Last Updated: May 17, 2026
This Service Agreement is presented in a condensed format for convenience and general understanding.
The full, official, and legally binding agreement will be provided to all clients prior to any transaction or engagement. Clients are required to review and accept the complete agreement before services begin.
In the event of any discrepancies, the full agreement provided at the time of engagement shall govern.
Attorney Review Notice
This document is a business contract draft prepared for review and customization. Stratton Media Solutions LLC should have a qualified United States business attorney review this Agreement before live use, especially for arbitration, chargeback, non-refundability, venue, consumer, and resale/software provisions.
This Services Agreement ("Agreement") is entered into between Stratton Media Solutions LLC ("Company," "Stratton," "we," "us," or "our") and the purchasing client ("Client," "you," or "your").
This Agreement governs all services provided by Stratton Media Solutions LLC, including but not limited to website design, development, management, marketing services, consulting, automation, client acquisition support, business growth services, operational strategy, digital systems, advertising-related services, recurring services, third-party systems, resale software access, ongoing management, and any other services, deliverables, support, project work, or billed activity.
IMPORTANT — LEGAL ACCEPTANCE / PAYMENT = AGREEMENT
By submitting any payment, Client agrees that payment constitutes full, unconditional, and legally binding acceptance of this Agreement.
No signature is required. Payment alone forms a binding contract.
Each payment—including deposits, retainers, monthly fees, invoices, upgrades, consulting fees, and all other charges—reaffirms full acceptance of this Agreement.
Client waives any claim of misunderstanding, lack of signature, or lack of agreement. No signature required. Payment = binding contract.
Stratton Media Solutions LLC provides digital, marketing, consulting, and operational services including:
The Company may provide any service it determines beneficial to the Client.
The Company reserves the unrestricted right to modify, expand, or adjust services at its sole discretion.
Stratton Media Solutions LLC has full control over how services are delivered.
This includes decisions related to:
The Client does not control execution methods unless agreed in writing.
Tool/platform selection does not constitute breach or refund grounds.
Client agrees to pay all fees outlined in invoices, proposals, or agreements.
Pricing may include:
Pricing may vary and is determined at the Company's discretion.
No pricing given to one client applies to another.
Specific services, pricing, deliverables, timelines, billing terms, payment schedules, service tiers, and project details may be described in an invoice, proposal, Statement of Work, quote, order form, checkout page, payment request, written communication, publicly published service descriptions, or other service-specific communication issued, approved, or referenced by Stratton Media Solutions LLC.
Publicly available descriptions on Stratton Media Solutions LLC websites, landing pages, pricing pages, brochures, advertisements, social media, onboarding materials, and promotional materials are intended to provide general descriptions and examples of services and may assist in identifying the purchased service category; however, such materials do not independently expand, modify, guarantee, or create additional deliverables beyond the applicable invoice, proposal, Statement of Work, order form, or written agreement unless expressly stated otherwise in writing.
Unless otherwise agreed in writing, the applicable invoice, proposal, Statement of Work, order form, payment link, or service-specific communication shall define the purchased service category and applicable pricing structure.
Such documents do not replace this Agreement and instead supplement and operate together with this Agreement.
In the event of a conflict between this Agreement and any invoice, proposal, Statement of Work, quote, order form, public service description, website content, checkout page, or service-specific communication, Stratton Media Solutions LLC may determine which provision controls unless otherwise required by law.
Payment of any invoice, deposit, retainer, recurring charge, installment, or billed amount constitutes acceptance of both this Agreement and the applicable service-specific terms connected to that payment.
Client expressly acknowledges and agrees that Stratton Media Solutions LLC bills primarily for:
NOT guaranteed results. Client is not paying for a guaranteed product, guaranteed feature set, guaranteed business result, guaranteed revenue result, guaranteed marketing outcome, guaranteed subjective satisfaction, or guaranteed personal preference outcome.
Any deliverables, websites, files, configurations, systems, designs, strategies, consultations, recommendations, content, layouts, processes, campaigns, automations, reports, or transferred assets are a byproduct of time expended and work performed.
No guarantees for:
Work may begin upon receipt of any required payment, deposit, retainer, installment, or initial fee.
Upon payment, Stratton Media Solutions LLC may immediately allocate time, scheduling, administrative resources, operational capacity, planning time, strategic preparation, project availability, and internal resources to the Client's project.
Client agrees that payments are earned upon receipt due to reservation of Stratton Media Solutions LLC capacity, project initiation, administrative commitment, scheduling, preparation, and resource allocation, even if specific tasks are scheduled, delayed, staggered, revised, or completed over time.
Stratton Media Solutions LLC may begin work immediately or may schedule work at a time determined by Stratton Media Solutions LLC in its sole discretion.
Stratton Media Solutions LLC may require an initial payment, deposit, retainer, percentage-based deposit, installment, or other upfront payment before beginning services.
Unless otherwise stated in writing, the amount of such payment shall be determined by Stratton Media Solutions LLC and may be expressed as a fixed amount or percentage of the total project price. Amount determined in writing may be legally binding as long as both parties accept and are contained in any written form, including but not limited to text message, email, contract, invoice, or other written communication.
Client acknowledges that any initial payment or deposit constitutes consideration for reservation of Company capacity, scheduling, administrative preparation, consultation, strategic planning, project intake, labor allocation, availability, and commencement of services.
Client further acknowledges that submission of any deposit, initial payment, percentage-based payment, or upfront fee constitutes acceptance of this Agreement in its entirety and binds Client to all payment obligations, service terms, billing structure, limitations, ownership provisions, dispute provisions, and refund policies contained herein.
Deposits and initial payments are applied toward overall project pricing unless otherwise stated in writing and are earned upon receipt to the maximum extent permitted by law.
Payment of an initial amount does not create a right to cancel remaining obligations already agreed to under the applicable invoice, proposal, Statement of Work, payment schedule, or service arrangement.
All payments made to Stratton Media Solutions LLC are final, non-refundable, non-reversible, and fully earned under all circumstances to the maximum extent permitted by law.
This includes, without limitation, deposits, retainers, one-time fees, installment payments, partial payments, final balances, recurring monthly fees, setup fees, rush fees, consulting fees, update fees, maintenance fees, management fees, strategy fees, advertising-related fees, software fees, third-party system fees, project fees, and any other amount billed by Stratton Media Solutions LLC.
Client understands and agrees that all payments compensate Stratton Media Solutions LLC for time, labor, expertise, scheduling, resource allocation, availability, services rendered, and business opportunity cost associated with reserving capacity and performing services.
No refunds, credits, offsets, reversals, reimbursements, payment reductions, or cancellations of financial obligation shall be issued or permitted for any reason, including but not limited to dissatisfaction, change of mind, business closure, lack of use, disagreement with Stratton Media Solutions LLC methods, perceived delay, subjective preference, lack of results, Client non-responsiveness, Client delay, or Client's decision not to proceed.
Client knowingly, voluntarily, and irrevocably waives any and all rights to initiate or pursue any:
Any such attempt shall constitute a material breach of this Agreement.
Stratton Media Solutions LLC may treat any chargeback, reversal, retrieval request, or payment dispute as fraudulent payment interference and may submit this Agreement, invoices, payment records, communication records, project records, service records, screenshots, access logs, transfer records, maintenance logs, and other documentation to contest such action.
Client agrees to reimburse Stratton Media Solutions LLC for all costs, losses, penalties, fees, administrative time, legal fees, collection fees, and expenses resulting from any attempted or successful payment dispute.
Stratton Media Solutions LLC retains full control over all deliverables, websites, files, designs, systems, accounts, credentials, domains, access, work product, project assets, and transferable materials until all outstanding balances are paid in full.
Stratton Media Solutions LLC may withhold release, publication, launch, transfer, credentials, domain access, account access, project files, handoff materials, deliverables, revisions, support, strategy documents, software access, third-party system access, or ongoing services indefinitely until full payment is received.
Final payment is due before release, delivery, transfer, deployment, publication, launch, activation, access handoff, or continuation of services unless Stratton Media Solutions LLC agrees otherwise in writing.
Failure to provide access, transfer, deliverables, software access, or continued services before full payment shall not constitute breach by Stratton Media Solutions LLC.
Any work, request, revision, meeting, consultation, change, update, troubleshooting, strategy, support, design modification, system adjustment, platform change, communication, research, or service that falls outside the Stratton Media Solutions LLC defined scope may be billed separately at Stratton Media Solutions LLC sole discretion.
Stratton Media Solutions LLC is not required to perform additional work unless it agrees to do so.
If Stratton Media Solutions LLC determines additional billing is required, the related invoice may describe the charge in broad, high-level, general, or summary terms. A detailed task-by-task breakdown is not required.
By paying any additional invoice, Client approves the additional work, accepts the charges as billed, confirms the work was requested or authorized, and reaffirms full agreement to this Agreement.
No service provided by Stratton Media Solutions LLC shall be interpreted as unlimited unless Stratton Media Solutions LLC expressly states in writing that the service is unlimited.
