TERMS AND CONDITIONS
Effective Date: January 01, 2026
Welcome to Search Engine Projects (“we,” “us,” “our,” or “SEP”). These Terms and Conditions (“Terms”) govern your access to and use of our digital marketing services, including but not limited to search engine optimization (SEO), search engine marketing (SEM), pay-per-click (PPC) management, social media marketing, website design, web analytics, website usability, localization, and related services (collectively, “Services”). By engaging SEP’s Services, you (“Client,” “you,” or “your”) agree to be bound by these Terms.
1. Definitions
1.1 “Agreement” means these Terms, and any executed proposal, statement of work, or service order entered into between SEP and Client.
1.2 “Services” means the digital marketing services provided by SEP, including SEO, PPC management, SEM, social media marketing, website design and development, analytics, and any additional solutions expressly described in an associated proposal.
1.3 “Deliverables” means the work products, reports, content, and other results delivered by SEP under this Agreement.
2. Scope of Services
2.1 SEP shall provide the Services described in the applicable proposal or order form and in accordance with industry standards. SEP uses reasonable skill and care in performance, but does not guarantee specific results, rankings, or performance improvements.
2.2 Client acknowledges that SEO and digital marketing results can vary based on many external factors beyond SEP’s control, including search engine algorithms, competitive activity, and changes in industry trends.
2.3 Unless otherwise stated, any timelines, milestones, or performance targets referenced in the proposal are estimates only and are not guaranteed.
3. Client Obligations
3.1 Cooperation: Client shall provide timely access to necessary accounts, administrative permissions, website backend access, credentials, existing analytics, data, and other materials as reasonably required by SEP for performance of the Services.
3.2 Accuracy: Client represents that all materials, information, and data provided to SEP are accurate and complete.
3.3 Content and Approvals: Client is responsible for approval of deliverables and for all legal rights to the content provided for use in Services, including text, images, trademarks, and other intellectual property.
4. Fees, Payment, and Billing
4.1 Charges: Client agrees to pay SEP the fees specified in the applicable proposal or statement of work. Unless otherwise stated, fees are due in advance or upon receipt of the invoice.
4.2 Payment Terms: Payments are due within [e.g., 15] days from the date of invoice. Unpaid balances may incur interest at the lesser of 1.5% per month or the maximum allowed by law.
4.3 Taxes: All fees are exclusive of applicable taxes, levies, duties, or assessments imposed by taxing authorities.
4.4 Suspension for Non-Payment: SEP may suspend Services if Client fails to pay amounts due following notice and a reasonable cure period.
5. Term and Termination
5.1 Term: This Agreement begins on the Effective Date and continues until the Services are completed or the Agreement is terminated.
5.2 Termination for Cause: Either party may terminate if the other materially breaches any provision and fails to cure within [e.g., 30] days after written notice.
5.3 Effect of Termination: Upon termination, Client shall pay for all Services rendered and expenses incurred up to the date of termination.
6. Confidentiality
6.1 Confidential Information: Each party agrees not to disclose the other’s confidential information without prior written consent. Confidential information includes non-public business and technical information disclosed in connection with the Services.
7. Intellectual Property
7.1 Ownership: SEP retains all rights, title, and interest in and to SEP’s methodologies, templates, tools, software, and other intellectual property used in delivering Services. Client is granted a non-exclusive, non-transferable license to use deliverables solely for Client’s internal business purposes.
7.2 Client Materials: Client retains all rights to content, trademarks, and materials provided to SEP.
8. Warranties and Disclaimers
8.1 Limited Warranty: SEP warrants that it will provide Services in a professional and workmanlike manner consistent with industry standards. Except as expressly set forth in this Agreement, SEP makes no other warranties, express or implied, including warranties of fitness for a particular purpose.
8.2 No Guaranteed Results: Client acknowledges that SEP does not guarantee specific search engine rankings, traffic levels, or revenue increases.
9. Limitation of Liability
9.1 Exclusion of Damages: In no event shall SEP be liable for indirect, incidental, special, or consequential damages, including loss of profits, business interruption, or data loss.
9.2 Cap on Liability: SEP’s total liability arising out of or related to this Agreement shall not exceed the total fees paid by Client for the Services giving rise to the claim.
10. Indemnification
Client agrees to indemnify and hold harmless SEP and its affiliates, officers, and employees from any claims, liabilities, losses, damages, and expenses arising from Client’s breach of this Agreement, misuse of deliverables, or infringement of third-party rights.
11. Third-Party Services
Services may involve third-party platforms (e.g., Google, Facebook, Bing). Client’s use of third-party services remains subject to those third parties’ terms. SEP disclaims any liability for changes, suspensions, or terminations of third-party services or APIs.
12. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to conflict of law principles.
13. Modifications
SEP may modify these Terms from time to time. Notice of material changes will be provided, and continued use of Services after changes constitutes acceptance.
14. Entire Agreement
These Terms, together with any proposals, statements of work, and attachments, constitute the entire agreement between the parties and supersede all prior agreements, understandings, or representations.