Marketing Client & Agency Agreement

This Marketing Client & Agency Agreement ("Agreement") is entered into as of the date of signature (“Effective Date”) by and between Oliver Web Guy LLC, a Utah limited liability company doing business as OWG Digital (“Agency”), and the client signing this Agreement (“Client”). Both OWG Digital and Client may be referred to individually as a "Party" or collectively as the "Parties."

BY PURCHASING SERVICES FROM OWG DIGITAL, CLIENT AGREES TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.

1. Referral Program

Client acknowledges the opportunity to reduce monthly service costs by referring new clients to OWG Digital. While not required, Client may make good-faith efforts to refer potential clients. OWG Digital will determine if those referrals are a fit for its services. If accepted, Client will receive 10% of the referred client’s monthly payment for the life of that client’s engagement.

2. Fees and Expenses

Client agrees to pay the monthly fee as outlined in their service agreement. The first payment is due upon execution of this Agreement and will be automatically charged each month via credit card or ACH.

Any services outside the scope of standard deliverables (e.g., SEO, PPC, Meta Ads, Google Ads) will incur additional fees, payable upon delivery or as invoiced. OWG Digital may require deposits for out-of-scope work. Client is responsible for any applicable state or federal taxes.

3. Term & Termination

This Agreement begins with a one (1) month initial term. It automatically renews on a monthly basis unless either Party terminates it. Client must provide 30 days' written notice for termination and agrees to pay the final 30 days of service following that notice.

4. No Guaranteed Results

Client understands that OWG Digital provides marketing services but cannot guarantee specific outcomes or performance metrics. Changes to third-party platforms (Google, Facebook, etc.) are outside Agency’s control and may affect results.

5. Non-Disparagement

The Parties agree not to make negative or harmful statements about each other publicly, online, or in private, during or after the term of this Agreement. This includes comments on social media, forums, or other public channels. Legal disclosures or statements required by law are exempt.

6. Limitation of Liability

OWG Digital provides services “as is” without warranty of results. To the fullest extent permitted by law:

• OWG Digital shall not be liable for any damages arising from the services provided.
• Liability shall be capped at the amount paid by Client in the month prior to the claim.
• OWG Digital shall not be liable for indirect, incidental, special, or consequential damages.

7. Force Majeure

Neither Party will be held liable for delays or failures caused by events beyond reasonable control, including natural disasters, internet or utility outages, war, or acts of government. Lack of funds is not considered a force majeure event.

8. Default

If Client fails to pay fees or fulfill terms of this Agreement, OWG Digital may pause, withhold, or terminate services until the default is resolved.

9. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Utah, without regard to conflict of law principles.

10. Attorney’s Fees

Should a dispute arise from this Agreement, the prevailing Party may recover reasonable attorney’s fees and legal costs.

11. Entire Agreement

This document constitutes the entire agreement between the Parties. Any modifications or amendments must be made in writing and signed by both Parties.

12. Severability

If any provision of this Agreement is found unenforceable, the remaining terms shall remain valid and enforceable.

13. Assignment

Client may not assign this Agreement without written consent. OWG Digital may assign this Agreement in whole or in part to another party with written notice to Client.

14. Non-Solicitation

OWG Digital agrees not to solicit or market directly to Client’s customers, leads, or traffic for any competing purpose. OWG Digital will not disclose or share any proprietary client lists unless legally required to do so.



By signing or purchasing services, Client acknowledges they have read and agreed to all terms outlined above.

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