Terms of Service
These terms cover use of this website and the general framework for our client engagements. Each engagement is also governed by its own signed scope of work.
1. Agreement
By using this website you agree to these terms. If you engage us as a client, these terms apply alongside the signed scope of work; where the two conflict, the signed scope prevails.
2. About our services
We provide advertising strategy, campaign management, creative production, landing page development and measurement services. We are an independent contractor, not your employee, agent or joint venturer.
3. No guarantee of results
Advertising performance depends on factors outside our control, including auction competition, seasonality, your pricing, your sales response times and platform policy changes. We forecast in ranges based on experience and we agree targets in writing, but we do not guarantee specific rankings, impressions, leads, revenue or return on ad spend. Any figures shown in case studies describe past engagements and are not a promise of comparable outcomes.
4. Client responsibilities
- Provide timely access to advertising accounts, analytics and any CRM data agreed in the scope.
- Ensure all materials you supply are accurate, lawful, and free of third-party rights infringement.
- Approve or reject creative and budget changes within two business days.
- Pay the advertising platforms directly for media; our fee is for services only.
- Comply with all laws applicable to your industry, including any advertising claim substantiation requirements.
5. Fees and payment
Fees are flat monthly amounts stated in the scope of work, invoiced on the first business day of each month and payable net 15 by ACH or check. Late balances accrue 1.5% per month or the maximum permitted by California law, whichever is lower. Full details are in our Refund & Billing Policy.
6. Term and termination
The initial term is three months, continuing month to month thereafter. Either party may terminate on 30 days’ written notice. Either party may terminate immediately for material breach that remains uncured after 10 days’ written notice. On termination we hand over documentation, remove our access, and invoice for work performed to that date.
7. Intellectual property
On full payment, you own the campaign assets, ad copy and landing page code we produce specifically for you. We retain ownership of our pre-existing templates, internal tooling and methodologies, and we may describe the engagement in anonymised form in case studies unless you ask us in writing not to.
8. Confidentiality
Each party will keep the other’s non-public business information confidential and use it only to perform the engagement. This obligation survives termination by three years.
9. Acceptable use of this website
You may not attempt to gain unauthorised access, scrape at a rate that degrades service, introduce malicious code, or use the contact form to send unsolicited commercial messages.
10. Limitation of liability
To the maximum extent permitted by law, our total liability arising out of the engagement is limited to the fees you paid us in the three months preceding the claim. Neither party is liable for indirect, incidental or consequential damages, including lost profits. Nothing here limits liability for fraud, wilful misconduct or anything that cannot be limited under California law.
11. Indemnity
You agree to indemnify us against claims arising from materials you supplied, from your products or services, or from your breach of applicable advertising law.
12. Governing law
These terms are governed by the laws of the State of California. The parties submit to the exclusive jurisdiction of the state and federal courts located in Alameda County, California. Before filing suit, the parties agree to attempt good-faith resolution by telephone within 30 days of written notice of a dispute.
13. Changes
We may update these terms; the “last updated” date reflects the current version. Continued use of the website after an update constitutes acceptance. Changes do not alter a signed scope of work already in force.
14. Contact
Questions about these terms: legal@rayadvertising.a2hosted.com, or write to Rayfield Advertising Group, 1864 Lindale Avenue, Oakland, CA 94607, United States.