Recurring services, management plans, maintenance plans, consulting arrangements, support services, growth services, and ongoing retainers are subject to reasonable workload limits as determined solely by Stratton Media Solutions LLC.
Stratton Media Solutions LLC retains sole discretion to determine whether a request is reasonable, included, excessive, outside scope, technically feasible, strategically appropriate, or separately billable.
Unused service capacity does not roll over unless agreed in writing.
Stratton Media Solutions LLC may introduce, modify, replace, pause, repackage, rename, restructure, discontinue, or remove services, offers, pricing, features, deliverables, software, platforms, or packages at any time.
Client acknowledges that services may evolve and such changes do not constitute breach or refund grounds.
Stratton Media Solutions LLC may modify or discontinue services, tools, platforms, or systems at any time without notice.
Stratton Media Solutions LLC may use any platform, builder, software, or system it determines appropriate.
No guarantees regarding:
Client assumes full responsibility for understanding and managing platforms, tools, and systems used for their business.
No guarantees for:
Client acknowledges that business outcomes depend on numerous factors beyond Stratton Media Solutions LLC's control.
Client is responsible for results.
Client must provide:
Client delays, non-responsiveness, or failure to provide required materials, approvals, or access do not pause billing, extend timelines, or create grounds for refunds.
Stratton Media Solutions LLC is not responsible for project delays caused by Client.
Client is solely responsible for reviewing, approving, and validating all work, deliverables, content, designs, copy, strategies, systems, and other outputs provided by Stratton Media Solutions LLC before implementation, publication, or use.
Client assumes full risk and responsibility for any requests, instructions, approvals, changes, modifications, additions, or directions given to Stratton Media Solutions LLC, including requests that Client later regrets or disagrees with.
Approved, accepted, implemented, published, or used work is considered satisfactory and accepted by Client.
Revisions are limited to the scope defined in the applicable proposal, invoice, or Statement of Work.
Revisions do not include: adding new sections or pages, significant layout changes, new functionality, new copy, new designs, new strategies, or work substantially different from the original scope.
Additional revisions beyond the included scope may be billed at Stratton Media Solutions LLC's standard rates.
Stratton Media Solutions LLC reserves the right to determine what constitutes a revision versus new work. Satisfaction is subjective and does not obligate unlimited revisions.
Unless a specific deadline, delivery date, or timeline is expressly agreed to in a written agreement signed by Stratton Media Solutions LLC, all timelines, estimated delivery dates, project milestones, and turnaround times are estimates only.
Timelines may be affected by Client delays, scope changes, availability of resources, technical issues, third-party dependencies, and other factors.
No missed deadlines constitute breach of contract unless a specific deadline is agreed to in writing with explicit consequences stated.
If Client fails to provide required materials, feedback, approvals, access, or other requested information within a reasonable timeframe, Stratton Media Solutions LLC may pause, suspend, or close the project at its discretion.
Projects inactive for 30 days or more may be considered completed, closed, or abandoned, with any work performed to that point considered delivered and non-refundable.
Client delays do not pause billing, extend timelines, or create grounds for refunds.
Recurring services, including but not limited to monthly management, retainer services, hosting, maintenance, subscriptions, and access to platforms or tools, auto-renew and bill on the agreed billing cycle.
Recurring services and payments are non-refundable once billed or paid.
Stratton Media Solutions LLC may modify recurring fees with 7 days notice before the next billing cycle.
Clients may request cancellation of recurring services by providing written notice to Stratton Media Solutions LLC before the next billing cycle.
Stratton Media Solutions LLC may cancel, suspend, or terminate recurring services at any time, with or without cause, before the next billing cycle.
Upon cancellation, Stratton Media Solutions LLC's obligation to provide future recurring services ceases immediately or at the end of the then-current paid cycle, at Stratton Media Solutions LLC's discretion.
Cancellation does not erase outstanding balances, does not create refund rights, and does not affect amounts already earned or billed.
Client may elect to cancel, terminate, suspend, abandon, discontinue, or otherwise end services at any time by providing notice to Stratton Media Solutions LLC.
For one-time, project-based, fixed-fee, deposit-based, setup-based, or otherwise non-recurring services, all amounts previously paid remain earned and non-refundable to the maximum extent permitted by law. Initial deposits, retainers, onboarding payments, setup fees, and upfront payments compensate Stratton Media Solutions LLC for time, labor, scheduling, administrative preparation, reserved capacity, planning, project intake, availability, services commenced, and opportunity cost associated with reserving project resources.
