Terms & Conditions of Service

THIS SERVICE AGREEMENT (this “Agreement”) is entered into effective immediately upon accessing and/or using our website and services (the “Effective Date”) by and among MarketMaster Digital Marketing Group LLC, a New York Limited Liability Company (hereinafter “Agency”, "MarketMater", "we", "us", "our") and any human or alien (hereinafter "Client", "you", "your", "you're") using this website and/or purchasing and using our advanced services & digital products. As long as you continue to use this website or our services, you will be bound by this agreement. Your only remedy for dissatisfaction with this website or our services is to discontinue use of our website or services.

WHEREAS, Agency is in the business of providing design, digital marketing, lead generation, web development, SEO and promotion services; and

WHEREAS, Client is in the business of selling merchandise / services as described in exhibit A attached hereto; and

WHEREAS, Client desires to engage Agency to render, and Agency desires to render to Client, certain design, digital marketing, website and/or promotion services, or to use this website, MarketMasterGroup.com, and the services it offers, pursuant to the terms and conditions of this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. Appointment of Agency. Client hereby engages and appoints Agency, to perform the web-based marketing, lead generation, marketing consultation, client relations and other marketing-related services as more specifically set forth in the Scope of Works attached hereto as Exhibit A or as agreed upon by the parties, in writing, from time-to-time (each a “SOW” or addendum). The first applicable SOW subject to the terms herein shall be executed simultaneously upon execution of this Agreement. Additional SOWs may be entered into between the parties and will become effective when signed by the parties. Any additional SOW entered will be governed under this Agreement.

2. Term and Termination.

(a) Term. The Term of this Agreement will commence on the Effective Date and will continue thereafter for a period of one (1) month(s) unless and until terminated by either party as set forth herein (the “Initial Term”).

(b) Renewal. This Agreement will renew on a one (1) month basis, “Renewal Term” unless, at least ten (10) business days prior to the end of any Renewal Term then in effect, either party delivers to the other, written notice of its election to terminate the Agreement as of the end of the Renewal term. If the Term is renewed for any Renewal Term(s) pursuant to this Section, the terms and conditions of this Agreement during each such Renewal Term will be the same as the terms in effect immediately prior to such renewal, subject to any amendment executed by the parties and attached hereto.

(c) Termination. This Agreement will terminate ten days after receipt of election to terminate as provided in section 2 (b) herein.

(i) The Agreement herein may be terminated by either party in the event of a breach by the other party that remains uncured following written notice to the breaching party with a ten (10) day right to cure; provided, however, breaches of the confidentiality provision set forth herein are not curable; or

(ii) The Agreement may be terminated by either party, effective immediately, if the other party files, or has filed against it, a petition for voluntary or involuntary bankruptcy or pursuant to any other insolvency law, makes or seeks to make a general assignment for the benefit of its creditors or applies for, or consents to the appointment of a trustee, receiver or custodian for a substantial part of its property.

(d) Effect of Termination.

(i) The expiration or termination of this Agreement or any SOW, for any reason, will not release either party from any obligation or liability to the other party, including any payment obligation that has already accrued hereunder and/or the obligation to deliver Services as of the date of notice of termination.

(ii) Agency, upon payment of undisputed invoices, will make available to Client or its representative, all property and materials in Agency’s possession, custody or control belonging to Client or generated by Agency and individually purchased by Client pursuant to this Agreement including, without limitation, relevant Advertising Materials and Client Confidential Information (defined below). Agency will provide the transfer in electronic or any other form requested by Client. If form of transfer is other than electronic, Client will bear reasonable costs which will be submitted in writing to Client for approval before any transfer occurs.

(iii) If any projects or arrangements remain incomplete upon termination and cannot be assigned to Client or its representative, such projects or arrangements will be completed by Agency who will submit to client costs for such completion who must approve said cost before Agency completes the work.

(iv) Agency will promptly return, or if so requested, destroy, any Confidential Information in Agency’s possession (including all copies thereof).

3. Agency Services.

(a) During the Term, Agency will perform for Client the specific services (“Services”) set forth in the SOWs. In the event any provision contained in this Agreement is in conflict with a provision in a particular SOW, the SOW will govern with respect to such SOW only. The Services will meet the standards of quality for the industry and will be performed timely in a professional and workmanlike manner with reasonable care and in compliance with industry standards and applicable U.S. laws, rules and regulations.

