited to text, designs, code, graphics, interfaces, data, and documentation, are owned by R Squared or its licensors and are protected by U.S. and international copyright, trademark, and intellectual property laws.

Except as expressly permitted in these Terms or in a separate written agreement with us, you may not:

• Copy, reproduce, modify, distribute, republish, or create derivative works from any R Squared Materials
• Reverse engineer, decompile, or attempt to extract source code from our platforms or tools
• Remove or alter any copyright, trademark, or proprietary notices

Theme Files, Templates, and Design Assets

• R Squared retains exclusive ownership of all website theme files, design frameworks, proprietary templates, scripts, modules, and creative design files used to build or render your website, landing pages, or CRM-connected assets (the “Design Assets”).
• These Design Assets are non-transferable and may not be migrated, copied, reused, resold, or modified outside of R Squared’s environment or proprietary CRM, even if your service is cancelled.
• You may not request or require R Squared to provide theme files, source code, proprietary templates, or CRM-connected design frameworks for use with another agency, platform, or provider.

Client Content

Upon full and final payment of all amounts due under your agreement:

• You own the original content you provided (such as your logos, brand assets, text, photos, and videos) and any custom content created specifically for you under your project scope (for example copywriting, custom graphics), subject to any third-party licensing restrictions.
• R Squared retains the right to reuse or modify design frameworks, templates, code snippets, or strategies across other projects and clients.

We reserve the right to display non-confidential portions of your project in our portfolio and marketing materials unless otherwise agreed in writing.

3. Limited License to Use the Website

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use our website and publicly available Materials solely for your own informational or internal business purposes, provided that you:

• Do not interfere with or attempt to circumvent any security features
• Do not use the website for any unlawful or prohibited purpose
• Do not scrape, harvest, or systematically copy large portions of the site without our written permission

4. Third-Party Content, Tools, and Integrations

Our Services may involve or link to third-party tools, plugins, platforms, and APIs (including but not limited to WordPress plugins, CRMs, analytics tools, email and SMS gateways, and other integrations).

• Use of any third-party services is governed by those third parties’ own terms and policies.
• R Squared does not control, endorse, or guarantee the accuracy, availability, or performance of third-party services and is not liable for any failures, outages, or changes to those services.
• If a third-party provider discontinues, changes, or suspends its service, your remedy is limited to adjusting or replacing that integration, which may incur additional fees.

5. Accounts and Access

To use certain Services, you may be required to create an account or grant us access to your existing platforms.

You agree to:

• Provide accurate and complete information
• Maintain the confidentiality of your login credentials
• Notify us promptly of any unauthorized access or suspected breach

You are responsible for all activities that occur under your account or through access you authorize.

6. Client Responsibilities

You agree to:

• Provide all necessary information, content, approvals, and access needed for us to perform the Services
• Respond to requests for feedback, materials, and approvals in a timely manner
• Ensure that any content you provide does not infringe the rights of third parties and complies with applicable laws

Delays in providing needed content or approvals may delay project timelines and do not relieve you of payment obligations.

7. Fees, Billing, and Payment Terms

7.1 General

• All fees, pricing, and payment schedules will be outlined in your proposal, order form, invoice, or agreement.
• Unless otherwise stated in writing, all fees are due in U.S. dollars and are non-refundable except as expressly stated in these Terms.
• We may require upfront payment, deposits, or retainers before beginning work.

7.2 Recurring Billing

For subscriptions (for example SEO retainers, hosting, CRM and automation access, support plans, or other recurring Services):

• You authorize R Squared (or our payment processor) to automatically charge your chosen payment method on the designated billing dates (monthly, quarterly, annually, or as specified).
• If a payment attempt is declined, we may retry the charge and contact you for updated payment information.
• We reserve the right to suspend or terminate Services for non-payment.

7.3 Late Payments

If an invoice is not paid when due:

• We may pause Services (including hosting, CRM access, campaigns, and support) until your account is brought current.
• We may charge a late fee as permitted by law and require future payments in advance.

8. Recurring Services, Cancellation, and Refund Policy

2-Week Notice and No-Refund Protection

This section outlines the cancellation and refund policies for all recurring Services. Please read carefully, as these terms are designed to protect both parties and ensure fair business practices.

8.1 Automatic Renewals

All subscription-based or recurring Services (including but not limited to SEO retainers, website and hosting plans, CRM licenses, automation services, social media management, Google Ads management, and support packages) renew automatically on their billing cycle unless cancelled in accordance with these Terms.

