Terms & Conditions

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("Client," "User," or "you") and Monivan Digital Marketing Solutions LLC, a limited liability company organized under the laws of the State of Florida ("Monivan Digital," "we," "us," or "our").

These Terms apply to your use of our website located at monivandigital.com (the "Site") and to any services you engage from us. By using the Site or engaging our services, you confirm that you are at least 18 years of age, have the legal authority to enter into this agreement, and agree to be bound by these Terms.

2. Services

Monivan Digital provides digital marketing services including, but not limited to, search engine optimization (SEO), AI search optimization, social media marketing, paid advertising management, content strategy, digital strategy consulting, workshops, and related services ("Services").

The specific scope, deliverables, timeline, and fees for any engagement are governed by a separate written Service Agreement or Statement of Work ("SOW") executed between Monivan Digital and the Client. In the event of a conflict between these Terms and a signed Service Agreement, the Service Agreement shall control.

We reserve the right to refuse service to anyone for any reason at any time, and to modify, suspend, or discontinue any service with or without notice.

3. Intellectual Property

Our Content

All content on this Site — including text, graphics, logos, images, videos, icons, and the overall design and layout — is the property of Monivan Digital Marketing Solutions LLC or its content suppliers and is protected by United States and international copyright, trademark, and other intellectual property laws. You may not reproduce, distribute, modify, create derivative works of, publicly display, or otherwise exploit any content from this Site without our prior written permission.

Client-Owned Materials

Materials and assets you provide to us in connection with our Services ("Client Materials") remain your property. By providing Client Materials, you grant Monivan Digital a non-exclusive, royalty-free license to use them solely for the purpose of performing the agreed Services.

Work Product

Upon receipt of full payment, and as set forth in the applicable Service Agreement, Monivan Digital assigns to the Client all rights, title, and interest in the final deliverables created specifically for the Client. Monivan Digital retains the right to use all strategies, methodologies, templates, frameworks, and know-how developed in the course of providing Services for other clients and purposes.

Monivan Digital retains ownership of all preliminary work, drafts, concepts, and materials not included in the final deliverables.

4. Acceptable Use

You agree to use this Site only for lawful purposes and in a manner that does not infringe the rights of others. You agree not to:

• Use the Site in any way that violates applicable federal, state, local, or international law
• Transmit unsolicited commercial communications ("spam")
• Attempt to gain unauthorized access to any portion of the Site or its related systems
• Upload or transmit viruses, malware, or any other malicious code
• Engage in any conduct that restricts or inhibits anyone's use or enjoyment of the Site
• Scrape, crawl, or use automated tools to extract content from the Site without our express written consent
• Impersonate Monivan Digital, its employees, or any other person or entity

5. Payment Terms

Payment terms for Services are set forth in the applicable Service Agreement or invoice. Unless otherwise specified in writing:

• Invoices are due within 15 days of the invoice date
• A late fee of 1.5% per month (or the maximum permitted by law, whichever is less) may be applied to overdue balances
• Monivan Digital reserves the right to suspend or terminate Services for non-payment
• All fees are non-refundable unless expressly stated otherwise in a signed agreement
• Fees do not include third-party advertising spend, platform costs, stock photography, or software subscriptions unless explicitly included in the SOW

6. Disclaimers

No Guarantee of Results

Digital marketing results depend on many factors outside our control, including changes to search engine and social media algorithms, market conditions, competition, your business's products and services, and client implementation of our recommendations. Monivan Digital makes no guarantee of specific results, including rankings, leads, revenue, follower growth, or advertising performance. Past performance for other clients is not indicative of results for your specific business.

Site Provided "As Is"

This Site is provided on an "as is" and "as available" basis without warranties of any kind, either express or implied. We do not warrant that the Site will be uninterrupted, error-free, or free of viruses or other harmful components. We reserve the right to modify, suspend, or discontinue the Site at any time without notice.

Third-Party Content

The Site may contain links to third-party websites and resources. These links are provided for your convenience only. We have no control over the content of those sites and accept no responsibility for them or for any loss or damage arising from your use of them.

7. Limitation of Liability

To the fullest extent permitted by applicable law, Monivan Digital Marketing Solutions LLC, its members, officers, employees, agents, and contractors shall not be liable for any:

• Indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, goodwill, or business opportunities
• Damages resulting from unauthorized access to or use of our servers
• Damages resulting from interruption, suspension, or termination of the Site or Services

In all cases, our total cumulative liability to you for any cause of action, regardless of the form of the claim, shall not exceed the total fees paid by you to Monivan Digital in the three (3) months immediately preceding the event giving rise to the claim.

Some jurisdictions do not allow the exclusion of certain warranties or limitation of liability, so some of the above limitations may not apply to you.

8. Indemnification

You agree to defend, indemnify, and hold harmless Monivan Digital Marketing Solutions LLC and its members, officers, employees, and agents from and against any claims, damages, obligations, losses, liabilities, costs, and expenses (including attorney's fees) arising from: (a) your use of the Site; (b) your violation of these Terms; (c) your violation of any third-party right; or (d) any claim that materials you provided to us caused damage to a third party.

9. Confidentiality

Both parties agree to keep confidential any proprietary or non-public business information exchanged in connection with the Services ("Confidential Information"). Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party before disclosure; or (c) is independently developed without use of the Confidential Information.

This confidentiality obligation survives termination of any Service Agreement for a period of two (2) years.

10. Termination

Either party may terminate a Service engagement as set forth in the applicable Service Agreement. In the absence of a signed agreement:

• Either party may terminate with 30 days' written notice
• Monivan Digital may terminate immediately for non-payment, breach of these Terms, or conduct we determine to be harmful to our business or other clients
• Upon termination, you will be invoiced for all work completed through the termination date, and all amounts due are payable immediately

Provisions of these Terms that by their nature should survive termination — including Sections 3, 6, 7, 8, and 9 — shall survive termination.

11. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law provisions. Any dispute arising out of or relating to these Terms or our Services shall first be submitted to good-faith negotiation between the parties.

If the dispute is not resolved through negotiation within 30 days, it shall be resolved by binding arbitration in Orange County, Florida, in accordance with the rules of the American Arbitration Association. The arbitrator's decision shall be final and binding. You waive any right to a jury trial or to participate in a class action lawsuit.

Notwithstanding the above, either party may seek injunctive or other equitable relief in a court of competent jurisdiction in Orange County, Florida, to prevent irreparable harm.

12. Changes to These Terms

We reserve the right to modify these Terms at any time. When we do, we will update the "Last Updated" date at the top of this page. Changes are effective immediately upon posting. Your continued use of the Site or Services after any changes constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically.

13. Miscellaneous

Entire Agreement. These Terms, together with any signed Service Agreement or SOW, constitute the entire agreement between you and Monivan Digital with respect to your use of the Site and our Services, and supersede all prior or contemporaneous understandings.

Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions will continue in full force and effect.

Waiver. Our failure to enforce any right or provision of these Terms will not constitute a waiver of such right or provision.

No Agency. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and Monivan Digital.

Force Majeure. Neither party shall be liable for any failure or delay in performance due to circumstances beyond their reasonable control, including acts of God, governmental actions, natural disasters, pandemics, or internet outages.

14. Contact Us

Questions about these Terms and Conditions? Please reach out: