TERMS AND CONDITIONS
Uberwood Agency LLC
Miami, Florida
Effective Date: January 1, 2025

1. ACCEPTANCE OF TERMS
By engaging Uberwood Agency LLC ("Agency," "we," "us," or "our") for services, you ("Client," "you," or "your") agree to be bound by these Terms and Conditions. These terms apply to all services, consultations, and business relationships with our Agency.

2. SERVICES DESCRIPTION
We provide AI marketing services including but not limited to strategy development, campaign management, content creation, automation setup, analytics, and related consulting services. All services are provided on a professional basis using industry-standard practices and our proprietary methodologies.

3. PAYMENT TERMS
3.1 Payment Structure
Monthly retainer fees are due within 30 days of invoice date
Performance-based fees are calculated monthly based on documented results
All invoices include detailed breakdowns of services and fees
Late payments incur a 1.5% monthly service charge
3.2 Payment Finality
ALL PAYMENTS ARE FINAL AND NON-REFUNDABLE. Once payment is received, no refunds will be issued under any circumstances, including but not limited to:

Dissatisfaction with results or outcomes
Changes in business circumstances
Early termination of services
Performance not meeting expectations
4. SERVICE EXPECTATIONS
4.1 Professional Services
You acknowledge that you are purchasing professional services, expertise, and deliverables, not guaranteed results. Marketing outcomes depend on numerous factors including:

Market conditions and competition
Your implementation of our recommendations
External economic factors
Platform algorithm changes
Consumer behavior variations
4.2 Performance Disclaimers
We do not guarantee specific revenue increases, lead generation numbers, or conversion rates
Past performance and case studies do not guarantee future results
All marketing activities involve inherent risks and uncertainties
Results may vary significantly between clients and industries
5. CHARGEBACK AND DISPUTE POLICY
5.1 Prohibited Chargebacks
You expressly agree not to initiate chargebacks, payment disputes, or reversals through your financial institution for any reason, provided we have delivered the agreed-upon services in accordance with professional standards.

5.2 Dispute Resolution
Before pursuing any payment-related actions, you agree to:

Contact us directly to discuss concerns
Participate in good faith negotiations
Consider mediation if direct resolution fails
Exhaust all contractual remedies
5.3 Chargeback Consequences
Unauthorized chargebacks will result in:

Immediate termination of all services
Collection of all outstanding fees and legal costs
Potential legal action for breach of contract
6. INTELLECTUAL PROPERTY
6.1 Your Content
You retain ownership of your existing brand materials, logos, and proprietary content provided to us.

6.2 Our Methodologies
We retain exclusive ownership of our proprietary processes, tools, software, templates, and methodologies used in providing services.

6.3 Work Product
Custom deliverables created specifically for your business become your property upon full payment of all fees.

7. CONFIDENTIALITY
We maintain strict confidentiality regarding your business information, strategies, and data. You agree to keep our proprietary methodologies and processes confidential.

8. LIABILITY LIMITATIONS
8.1 Liability Cap
Our total liability for any claim is limited to the amount you paid us in the 90 days preceding the claim.

8.2 Excluded Damages
We are not liable for:

Indirect, consequential, or punitive damages
Lost profits or business opportunities
Data loss or system downtime
Third-party claims or actions
9. TERMINATION
9.1 Termination Rights
Either party may terminate services with 30 days written notice.

9.2 Post-Termination Obligations
Upon termination:

You remain liable for all fees through the termination date
No refunds will be provided for services already rendered
Performance fees remain due for results generated through termination
Confidentiality obligations continue indefinitely
10. FORCE MAJEURE
We are not liable for delays or failures due to circumstances beyond our reasonable control, including natural disasters, government actions, internet outages, or platform policy changes.

11. MODIFICATIONS
We reserve the right to modify these terms with 30 days notice. Continued use of our services after modification constitutes acceptance of new terms.

12. SEVERABILITY
If any provision of these terms is deemed unenforceable, the remaining provisions remain in full force and effect.

13. GOVERNING LAW
These terms are governed by Florida state law. Any legal proceedings must be brought in Miami-Dade County, Florida courts.

14. ENTIRE AGREEMENT
These Terms and Conditions, along with any signed service agreements, constitute the complete agreement between parties regarding our services.

15. CONTACT INFORMATION
For questions regarding these terms, contact:

Uberwood Agency LLC
[Address]
Miami, FL 33166
Email: support@umdigital.me

By engaging our services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.

Last Updated: January 1, 2025