Unless otherwise stated in writing in the applicable invoice, proposal, Statement of Work, payment schedule, order form, or service-specific agreement, Client termination of project services shall not create any obligation to refund previously paid amounts and shall not automatically create additional termination charges. Upon termination, Stratton Media Solutions LLC may immediately stop work, close the project, archive materials, revoke unfinished service access, withhold undelivered work product where permitted, and end future project obligations.
For recurring, subscription, monthly, management, maintenance, consulting, software, support, growth, or other ongoing services, cancellation must occur prior to the next billing date to avoid renewal charges. If Client is charged for a new billing cycle before cancellation becomes effective, Client shall remain entitled to receive the applicable services through the end of the then-current paid billing period, after which services shall terminate unless otherwise agreed in writing. No prorated refunds shall be required unless otherwise agreed by Stratton Media Solutions LLC. Unused service capacity during any paid billing period shall not convert into credits, extensions, rollover services, future services, or additional obligations of Stratton Media Solutions LLC.
Cancellation, termination, suspension, abandonment, or discontinuation of services does not relieve Client of any previously accrued payment obligations, amounts already billed, or obligations accepted prior to the effective termination date.
Notwithstanding the foregoing, Stratton Media Solutions LLC reserves the sole and unrestricted right, in its discretion and without creating precedent, modifying future obligations, constituting a continuing waiver of rights, or creating any expectation of similar treatment, to forgive balances, waive fees, issue credits, provide refunds, reduce charges, continue services, negotiate alternative resolutions, or otherwise resolve disputes in any manner it determines appropriate. Any such decision shall be voluntary, case-specific, and shall not modify this Agreement or obligate Stratton Media Solutions LLC to provide similar treatment in any future matter.
Any invoice, recurring payment, installment, retainer, or billed amount not paid when due is considered late.
If any amount remains unpaid, Stratton Media Solutions LLC may suspend services, pause work, revoke access, disable management services, remove administrative privileges, withhold deliverables, delay transfer, stop communication, cancel ongoing work, terminate services, or disable third-party system access without notice.
Such suspension, delay, or cancellation does not relieve the Client of any payment obligation, and all amounts previously paid remain non-refundable.
Stratton Media Solutions LLC is not responsible for losses, downtime, delays, technical issues, missed opportunities, data loss, account access issues, or business consequences resulting from suspension due to non-payment.
All work product, designs, drafts, files, code, layouts, structures, strategies, copy, configurations, setups, systems, automations, content arrangements, graphical materials, templates, processes, documents, workflows, and intellectual property created, assembled, configured, revised, or maintained by Stratton Media Solutions LLC remain the sole property of Stratton Media Solutions LLC until all outstanding balances have been paid in full.
Until full payment is received, Client receives no ownership interest except as expressly granted in writing by Stratton Media Solutions LLC.
Stratton Media Solutions LLC retains all rights to its proprietary templates, internal systems, reusable methods, frameworks, workflows, strategies, tools, know-how, and processes at all times.
Stratton Media Solutions LLC may, in its sole discretion, transfer ownership, access, credentials, domain control, project assets, website access, platform access, or other deliverables to Client once all required payments have been made.
Transfer shall be deemed fully completed when Stratton Media Solutions LLC provides login credentials, account access, transfer instructions, ownership invitation, domain transfer access, file access, project handoff, or any other reasonable means of access.
Transfer is complete upon delivery of access, regardless of whether Client accesses, accepts, uses, retrieves, reviews, confirms, or acknowledges such access.
Failure by Client to log in, retrieve credentials, accept an invitation, complete a transfer, or use provided access does not delay, invalidate, or undo transfer completion.
After transfer of ownership, access, credentials, domain control, platform control, or project control, Client assumes full and sole responsibility for all hosting fees, domain fees, software fees, renewal charges, subscription costs, platform expenses, third-party services, maintenance, updates, security, backups, compliance, technical support, operating expenses, and any other costs or liabilities associated with the project.
Following transfer, Stratton Media Solutions LLC has no further responsibility, liability, duty, or obligation with respect to hosting, subscriptions, renewals, maintenance, downtime, support, security, platform changes, technical issues, errors, compatibility, or expenses unless Stratton Media Solutions LLC separately agrees in writing to provide paid ongoing services.
Stratton Media Solutions LLC is not responsible for any loss or damage caused by third-party platforms, tools, services, providers, or account restrictions.
Client agrees that all payments remain non-refundable after any transfer, launch, publication, access handoff, credential release, domain transfer, account access, project delivery, software access, third-party system access, or use of any deliverable.
Transfer, launch, access, or delivery constitutes full and sufficient delivery of services rendered for purposes of payment obligation, regardless of whether Client later modifies, uses, misuses, neglects, discontinues, dislikes, replaces, or encounters issues with the project.
No refunds, credits, offsets, reversals, or reimbursements shall be issued after transfer, launch, access, use, or delivery.
Client acknowledges that Stratton Media Solutions LLC may rely on third-party tools, platforms, software, hosting providers, payment processors, CRMs, advertising platforms, plugins, domains, apps, integrations, or services.
Stratton Media Solutions LLC does not control third-party platforms and is not responsible for their outages, fees, billing changes, account restrictions, suspensions, policy changes, bugs, errors, downtime, data loss, security issues, limitations, compatibility issues, or service interruptions.
Client is responsible for reviewing and complying with all third-party terms, policies, fees, and requirements.
Stratton Media Solutions LLC is not responsible for any loss or damage caused by third-party platforms, tools, services, providers, or account restrictions.
Stratton Media Solutions LLC may structure access to third-party systems through Stratton Media Solutions LLC-controlled accounts, sub-accounts, licenses, reseller accounts, partner arrangements, agency accounts, or billing arrangements, and is not required to provide direct ownership, direct billing access, administrative control, vendor-level pricing, wholesale pricing, reseller pricing, or cost basis disclosure to Client.
Stratton Media Solutions LLC may utilize, recommend, integrate, resell, sublicense, bundle, white-label, mark up, repackage, or provide access to third-party software, platforms, tools, systems, applications, subscriptions, accounts, or services ("Third-Party Systems").
Client acknowledges that Stratton Media Solutions LLC may:
Client agrees this does not create refund rights or pricing obligations.
Stratton Media Solutions LLC does not provide legal, tax, accounting, financial, medical, insurance, employment, regulatory, or compliance advice.
Client is solely responsible for ensuring compliance with laws, policies, and regulations.
Client must ensure their business, marketing, advertising, and communications comply with all applicable federal, state, and local laws.
If Stratton Media Solutions LLC assists with advertising, media buying, campaign strategy, ad setup, ad management, tracking, analytics, or marketing campaigns, Client remains solely responsible for ad spend, advertising budgets, platform fees, offer claims, landing page compliance, business practices, and account ownership unless otherwise agreed in writing.
Stratton Media Solutions LLC does not guarantee approval, account health, ad performance, cost per lead, cost per acquisition, revenue, profit, or return on ad spend.
Advertising platforms may reject, restrict, suspend, disable, limit, or ban accounts or campaigns for reasons outside Stratton Media Solutions LLC control.
Stratton Media Solutions LLC is not liable for advertising platform decisions, account restrictions, policy enforcement, rejected ads, increased costs, poor performance, tracking discrepancies, or failed campaigns.
Client acknowledges that advertising and digital platforms, including but not limited to Meta, Facebook, Instagram, Google, TikTok, YouTube, LinkedIn, and other third-party advertising or communication systems, maintain independent policies, moderation systems, algorithmic controls, and enforcement authority outside Stratton Media Solutions LLC control.
Stratton Media Solutions LLC shall not be liable for account bans, restrictions, disabled accounts, rejected ads, shadow bans, reduced reach, algorithm changes, audience fluctuations, CPM increases, account reviews, policy enforcement actions, payment holds, platform outages, tracking interruptions, pixel failures, attribution errors, or any reduction in campaign performance caused directly or indirectly by third-party platform behavior or policy enforcement.
Client acknowledges that analytics systems, attribution models, tracking software, pixels, cookies, CRM reporting, conversion tracking, advertising dashboards, AI-generated insights, and third-party reporting systems may contain delays, discrepancies, inaccuracies, duplication, underreporting, overreporting, or incomplete data.
Stratton Media Solutions LLC does not guarantee the accuracy, completeness, or reliability of tracking data, attribution reporting, lead classification, conversion reporting, or platform analytics.
For clarity, unless expressly stated otherwise in writing, Stratton Media Solutions LLC service fees, management fees, consulting fees, strategy fees, recurring fees, retainer fees, campaign fees, and monthly pricing do not include advertising spend, media buying budgets, platform charges, boosted content costs, impression costs, click costs, lead costs, audience charges, platform billing, creative production costs, or any other third-party advertising expense.
Advertising spend and media budgets remain separate obligations of Client and may be paid directly to the applicable platform (including but not limited to Meta, Google, TikTok, YouTube, LinkedIn, or similar providers) or billed separately through Stratton Media Solutions LLC if Company elects to manage billing arrangements.
