TERMS & CONDITIONS

 

ZINC Digital
Digital Marketing Agency

Effective Date: 05/11/2025
Last Updated: 08/17/2025

 

1. Acceptance of Terms

By engaging ZINC Digital’s services, accessing our website, or entering into any agreement with us, you (“Client,” “you,” or “your”) agree to be bound by these Terms & Conditions (“Terms”). If you do not agree to these Terms, please do not use our services.

ZINC Digital (“Company,” “we,” “us,” or “our”) is a digital marketing agency organized under Florida law with its principal place of business in Florida, United States.

2. Services Description

ZINC Digital provides digital marketing services including but not limited to:

  • Search Engine Optimization (SEO)
  • Pay-Per-Click Advertising (PPC)
  • Social Media Marketing and Management
  • Content Marketing and Creation
  • Email Marketing
  • Website Design and Development
  • Analytics and Reporting
  • Digital Strategy Consulting
  • Online Reputation Management
  • Conversion Rate Optimization

 

Specific services will be detailed in individual Service Agreements or Statements of Work (“SOW”).

3. Service Agreements and Statements of Work

All services are governed by individual Service Agreements or SOWs that incorporate these Terms by reference. Service Agreements will specify:

  • Scope of services
  • Timeline and deliverables
  • Pricing and payment terms
  • Performance metrics (where applicable)
  • Client responsibilities

4. Client Responsibilities

Client agrees to:

  • Provide accurate, complete, and timely information required for service delivery
  • Grant necessary access to accounts, platforms, and systems
  • Respond promptly to requests for feedback and approvals
  • Comply with all applicable laws and platform policies
  • Provide clear brand guidelines and approve creative materials
  • Maintain current payment information
  • Notify us immediately of any changes to business information or requirements

5. Payment Terms

5.1 Fees and Billing

  • All fees are as specified in the applicable Service Agreement
  • Setup fees, if applicable, are due upon contract signing
  • Monthly retainer fees are due in advance
  • Project-based fees follow the payment schedule in the SOW
  • All prices are in U.S. dollars

 

5.2 Payment Methods

  • Payment accepted via ACH transfer, wire transfer, or approved credit cards
  • Late payments may incur a service charge of 1.5% per month (18% annually) or the maximum allowed by Florida law, whichever is less

 

5.3 Advertising Spend

  • Client is responsible for all advertising spend on platforms (Google, Facebook, etc.)
  • We may manage advertising budgets but Client retains financial responsibility
  • Advertising spend is separate from management fees

 

5.4 Audit Rights

  • We may conduct compliance audits of campaigns and data practices
  • Client agrees to provide reasonable access for compliance verification
  • Any compliance issues discovered will be promptly addressed

 

5.5 Regulatory Changes

  • Client acknowledges that digital marketing regulations frequently change
  • We will make reasonable efforts to maintain compliance with new requirements
  • Additional compliance costs may be passed through to Client with proper notice

6. Term and Termination

6.1 Service Term

  • Services commence on the start date specified in the Service Agreement
  • Month-to-month agreements require 30 days written notice for termination
  • Fixed-term agreements continue until completion unless terminated early

 

6.2 Termination Rights

Either party may terminate for:

  • Material breach with 15 days written notice to cure
  • Insolvency or bankruptcy of the other party
  • Convenience with 30 days written notice (month-to-month agreements)

 

6.3 Effect of Termination

  • Client remains liable for all fees incurred through termination date
  • We will provide transition assistance for 30 days post-termination
  • Client data will be returned or destroyed per Client’s written request
  • All confidential information obligations survive termination

7. Intellectual Property

7.1 Client Materials

Client retains ownership of all pre-existing materials, trademarks, and content provided to us.

 

7.2 Work Product

  • Creative materials, strategies, and custom developments become Client’s property upon full payment
  • We retain ownership of our methodologies, processes, and pre-existing intellectual property
  • Third-party tools and platforms remain property of their respective owners

 

7.3 Portfolio Rights

Client grants us the right to use project details and results in our portfolio and marketing materials, unless specifically restricted in writing.

8. Confidentiality

Both parties agree to:

  • Maintain confidentiality of proprietary information
  • Use confidential information solely for authorized purposes
  • Return or destroy confidential information upon request
  • Apply reasonable security measures to protect confidential data

9. Performance and Results

9.1 No Guarantees

  • Digital marketing results depend on many factors beyond our control
  • We do not guarantee specific outcomes, rankings, traffic, or conversion levels
  • Performance projections are estimates based on industry experience

 

9.2 Third-Party Platforms

  • We are not responsible for changes to third-party platform algorithms, policies, or fees
  • Platform account suspensions or restrictions are beyond our control
  • Client must comply with all platform terms of service