By subscribing to any recurring Service, you acknowledge and agree that:

• Your subscription will continue indefinitely until you provide proper cancellation notice
• We will automatically charge your designated payment method on each billing date
• You are responsible for ensuring your payment method remains valid and up-to-date
• Failure to provide timely cancellation notice will result in charges for the upcoming billing period

8.2 Required Cancellation Notice (14 Calendar Days Minimum)

To cancel any recurring Service, you must provide written notice at least fourteen (14) calendar days before your next scheduled billing date. This notice period is required to allow us to properly schedule resources, adjust workflows, and ensure a smooth transition.

How to Cancel

To cancel a recurring Service, you must:

1. Send a written cancellation request via email to info@rsquared.marketing
2. Include in your email:
   • Your full name and business name (if applicable)
   • The specific Service(s) you wish to cancel
   • Your account identifier or invoice number
   • The date you are sending the cancellation request
3. Ensure your email is sent at least 14 calendar days before your next scheduled billing date

When Cancellation Takes Effect

Your cancellation is not considered effective until:

• We receive your written email at info@rsquared.marketing, and
• We confirm receipt, typically via email reply within 2-3 business days (confirmation is for your records only; receipt of your email is what matters)

Important: Cancellation requests sent via phone, text message, social media, or any method other than email to info@rsquared.marketing are not considered valid. Only written email requests to the designated address will be processed.

Late Cancellation Notice

If your cancellation notice is received less than 14 calendar days before your next billing date, you acknowledge and agree that:

• The upcoming billing will still be processed and is fully owed and non-refundable, regardless of when you send the cancellation notice
• Your Service will remain active through the end of the next billing period, after which cancellation will take effect
• You will continue to have access to all Services and features until the end of that billing period
• No prorated refunds or credits will be issued for any portion of that billing cycle

Example: If your billing date is the 15th of each month and you send a cancellation email on the 5th (10 days before billing), your cancellation will take effect after the 15th, and you will be charged for the full month beginning on the 15th. To avoid the charge, you would need to send your cancellation email no later than the 1st of the month (14 days before the 15th).

8.3 No-Refund Protection Policy

All fees billed for recurring Services are non-refundable once the billing cycle has begun. This policy protects our scheduling, labor commitments, infrastructure costs, and ensures we can maintain consistent service quality for all clients.

What This Means

Once a billing cycle has been charged, you are not entitled to a refund, even if:

• You cancel your Service shortly after being billed
• You choose not to use the Service during that billing period
• You experience technical issues (we will work to resolve issues, but this does not entitle you to a refund)
• You are dissatisfied with results (see Section 12 regarding disclaimers about marketing results)
• You request cancellation after the billing has already occurred
• You believe you provided cancellation notice but it was not received or processed in time

Non-Refundable Items

The following are explicitly non-refundable:

• Partial billing periods: If you cancel mid-cycle, you are not entitled to a refund for the unused portion of that billing period
• Unused service time: If you do not fully utilize your Service during a billing period, no refund or credit will be issued
• Unused credits or features: Any unused credits, ad spend allocations, or service features do not entitle you to refunds or credits
• Setup and onboarding fees: One-time setup, onboarding, or implementation fees are non-refundable once work has commenced (see Section 8.4)
• Third-party costs: Any fees we pay to third parties on your behalf (advertising spend, software licenses, etc.) are non-refundable

Your Acknowledgment

By continuing your subscription and not providing timely written notice as outlined in Section 8.2, you acknowledge and agree that:

• You remain responsible for full payment of the upcoming billing cycle, regardless of when you decide to cancel
• You are not entitled to a refund for any portion of that billing cycle, even if you choose to discontinue use immediately after being charged
• The 14-day notice requirement is a material term of your agreement, and failure to comply does not create a right to refund
• You understand that our Services require advance planning, resource allocation, and infrastructure commitments that cannot be immediately reversed upon cancellation

Exceptions

Refunds may only be issued in the following limited circumstances, and only at our sole discretion:

• Billing errors: If we make an error in billing (e.g., charging the wrong amount, double-charging), we will correct the error and issue appropriate refunds or credits
• Service failure: If we are unable to provide the Service due to our own technical failure or negligence for an extended period (30+ consecutive days), we may offer a prorated credit or refund at our discretion
• Written agreement: Any refund must be explicitly agreed to in writing and signed by an authorized representative of R Squared

Note: Disputes with payment processors or chargebacks do not override these Terms. If you initiate a chargeback or dispute, we reserve the right to immediately suspend or terminate all Services and pursue collection of all amounts owed, including any fees incurred.

