Terms and Conditions

1. Acceptance of Terms

Welcome to nivosmedia.com (the "Site"), operated by Nivos LLC ("Nivos," "Nivos Media," "we," "us," or "our"). By accessing or using our Site, engaging our services, or entering into a service agreement with us, you ("you," "your," or "Client") agree to be bound by these Terms and Conditions ("Terms").

If you do not agree to all of these Terms, you must not access or use our Site or services. These Terms constitute a legally binding agreement between you and Nivos LLC.

2. Description of Services

Nivos LLC is a digital marketing agency providing a range of services, including but not limited to:

• Search Engine Optimization (SEO) and Search Engine Marketing (SEM)
• Pay-Per-Click (PPC) advertising management
• Social media marketing and management
• Content creation, copywriting, and content strategy
• Website design, development, and optimization
• Email marketing and automation
• Brand strategy, consulting, and analytics reporting

Specific deliverables, timelines, and fees for our services will be outlined in a separate service agreement, statement of work (SOW), or proposal agreed upon by both parties.

3. Client Obligations

By engaging our services, you agree to:

• Provide accurate and complete information necessary for the performance of our services
• Grant timely access to accounts, platforms, and assets required to deliver services
• Review and provide feedback on deliverables within agreed-upon timeframes
• Ensure that all materials you provide to us do not infringe upon the rights of any third party
• Make payments in accordance with the agreed-upon payment schedule

4. Intellectual Property

Our Intellectual Property

All content on the Site — including but not limited to text, graphics, logos, images, software, and design elements — is the property of Nivos LLC or its licensors and is protected by United States and international copyright, trademark, and other intellectual property laws. You may not reproduce, distribute, modify, or create derivative works from any content on this Site without our express written permission.

Client Work Product

Unless otherwise specified in a separate service agreement, upon full payment of all applicable fees, Nivos LLC assigns to the Client all rights, title, and interest in the final deliverables created specifically for the Client. Nivos LLC retains the right to use work samples in our portfolio and marketing materials unless otherwise agreed in writing.

Pre-Existing Materials & Tools

Nivos LLC retains all rights to proprietary tools, methodologies, frameworks, templates, and pre-existing intellectual property used in the delivery of services. The Client is granted a non-exclusive, non-transferable license to use such materials solely in connection with the delivered work.

5. Payment Terms

Payment terms, including fees, billing frequency, and accepted payment methods, will be specified in the applicable service agreement or proposal. Unless otherwise stated:

• Invoices are due within thirty (30) days of the invoice date
• Late payments may be subject to a fee of 1.5% per month on the outstanding balance
• Nivos LLC reserves the right to suspend services for accounts with overdue balances
• All fees are non-refundable unless otherwise specified in the service agreement

6. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or sensitive information shared during the course of the engagement. Confidential information includes, but is not limited to, business strategies, marketing data, customer lists, financial information, and trade secrets. This obligation survives the termination of any agreement between the parties.

7. Limitation of Liability

To the maximum extent permitted by applicable law, Nivos LLC and its officers, directors, employees, agents, and affiliates shall not be liable for any indirect, incidental, special, consequential, or punitive damages — including but not limited to loss of profits, revenue, data, or business opportunities — arising out of or related to your use of the Site or our services, regardless of the theory of liability.

In no event shall Nivos LLC's total aggregate liability exceed the total fees paid by you to Nivos LLC during the twelve (12) months preceding the event giving rise to the claim.

Our services are provided on an "as is" and "as available" basis. We make no warranties, express or implied, regarding the results or outcomes of our digital marketing services, including but not limited to specific rankings, traffic levels, or conversion rates.

8. Indemnification

You agree to indemnify, defend, and hold harmless Nivos LLC, its officers, directors, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Site or our services
• Your violation of these Terms
• Your violation of any applicable law or regulation
• Any content or materials you provide to us that infringe upon the rights of a third party
• Any negligent or wrongful act or omission by you or your agents

9. Termination

Either party may terminate the service engagement in accordance with the terms specified in the applicable service agreement. In the absence of a specific termination provision:

• Either party may terminate with thirty (30) days' written notice to the other party
• Nivos LLC may terminate immediately if the Client breaches these Terms or fails to make timely payment
• Upon termination, the Client shall pay for all services rendered and expenses incurred up to the effective date of termination

Nivos LLC reserves the right to terminate or suspend your access to the Site at any time, without prior notice, for conduct that we believe violates these Terms or is harmful to other users, us, or third parties.

10. Governing Law

These Terms and any disputes arising out of or related to these Terms or your use of the Site or services shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles.

11. Dispute Resolution

Any dispute, controversy, or claim arising out of or relating to these Terms or the breach thereof shall first be resolved through good-faith negotiations between the parties. If the dispute cannot be resolved through negotiation within thirty (30) days, either party may pursue resolution through binding arbitration in accordance with the rules of the American Arbitration Association (AAA).

The arbitration shall take place in the State of Delaware. The arbitrator's decision shall be final and binding. Judgment upon the award may be entered in any court of competent jurisdiction. Each party shall bear its own costs and attorneys' fees unless the arbitrator determines otherwise.

You agree that any dispute resolution proceedings will be conducted on an individual basis and not as a class action or representative proceeding.

12. Modifications to Terms

Nivos LLC reserves the right to update, modify, or replace these Terms at any time at our sole discretion. When we make material changes, we will revise the "Last Updated" date at the top of this page. Your continued use of the Site or services after the posting of revised Terms constitutes your acceptance of those changes.

We encourage you to review these Terms periodically to stay informed of any updates.

13. Miscellaneous

• Entire Agreement: These Terms, together with any applicable service agreement, constitute the entire agreement between you and Nivos LLC and supersede all prior agreements and understandings.
• Severability: If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.
• Waiver: The failure of Nivos LLC to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
• Assignment: You may not assign or transfer these Terms or your rights hereunder without the prior written consent of Nivos LLC. Nivos LLC may assign its rights and obligations without restriction.
• Force Majeure: Nivos LLC shall not be liable for any failure or delay in performing its obligations due to causes beyond its reasonable control, including but not limited to natural disasters, acts of government, network failures, or pandemics.

14. Contact Us

If you have any questions about these Terms and Conditions, please contact us: