Terms & Conditions

  1. Introduction 

Welcome to ICU-Agency! These Terms & Conditions (“Agreement”) govern your use of our website, services, and interactions with ICU-Agency. By engaging with our services, you agree to be bound by these terms. If you do not agree to any part of these terms, you must not use our services. 

  1. Services Provided 

ICU-Agency offers a variety of digital marketing services, including but not limited to: 

  • Google Business Profile Optimization
  • Search Engine Optimization (SEO)
  • Social Media Marketing and Management 

  • Website Development and Maintenance 

  • 
Paid Advertising (PPC, Social Media Ads) 

  • Content Creation and Distribution
  • Local Marketing (including our Local Dominator System) 

4. Payment Terms 

  • Fees: All fees for services rendered are outlined in the applicable Service Agreement, 

Proposal, or Invoice provided to the client. 

  • Payment Schedule: Payments are due based on the agreed-upon schedule in your 
contract (e.g., monthly, quarterly). Delays in payment may result in suspension of 
services.
  • Late Payments: Payments more than 10 days late may incur a 2% late fee of the total 
amount due or the highest amount permitted by law.
  • Refunds: Our services are results-driven, but as they involve labor and third-party 
costs, refunds are typically not issued unless explicitly guaranteed (e.g., in our Local 
Dominator System).

5. Cancellation & Termination

  • Cancellation by Client: The client may terminate services by providing 30 days written notice. However, any work already completed or in progress will be invoiced and must be paid by the client.
  • Termination by ICU-Agency: ICU-Agency reserves the right to suspend or terminate services if the client fails to make payments or violates any terms of this Agreement. ICU-Agency also reserves the right to terminate for any other reason upon 30 days’ notice.
  • Consequences of Termination: Upon termination, the client will lose access to any active campaigns and proprietary materials created by ICU-Agency, unless otherwise stated in the Service Agreement.

6. Intellectual Property

  • Client Content: The client retains ownership of any intellectual property they provide for marketing purposes (logos, text, etc.). By providing such materials, the client grants ICU-Agency a non-exclusive, royalty-free, and irrevocable license to use them for the purpose of fulfilling the services outlined.
  • ICU-Agency Content: All work created by ICU-Agency (including marketing strategies, designs, written content, and campaign structures) remains the property of ICU-Agency unless otherwise agreed. Upon full payment of outstanding fees, ICU- Agency grants the client a non-exclusive license to use the materials for their business purposes.

7. Confidentiality

ICU-Agency and the client agree to maintain the confidentiality of all proprietary information shared during the term of this agreement. Neither party shall disclose confidential information to third parties without prior consent.

8. Liability & Indemnification 


  • No Guarantees: While ICU-Agency commits to delivering the highest quality of service, the client acknowledges that certain factors (e.g., search engine algorithms, market conditions) are outside of our control. Therefore, we cannot guarantee specific results (e.g., #1 Google rankings).
  • Limitation of Liability: ICU-Agency’s total liability to the client for any claim related to this Agreement shall not exceed the total fees paid by the client to ICU-Agency during the previous 12-month period.
  • Indemnification: The client agrees to indemnify and hold ICU-Agency harmless from all claims, damages, liabilities, and expenses (including legal fees) arising out of the client’s use of our services or breach of this Agreement.
  1. Third-Party Services 

As part of our service offering, ICU-Agency may utilize third-party services (e.g., Google Ads, social media platforms). The client agrees to adhere to the Terms & Conditions of any such third-party service provider. ICU-Agency is not liable for any actions taken by these third-party providers. 

  1. Data Privacy & GDPR Compliance 

ICU-Agency complies with all applicable data privacy laws, including the General Data Protection Regulation (GDPR) where applicable. Any personal data collected is used solely for the purposes of providing services to the client. For more information on how we handle data, please refer to our [Privacy Policy]. 

  1. Governing Law & Dispute Resolution 

This Agreement shall be governed by and construed in accordance with the laws of [Insert Your State/Region]. Any disputes arising from or relating to this Agreement shall be resolved through binding arbitration in [Insert Your State/Region]. 

  1. Changes to Terms 

ICU-Agency reserves the right to update or modify these Terms & Conditions at any time. Any changes will be communicated to clients and will be effective immediately upon posting. 

  1. Contact Information 

For any questions regarding these Terms & Conditions, please contact us at: 

  • ICU-Agency 

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