8.4 Project-Based and Setup Fees

• One-time fees, onboarding fees, setup fees, and design and development fees are non-refundable once work has commenced.
• Any custom agreements regarding refunds must be in writing and signed by R Squared.

8.5 Service Pauses

At our discretion, and only where specifically agreed in writing, we may allow a temporary pause to a recurring Service. A service pause:

• Does not guarantee the same pricing or terms upon resumption
• Does not refund prior charges unless explicitly stated in writing

9. Non-Transferability of Website Designs and CRM-Connected Assets

Because our websites and designs are tightly integrated with our proprietary CRM and internal systems:

1. No Transfer of Themes or Frameworks
   Website themes, templates, layouts, design frameworks, and CRM-connected components created by R Squared are proprietary and may not be transferred to another platform, provider, or hosting environment.
2. No Migration of Proprietary CRM Websites
   Websites and funnels built within our CRM or proprietary system remain in that environment. If you cancel Services, your access may be removed or downgraded, and you are not entitled to export or receive the underlying theme files, templates, or CRM-specific configurations.
3. Content Export Only
   You may request a copy of your original content (text, images, logo files you provided) in a reasonable format. However, this does not include our proprietary frameworks, backend configuration, automations, workflows, or design systems.

10. Changes to Services

We reserve the right to:

• Modify or update our Services, features, tools, or pricing
• Discontinue or replace legacy plans, integrations, or offerings

If we materially change or discontinue a Service you are actively using, we will use reasonable efforts to notify you in advance, and may offer migration paths or alternatives where possible.

11. Confidentiality and Data

Both parties agree to keep non-public business, technical, and financial information confidential, except where disclosure is required by law or court order.

You are responsible for complying with all applicable privacy and data protection laws related to your customers, leads, and contacts uploaded or processed through our systems.

12. Disclaimers

To the fullest extent permitted by law:

• Our Services and Materials are provided on an “AS IS” and “AS AVAILABLE” basis.
• We do not warrant that Services will be uninterrupted, error-free, or suitable for every particular purpose.
• SEO, advertising, and marketing results cannot be guaranteed due to factors outside our control, including search engine algorithms, competition, and user behavior.

You acknowledge that digital marketing inherently involves uncertainty and that any performance metrics or projections are estimates, not guarantees.

13. Limitation of Liability

To the maximum extent permitted by law:

• R Squared’s total aggregate liability to you for any claim arising out of or relating to these Terms or the Services shall not exceed the amount you paid to us for the Services in the three (3) months immediately preceding the event giving rise to the claim.
• R Squared shall not be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including lost profits, lost revenue, or loss of data, even if we have been advised of the possibility of such damages.

Some jurisdictions do not allow limitations on liability, so some of these limitations may not apply to you.

14. Indemnification

You agree to indemnify, defend, and hold harmless R Squared, its owners, employees, contractors, and affiliates from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your use of the Services or Materials
• Any content you provide
• Your violation of these Terms or applicable law
• Any claim that your content infringes the rights of a third party

15. Term and Termination

These Terms remain in effect for as long as you access our website, maintain an account, or use our Services.

We may suspend or terminate your access to some or all Services if:

• You fail to make timely payments
• You violate these Terms or applicable law
• You engage in behavior that, in our reasonable judgment, harms or risks harm to our reputation, systems, or other clients

Upon termination:

• All amounts owed to R Squared become immediately due and payable
• Your access to Services, platforms, and CRM may be disabled
• The intellectual property provisions, limitation of liability, disclaimers, payment obligations, and other provisions that by their nature should survive termination will continue in effect

16. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the State of Florida, without regard to conflict of law principles.

Any dispute arising out of or relating to these Terms or the Services shall be brought in the state or federal courts located in [County], Florida, and you consent to the personal jurisdiction of such courts.

You agree to first attempt to resolve any dispute informally by contacting us at info@rsquared.marketing before pursuing formal legal action.

17. Changes to These Terms

We may update or modify these Terms from time to time. When we do, we will revise the “Last Updated” date at the top of this page.

Your continued use of our website or Services after any such changes constitutes your acceptance of the revised Terms. If you do not agree with the updated Terms, you must stop using our Services.

18. Contact Information

If you have any questions about these Terms, please contact:

R Squared Digital Marketing, LLC
Email: info@rsquared.marketing
Website: https://rsquared.marketing/