(b) At any time during the Term, Client or Agency may propose modifications to the Services set forth in any SOW. Agency will estimate the cost and delay, if any, associated with such modifications and will provide a written estimate of additional costs which must be approved in writing by Client before Agency proceeds with the modification, the parties will amend the applicable SOW in writing with a fully executed change order (addendum).

(c) In connection with Agency’s provision of the Services, Client will perform those tasks and fulfill those responsibilities specified in this Agreement or the applicable SOW (the “Client Responsibilities”). Client understands that Agency’s performance is dependent on Client’s timely and effective performance of the Client Responsibilities and timely decisions and approvals by Client. In addition, Client Responsibilities will include reviewing any Advertising Materials (as defined herein) to ensure that claims or representations regarding Client, its competitors, and/or their respective products or services are complete, accurate, truthful and comply with all applicable laws. Agency will set all timeframes for Client to complete the Client Responsibilities.

4. Compensation and Expenses.

(a) Agency Fee. Agency fees are set out in the applicable SOW see Exhibit A attached hereto.

(b) Third-Party Costs. In addition to the Agency Fee, unless otherwise specifically set forth below or in an applicable SOW, Client upon submission of written request for third party costs as enumerated herein to Client and approval in writing by Client; Client will reimburse Agency at cost without markup for the following third-party expenses actually incurred by Agency.

(i) Third-Party Advertising Production. Agency will provide to Client a written proposal of costs which must be approved in writing by Client for all production jobs in advance of Agency incurring an expense or cost. Subject to Client’s approval in writing of Agency’s written proposal and upon receipt of an itemized invoice, Client agrees to reimburse Agency for materials and services purchased for Client on Client’s authorization including, but not limited to: mechanicals, artwork, comprehensive layouts, engravings, typography, printing, text, photographs, photostats, props, scenery, sound and lighting effects, film, audio, video, graphic design, hosting, servers, royalties, animation, acquisition and licensing of third-party rights, , slogans, jingles, license and producers fees, talent.

(ii) Travel Expenses. Client will not be obligated to Agency for Travel Costs unless Agency submits itemized written request to Client and approved in writing by Client in advance.

(iii) Research. All research, other than research initiated by Agency in the area of creative development, as necessary, will be submitted by Agency in writing to Client in advance who upon written approval by Client will be paid by the Client.

(iv) Other Expenses. Reasonable costs for overnight forwarding, shipping, messenger services and other incidental expenses incurred upon the written request of Client.

5. Billing and Payment.

(a) Upon request by Client for Services, Agency shall invoice Client for the Agency Fee as set forth in an applicable SOW. Payment of the applicable Agency Fee shall be made to Agency in full prior to Agency commencing work on any Services.

(b) Client shall remit payment to Agency via any of the following methods: (i) cash; (ii) certified funds; (iii) wire transfer, or (iv) credit card.

(c) All invoices for reimbursable expenses in addition to the Agency Fee will be accompanied by appropriate supporting documentation and will be itemized and are payable within thirty (30) days from the date of receipt of the invoice. Disputed invoices will require written notice of dispute and three business day cure period before Dispute Resolution paragraph 19 (Mediation) is invoked which is a condition precedent to the filing of Litigation of the dispute.

6. Ownership.

(a) All advertising artwork and copy which represents the creative effort of the Agency and/or utilization of creativity, illustrations, labor, composition or material furnished by it, including but not limited to artwork, designs, sketches, arrangements, layouts, copy, photographs, websites, advertisements, tag-lines, and all other similar material (whether in draft or final form) developed or prepared for Client during the Term (the “Advertising Materials”) is and remains the property of the Agency, or the relevant third party from whom the Agency has acquired a right of use, including all rights of copyright therein.

Client understands and agrees that it must purchase rights separately, and only then shall Agency grant to Client a non-exclusive, perpetual, worldwide, royalty- free license to use, share, and reproduce said Advertising Materials developed or prepared pursuant to a particular SOW.

(b) All preexisting or non-customized artwork, designs, sketches, arrangements, layouts, copy, photographs, websites, advertisements, tag-lines, inventions, discoveries, innovations, improvements, materials, software processes, or procedures used, created or developed by Client or Agency in the general conduct of their respective businesses or created/developed by Client or Agency outside the scope of this Agreement (collectively, “Creative Property”) will be owned exclusively by the Party creating same.