10. Data Protection and Privacy

10.1 Data Handling

  • We collect and process data necessary for service delivery
  • Client data is handled in accordance with our Privacy Policy
  • We implement reasonable security measures to protect Client data
  • Data processing is limited to specified, explicit, and legitimate purposes

 

10.2 Florida Digital Bill of Rights (FDBR) Compliance

  • We comply with Florida’s Digital Bill of Rights effective July 1, 2024
  • Consumer rights requests (access, deletion, portability) will be processed within required timeframes
  • We maintain records of data processing activities as required by FDBR
  • Opt-out mechanisms are provided for data sales and targeted advertising where applicable

 

10.3 Children’s Privacy Protection

  • We do not knowingly collect personal information from children under 13 without verifiable parental consent
  • Additional protections apply for users under 18 in accordance with applicable state laws
  • Client must identify any services targeting minors and ensure appropriate safeguards

 

10.4 General Compliance

  • Services comply with applicable privacy laws including CAN-SPAM Act, COPPA, and state privacy laws
  • Client is responsible for obtaining necessary consents for data collection and processing
  • Both parties will cooperate on data protection compliance requirements
  • Regular compliance audits may be conducted to ensure ongoing adherence

11. Limitation of Liability

11.1 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY SHALL NOT EXCEED THE FEES PAID BY CLIENT IN THE 12 MONTHS PRECEDING THE CLAIM.

 

11.2 Excluded Damages

WE SHALL NOT BE LIABLE FOR:

  • INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES
  • LOST PROFITS, REVENUE, OR BUSINESS OPPORTUNITIES
  • DATA LOSS OR CORRUPTION
  • THIRD-PARTY ACTIONS OR PLATFORM CHANGES

12. Indemnification

Client agrees to indemnify and hold harmless ZINC Digital from claims arising from:

  • Client’s use of our services
  • Client’s violation of these Terms or applicable laws
  • Infringement of third-party rights by Client materials
  • Client’s failure to obtain necessary consents or permissions

13. Dispute Resolution

13.1 Governing Law

These Terms are governed by Florida state law without regard to conflict of law principles.

 

13.2 Jurisdiction

Any disputes will be resolved in the state or federal courts of Florida, and both parties consent to such jurisdiction.

 

13.3 Mediation

Before initiating litigation, parties agree to attempt good faith mediation through a mutually agreed mediator.

14. Force Majeure

Neither party shall be liable for delays or failures due to circumstances beyond reasonable control, including natural disasters, government actions, pandemics, or third-party platform outages.

15. General Provisions

15.1 Entire Agreement

These Terms, together with applicable Service Agreements, constitute the entire agreement between the parties.

 

15.2 Modifications

Terms may only be modified in writing signed by both parties, except we may update these Terms with 30 days notice for ongoing relationships.

 

15.3 Severability

If any provision is deemed unenforceable, the remaining provisions shall remain in full force.

 

15.4 Assignment

Neither party may assign rights or obligations without written consent, except we may assign to affiliates or in connection with a business transfer.

 

15.5 Notices

All notices must be in writing and delivered to the addresses specified in the Service Agreement.

16. Regulatory Compliance

16.1 Federal Advertising Standards

  • All advertising content will comply with FTC guidelines for truthful advertising and endorsements
  • Material connections and sponsorships will be properly disclosed
  • Required disclaimers will be prominently displayed in promotional materials
  • We follow FTC guidance on social media marketing and influencer partnerships

 

16.2 Email Marketing Compliance

  • Email marketing campaigns comply with CAN-SPAM Act requirements
  • Proper identification, subject lines, and opt-out mechanisms will be implemented
  • Client is responsible for maintaining compliant email lists and obtaining proper consent
  • Suppression lists will be maintained and honored

 

16.3 Data Privacy Compliance

  • All data collection and processing activities comply with applicable state and federal privacy laws
  • Florida Digital Bill of Rights (FDBR) requirements are implemented for Florida consumers
  • Cross-border data transfers comply with applicable international data protection laws
  • Privacy policies and consent mechanisms are regularly updated to maintain compliance

 

16.4 Platform-Specific Compliance

  • All campaigns comply with advertising platform policies (Google Ads, Facebook, LinkedIn, etc.)
  • Age-appropriate targeting restrictions are implemented
  • Industry-specific advertising restrictions are observed (healthcare, financial services, etc.)
  • Regular policy updates from platforms are monitored and implemented

 

16.5 Accessibility Compliance

  • Digital content creation considers ADA compliance requirements
  • Web accessibility standards (WCAG 2.1 AA) are followed where applicable
  • Alternative formats may be provided upon request

17. Contact Information

ZINC Digital
1900 Bayshore Dr, Miami, FL 33132
97 Oak Ave, Suite 7, Panama City, FL 32401
Email: zinc@zincdigital.co
Phone: (850) 270-8520

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