Any recommended advertising budget, suggested spend level, estimated media allocation, campaign recommendation, or amount invested into advertising provided or discussed by Stratton Media Solutions LLC is advisory only and does not create any guarantee of performance, lead volume, customer acquisition, revenue, profitability, return on investment, return on ad spend (ROAS), conversion rates, business growth, or any specific business outcome.
Client further acknowledges that advertising budgets and media spend are approved, controlled, and funded by Client and involve inherent business risk. Client remains solely responsible for approving, funding, increasing, decreasing, pausing, or continuing advertising budgets.
Failure to achieve desired results, target metrics, projected outcomes, expected performance, return thresholds, profitability goals, lead goals, customer acquisition goals, or subjective expectations shall not create any refund right, reimbursement obligation, credit, offset, reduction in fees, chargeback right, repayment obligation, or other financial responsibility of Stratton Media Solutions LLC.
Management fees, strategy fees, consulting fees, service fees, and any advertising-related fees charged by Stratton Media Solutions LLC remain earned and non-refundable to the maximum extent permitted by law regardless of campaign performance, platform performance, market conditions, customer response, attribution discrepancies, or business results.
Advertising spend paid to third-party platforms remains subject to the applicable platform's policies and is not refundable by Stratton Media Solutions LLC.
Unless otherwise agreed in writing, advertising accounts, business manager accounts, ad accounts, media accounts, billing profiles, pixels, audiences, conversion assets, and related advertising assets shall remain owned by Client.
Client authorizes Stratton Media Solutions LLC to receive, request, maintain, and utilize administrative, manager, delegated, agency, partner, or equivalent permissions reasonably necessary to perform services.
Such authority may include creating, configuring, restructuring, editing, publishing, pausing, activating, duplicating, testing, optimizing, monitoring, connecting, disconnecting, assigning permissions, configuring tracking, creating campaigns, creating audiences, implementing analytics, adjusting settings, and performing operational account management activities reasonably necessary for service delivery.
Client acknowledges and agrees that account management activities performed by Stratton Media Solutions LLC in good faith during service delivery shall not constitute unauthorized access, unauthorized modification, account interference, operational negligence, business interference, breach of duty, or grounds for refund, reimbursement, cancellation, chargeback, fee reduction, or dispute.
Client remains solely responsible for maintaining ownership of advertising accounts, payment methods, advertising budgets, legal compliance, platform compliance, account standing, and platform eligibility unless otherwise agreed in writing.
Stratton Media Solutions LLC does not assume fiduciary duties, custodial obligations, investment responsibilities, account ownership obligations, spending obligations, or financial responsibility for Client advertising accounts.
Client may revoke access at any time; however, revocation, restricted permissions, payment interruptions, billing failures, platform restrictions, or removal of access shall not relieve Client of payment obligations already earned, incurred, billed, committed, or otherwise due under this Agreement.
Stratton Media Solutions LLC retains ownership of its internal methods, campaign frameworks, reporting structures, optimization methodologies, workflows, operating procedures, templates, automation structures, strategies, and proprietary business processes regardless of whether campaigns are created inside Client-owned accounts.
Client is responsible for:
Stratton Media Solutions LLC does not guarantee deliverability, inbox placement, or compliance outcomes for Client's communications.
Client assumes full responsibility for any regulatory penalties, fines, or legal issues arising from their communication practices.
Unless otherwise agreed in writing, CRM systems, subaccounts, automation environments, white-label software environments, hosted dashboards, communication systems, pipelines, workflows, funnels, forms, calendars, reporting environments, software workspaces, and related operational systems provided through Stratton Media Solutions LLC may be created, operated, hosted, maintained, accessed, managed, administered, configured, supported, monitored, transferred, optimized, or fulfilled through Company-controlled accounts, agency accounts, reseller environments, white-label systems, partner environments, strategic partner environments, contractor environments, subcontractor environments, delegated administrative structures, managed service environments, or other operational structures selected by Stratton Media Solutions LLC in its sole discretion.
Client acknowledges that access to such systems may be provided as a managed service, licensed environment, hosted environment, subaccount arrangement, administrative access model, delegated access environment, operational environment, or software-enabled service and does not automatically create ownership rights, administrative rights, transfer rights, software rights, source access rights, resale rights, export rights, account rights, platform rights, or ownership rights unless expressly agreed in writing.
Client expressly authorizes Stratton Media Solutions LLC to grant, delegate, share, assign, restrict, revoke, modify, or provide access permissions to employees, contractors, subcontractors, strategic partners, affiliates, consultants, vendors, software providers, support personnel, implementation partners, white-label partners, fulfillment partners, service providers, and other authorized representatives as reasonably necessary to deliver, support, maintain, improve, transition, administer, optimize, or fulfill services.
Such delegated access shall not constitute disclosure, unauthorized access, assignment of ownership, transfer of Client rights, breach of confidentiality, breach of duty, unauthorized modification, negligence, conversion, interference, or grounds for refund, dispute, cancellation, chargeback, fee reduction, termination, or reimbursement.
Client retains ownership of Client-provided content, contacts, customer information, lead information, business records, uploaded materials, and Client-owned data to the extent permitted by applicable platform capabilities and technical limitations.
Stratton Media Solutions LLC retains ownership of account architecture, CRM structures, pipeline configuration, workflows, automations, templates, funnels, internal processes, integrations, operational methodology, reporting systems, naming conventions, optimization methods, implementation frameworks, service structures, training materials, internal documentation, proprietary configurations, and business systems regardless of whether created inside Client environments or Company-managed environments.
Continued access to managed systems may require ongoing payment, active service status, software licensing, vendor availability, platform availability, account standing, continued compliance with this Agreement, and payment of applicable recurring fees.
Upon cancellation, expiration, suspension, breach, non-payment, or termination, Stratton Media Solutions LLC may suspend administrative access, discontinue hosted environments, archive systems, remove software access, disconnect integrations, revoke delegated permissions, deactivate subaccounts, transition environments, export data where commercially reasonable, or provide transfer assistance at additional cost where applicable.
Stratton Media Solutions LLC does not guarantee uninterrupted platform availability, software uptime, feature continuity, software compatibility, vendor support, account transferability, data portability, or future platform functionality and shall not be liable for failures, outages, platform changes, third-party decisions, discontinued features, integration failures, or software limitations outside Company control.
Stratton Media Solutions LLC reserves the right to display, showcase, screenshot, describe, link to, or otherwise use Client's website, projects, designs, deliverables, and work product for promotional, marketing, portfolio, case study, or demonstration purposes.
This includes use on Stratton Media Solutions LLC's website, social media, marketing materials, proposals, presentations, case studies, and any other promotional materials.
If Client objects to portfolio use, Client must state this objection in writing. Stratton Media Solutions LLC will make reasonable efforts to accommodate the objection, though certain uses (such as screenshots in progress updates or internal documentation) may still occur.
Portfolio use does not create any confidentiality obligation beyond what is explicitly agreed in writing.
Both parties agree to protect confidential information disclosed during the course of the business relationship.
Confidential information includes, but is not limited to, business plans, strategies, pricing, customer lists, proprietary processes, trade secrets, financial information, and other sensitive business information.
Neither party shall disclose confidential information to third parties without prior written consent, except as required by law.
Confidentiality obligations survive the termination of this Agreement for a period of 2 years.
The relationship between Stratton Media Solutions LLC and Client is that of independent contractors. Nothing in this Agreement creates a partnership, joint venture, employment, franchise, agency, or other similar relationship.
Stratton Media Solutions LLC has no authority to bind Client, incur obligations on behalf of Client, or create any legally binding commitment for Client unless explicitly authorized in writing.
Client is not entitled to employee benefits, including but not limited to health insurance, retirement benefits, workers' compensation, or paid time off, from Stratton Media Solutions LLC.
Both parties are responsible for their own taxes, insurance, and legal obligations.
Stratton Media Solutions LLC may use subcontractors, third-party contractors, freelancers, employees, or other service providers to fulfill services under this Agreement.
Stratton Media Solutions LLC remains responsible for the overall delivery, quality, and timeliness of services performed by subcontractors.
Client may not hire, contract with, or engage Stratton Media Solutions LLC's subcontractors directly for any services related to Client's project without Stratton Media Solutions LLC's prior written consent.
Such direct engagement by Client with Stratton Media Solutions LLC's subcontractors shall constitute a breach of this Agreement.
Client represents and warrants that it owns or has obtained all necessary rights, licenses, permissions, and authority to use, provide, and authorize Stratton Media Solutions LLC to use all content, materials, data, branding, images, logos, copy, videos, files, and information supplied by Client.
Client agrees that Stratton Media Solutions LLC shall not be responsible for any infringement, violation, claim, dispute, or liability arising from Client-provided materials.
Stratton Media Solutions LLC is not required to verify the originality or legal status of any materials provided by Client.
All services, deliverables, systems, strategies, and work product are provided "as is" and "as available."
