Terms of
Service.

Acceptance of Terms

These Terms of Service ("Terms") govern your use of the Starfish Ad Age website at starfishadage.agency and the professional marketing services provided by Starfish Ad Age LLC ("Starfish," "we," "us," or "our"). By accessing the website, requesting services, or signing an engagement agreement, you agree to these Terms.

If you do not agree to these Terms, do not use the website or engage our services. Specific engagements may be governed by a separate written agreement (a "Statement of Work" or "SOW"), which supplements and, where inconsistent, supersedes these Terms with respect to the services covered by that SOW.

Description of Services

Starfish is a digital marketing agency headquartered in Longview, Texas. We offer services including Generative Engine Optimization, Search Engine Optimization and Paid Search (SEO & SEM), Social Media Marketing, Web Development, Branding, and StarLeads CRM implementation and operation.

The specific services, deliverables, timelines, and fees for a given engagement are defined in the Statement of Work executed by Starfish and the client. Marketing results are influenced by many factors outside Starfish's direct control, including client content, competitive environment, platform algorithm changes, and market conditions. Starfish does not guarantee specific outcomes, rankings, leads, revenue, or other results unless explicitly stated in a written agreement.

Eligibility

You must be at least 18 years old and authorized to bind a business entity to contracts to engage Starfish services. By engaging Starfish, you represent that you have that authority for the entity you represent.

Engagement and Scope

Client engagements begin with a Statement of Work signed by both parties. The SOW defines:

• Scope of services and specific deliverables
• Timeline and milestones
• Fees, invoicing schedule, and payment terms
• Client responsibilities and required inputs
• Duration of the engagement
• Termination terms specific to the engagement

Work outside the SOW scope is billed as a change order at the rates specified in the SOW or at current Starfish standard rates.

Fees and Payment

Fees are specified in each Statement of Work. Unless otherwise stated:

• Invoices are issued monthly for retainer engagements and upon milestone completion for project engagements
• Payment terms are Net 15 from the invoice date
• Overdue amounts may be subject to a late fee of 1.5% per month or the maximum allowed by law, whichever is less
• Accounts 30 days past due may result in suspension of services
• Third-party platform costs (ad spend, software subscriptions, stock media) are billed separately and passed through at cost unless stated otherwise
• All fees are exclusive of applicable taxes unless stated otherwise

Refunds, where applicable, are governed by the specific SOW. Work already performed and external costs already incurred on your behalf are not refundable.

Intellectual Property

Starfish IP. All materials, methodologies, frameworks, tools, templates, software, and processes Starfish develops or uses in its business (including but not limited to the Starfish GEO Framework, Starfish Search Stack, Starfish Signal Loop, Starfish Substrate, Starfish Identity System, Starfish Funnel OS, Starfish Local Pack Playbook, Starfish Conversion Formula, and Starfish Author Authority Method) are and remain the exclusive intellectual property of Starfish. Nothing in these Terms or any SOW transfers ownership of Starfish IP to any client.

Client deliverables. Upon full payment of all fees for a given deliverable, Starfish grants the client a perpetual, worldwide, non-exclusive, royalty-free license to use the specific deliverables produced for that client (for example, a website, a brand system, a content asset). The client does not receive rights to Starfish's underlying methodologies, templates, or code libraries used to produce those deliverables.

Third-party IP. Some deliverables may incorporate third-party assets (stock photography, fonts, plugins, platforms) licensed separately. Those assets are subject to their own license terms, which the client is responsible for honoring.

Client Content and License

Clients grant Starfish a limited, non-exclusive license to use, display, modify, and publish client-provided content (logos, text, images, video, data) solely as necessary to deliver the services specified in the SOW. The client represents and warrants that it owns or has licensed rights to all content it provides and that Starfish's use of that content under this license does not infringe any third party's rights.

Starfish may reference client engagements in its own marketing (case studies, portfolio pages, testimonials) using anonymized performance data unless the SOW explicitly prohibits this or requires specific review and approval. Named attribution in case studies requires separate client approval.

Acceptable Use

When using this website or engaging Starfish services, you agree not to:

• Use the services for any unlawful purpose or in violation of applicable laws, regulations, or platform policies
• Attempt to reverse engineer, copy, or clone Starfish methodologies, frameworks, or proprietary systems
• Interfere with, disrupt, or compromise the integrity of the website, our systems, or any third-party platforms we operate on your behalf
• Use the services to engage in spam, phishing, fraud, or deceptive practices
• Upload or distribute content that is defamatory, harassing, obscene, infringing, or otherwise unlawful
• Use automated scraping, bots, or similar means to access the website in ways that burden our infrastructure

Third-Party Services

Starfish services typically involve third-party platforms (Google, Meta, LinkedIn, TikTok, GoHighLevel, and others). The client is responsible for complying with the terms of service of any third-party platform where Starfish operates on their behalf. Starfish is not liable for platform policy changes, account suspensions caused by client-provided content, fee increases, or platform outages outside our control.

Confidentiality

Both parties may exchange confidential information during an engagement. Each party agrees to protect the other's confidential information using reasonable care and to use it only for the purposes of the engagement. Confidentiality obligations survive termination of the engagement for a period of three years, except for information that is publicly known, lawfully obtained from other sources, or required to be disclosed by law.

Disclaimers

THE WEBSITE AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, STARFISH DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR TRADE USAGE.

Starfish does not warrant that services will produce specific outcomes, that rankings or citations will reach specific positions, or that revenue or lead volume will reach specific targets unless explicitly stated in a written agreement. Marketing results depend on many factors including client decisions, market conditions, and third-party platform behavior.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL STARFISH OR ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION, ARISING FROM OR RELATED TO THE WEBSITE, SERVICES, OR THESE TERMS, EVEN IF STARFISH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

STARFISH'S TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING FROM OR RELATED TO THE WEBSITE, SERVICES, OR THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY THE CLIENT TO STARFISH IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) FIVE HUNDRED U.S. DOLLARS ($500).

Indemnification

Client agrees to indemnify, defend, and hold harmless Starfish and its officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorney fees) arising from or related to (a) client-provided content, (b) client's use of the services, (c) client's violation of these Terms, (d) client's violation of any law or third-party right, or (e) any activity conducted on client accounts or platforms that Starfish operates at the client's direction.

Termination

Either party may terminate an engagement as specified in the applicable Statement of Work. In the absence of specific termination terms in the SOW, either party may terminate the engagement with 30 days' written notice. Upon termination:

• Client pays for all services rendered and external costs incurred through the termination date
• Starfish delivers client-owned assets in the client's possession (account access, files, deliverables completed through the termination date)
• Each party returns or destroys the other's confidential information
• Sections regarding intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, and governing law survive termination

Starfish may suspend or terminate services immediately for client non-payment, violation of these Terms, or any activity that creates legal or reputational risk to Starfish.

Governing Law

These Terms are governed by the laws of the State of Texas, without regard to its conflict-of-laws principles. The parties agree that the exclusive venue for any legal action arising from these Terms or any engagement shall be the state or federal courts located in Gregg County, Texas. Each party consents to personal jurisdiction in those courts.

Dispute Resolution

Before filing a lawsuit, both parties agree to attempt resolution of any dispute through good-faith discussions for a period of at least 30 days. If the dispute cannot be resolved through discussion, the parties agree to submit the dispute to mediation before a neutral mediator in Longview, Texas, with costs of mediation shared equally. If mediation does not resolve the dispute within 60 days, either party may proceed with litigation in the courts specified in the Governing Law section.

Nothing in this section prevents either party from seeking injunctive relief in a court of competent jurisdiction to prevent immediate and irreparable harm.

Changes to Terms

Starfish may update these Terms from time to time. Updates will be posted on this page with a revised "Last updated" date. Material changes that affect client engagements will be communicated directly where required. Continued use of the website or services after an update constitutes acceptance of the updated Terms.

Miscellaneous

• Entire agreement. These Terms, together with any applicable Statement of Work and the Privacy Policy, constitute the entire agreement between you and Starfish regarding the website and services.
• Severability. If any provision is held unenforceable, the remaining provisions remain in full force.
• No waiver. Failure to enforce any provision does not waive the right to enforce it later.
• Assignment. You may not assign your rights or obligations without Starfish's written consent. Starfish may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Force majeure. Neither party is liable for delays or failures caused by events beyond reasonable control (acts of God, natural disasters, war, pandemic, government action, internet or platform outages).
• Relationship. Starfish is an independent contractor, not a partner, joint venturer, employee, or agent of any client.

Contact

For questions about these Terms, contact:

Starfish Ad Age LLC
140 E Tyler St, Suite 200
Longview, TX 75601
Email: info@starfishadage.com
Phone: (903) 508-2576

◆ These Terms are provided for informational purposes and do not constitute legal advice. Starfish Ad Age recommends consulting an attorney to ensure the Terms reflect your specific business practices and jurisdictional requirements.