Stratton Media Solutions LLC makes no warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, performance, or non-infringement.
Stratton Media Solutions LLC does not warrant that services will be uninterrupted, error-free, or completely secure.
To the maximum extent permitted by law, Stratton Media Solutions LLC shall not be liable for any indirect, incidental, consequential, special, or exemplary damages.
Total liability shall not exceed the total amount paid by Client to Stratton Media Solutions LLC.
Client agrees to indemnify, defend, and hold harmless Stratton Media Solutions LLC, its owners, officers, employees, contractors, affiliates, and agents from any claims, damages, losses, liabilities, costs, and expenses (including legal fees) arising from Client's use of services, business operations, marketing activities, content, violations of law, or breach of this Agreement.
Client's indemnification obligations survive the termination of this Agreement.
Client agrees to reimburse Stratton Media Solutions LLC for all costs associated with enforcing this Agreement, including but not limited to attorney fees, collection costs, administrative time, and legal expenses.
This includes costs associated with chargebacks, payment disputes, collection efforts, legal action, and any other enforcement activities.
Minimum recovery fee of $250 for any payment dispute, chargeback, or enforcement action.
Any dispute, claim, controversy, demand, or cause of action arising out of or relating to this Agreement, the services, any invoice, any payment, any chargeback, any transfer, any website, any marketing service, any consulting service, any recurring service, any Third-Party System, or the relationship between Stratton Media Solutions LLC and Client shall be resolved exclusively through binding arbitration on an individual basis, to the fullest extent permitted by law.
Client waives any right to a jury trial, court proceeding, class action, representative action, or collective action to the fullest extent permitted by law.
Arbitration may be conducted in Colorado or in any state or jurisdiction in which Stratton Media Solutions LLC operates, provides services, or elects to enforce this Agreement, to the maximum extent permitted by law.
The arbitrator's decision shall be final and binding.
Notwithstanding the arbitration provision above, Stratton Media Solutions LLC may, at its sole discretion, pursue unpaid balances, collection matters, chargeback-related damages, contract enforcement, or other qualifying claims in small claims court or another court of competent jurisdiction where permitted by law.
Client agrees that Stratton Media Solutions LLC choice to pursue small claims or court-based collection shall not waive Stratton Media Solutions LLC right to arbitration for other disputes.
This Agreement shall be governed by and construed under the laws of the State of Colorado, without regard to conflict-of-law principles, unless another jurisdiction is required by applicable law.
Stratton Media Solutions LLC may pursue enforcement, arbitration, collection, or related proceedings in Colorado or in any other jurisdiction where Client resides, does business, received services, entered into the transaction, or where enforcement is legally permitted.
If any provision of this Agreement is found to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.
If any provision cannot be so modified, that provision shall be deemed severed from this Agreement, and the remaining provisions shall continue in full force and effect.
The invalidity or unenforceability of any provision shall not affect the validity or enforceability of any other provision of this Agreement.
Failure by Stratton Media Solutions LLC to enforce any provision of this Agreement shall not constitute a waiver of its rights.
No waiver of any breach or default shall constitute a waiver of any subsequent breach or default.
Stratton Media Solutions LLC's rights under this Agreement are cumulative and not exclusive of any other rights or remedies.
This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, or representations.
This Agreement supersedes all prior negotiations, representations, warranties, and agreements between the parties, whether written or oral, relating to the subject matter hereof.
No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing by both parties.
Stratton Media Solutions LLC reserves the right to modify or update this Agreement at any time without prior notice.
Continued use of Stratton Media Solutions LLC's services after any update constitutes acceptance of the updated Agreement.
Clients should review this Agreement periodically for any changes.
PAYMENT = ACCEPTANCE OF ALL TERMS
By submitting any payment to Stratton Media Solutions LLC, Client expressly acknowledges, understands, and agrees that such payment constitutes full, unconditional, and legally binding acceptance of this Agreement.
No signature, written acknowledgment, or separate execution is required unless Stratton Media Solutions LLC specifically requests one.
Each payment made reaffirms Client's full acceptance of this Agreement in its entirety.
Stratton Media Solutions LLC may include short-form acceptance language on invoices, checkout pages, proposals, or payment forms, and such language shall be enforceable in addition to this Agreement.
By way of example, such language may include: "By completing this payment, you agree to the Stratton Media Solutions LLC Services Agreement."
Such short-form language supplements and does not replace this full Agreement.
Stratton Media Solutions LLC
1875 Belton Hts
Colorado Springs, Colorado 80951
[email protected] +1 719-249-6873