7. Indemnification.

(a) Subject to the terms of Section 7(b) below, Client agrees to defend, indemnify and hold harmless Agency from and against any and all losses, damages, liabilities and expenses based upon any actual or threatened third-party claim, suit or proceeding (collectively, any “Loss” or “Claim” respectively) made or brought against Agency based upon or arising out of: (i) copyright infringement, trademark infringement, or plagiarism under U.S. law that arises specifically from Client’s misuse of Advertising Materials or material breach of this Agreement; (ii) Client’s negligence; or (iii) Client’s failure to comply with applicable federal, state and local laws and regulations.

(b) Client will be responsible for the accuracy and completeness of information concerning Client which Client furnishes to Agency in connection with the preparation of Advertising Materials. Subject to the terms of Section 7(a) above, Client agrees to indemnify, defend and hold harmless Agency its subsidiaries, affiliates and each of their respective officers, directors, employees, agents and shareholders from and against any and all Losses based upon any Claim made or brought against them based upon or arising out of: (i) Client’s material breach of this Agreement; (ii) the nature or use of the Advertising Materials; (iii) information or materials provided by Client for inclusion in Advertising Materials; (iii) material changes that Client makes to Advertising Materials provided by Agency; (v) Client’s use of any third-party materials beyond the terms of the rights granted in such third-party materials as such terms are approved and provided to Client in advance in writing by Agency and (vi) any elements of the Advertising Materials to which Agency sufficiently alerted Client, in writing, of the relevant risk and Client agreed in writing to incur such risk.

(c) Upon the assertion of any Claim against an indemnitee by any third party that may give rise to an indemnification obligation hereunder, the indemnitee will promptly notify the indemnitor of the existence of such Claim and will give the indemnitor reasonable opportunities to defend and/or settle the Claim at its own expense and with counsel of its own selection. The parties agree to render to each other such assistance as may reasonably be requested in order to ensure a proper and adequate defense. Neither party will make any settlement of any Claim which might give rise to liability of the other party hereunder without the prior written consent of such party (such consent not to be unreasonably withheld).

8. Representations and Warranties.

(a) Agency represents and warrants that: (i) Agency has the full power and authority to enter into this Agreement and to grant the rights contained herein, and that the performance of this Agreement will not violate any agreement or obligation of Agency; (ii) Agency has legal ownership rights of use and/or licenses and consent to any Agency Property and all third-party assets, which are provided by Agency to be included in the Advertising Materials; (iii) except as disclosed in writing, the Advertising Materials provided hereunder are original and have not been previously published; (iv) (except with respect to Client-provided information) Advertising Materials will not infringe upon the intellectual property or publicity rights of any third person; (v) Agency will comply with all federal, state or local law, rule or regulation of any jurisdiction applicable to the activities contemplated herein and will be solely responsible for its violation of such laws and (viii) Client’s use of Agency’s Services and the Advertising Materials as contemplated herein and applicable SOWs will not violate any third party’s rights or any applicable federal, state or local law, rule or regulation.

(b) Client represents and warrants that: (i) any information, materials or products supplied to Agency for use in connection with the Services and the Advertising Materials will not infringe the intellectual property or publicity rights of any third party; (ii) Agency’s use of any such Client-provided materials or information as contemplated by this Agreement will not violate any laws, regulations, or ordinances; and (iii) it has the full power and authority to enter into this Agreement.

9. Confidentiality.

(a) “Confidential Information” will mean all tangible and intangible data, formulae, processes, procedures, methods, documentation, information, records, drawings, designs, specifications, test results, evaluations, know-how, research, business plans, strategies, forecasts, financial information, pricing, employee, customer or vendor information, software, hardware or prospects obtained, received or developed in connection with the performance of this Agreement, whether orally or in written, electronic or other form or media, and whether or not marked, designated or otherwise identified as “confidential”. Confidential Information will not include information that, at the time of disclosure and as established by documentary evidence: (i) is or becomes generally available to and known by the public other than as a result of, directly or indirectly, any breach of this Section 9 by the receiving party or any receiving party affiliate or subcontractor; (ii) is or becomes available to the receiving party on a non-confidential basis from a third-party source, provided that such third party is not and was not prohibited from disclosing such Confidential Information; (iii) was known by or in the possession of the receiving party prior to being disclosed by or on behalf of the disclosing party; (iv) was or is independently developed by the receiving party without reference to or use of, in whole or in part, any of the disclosing party’s Confidential Information; or (v) is required to be disclosed pursuant to applicable federal, state or local law, regulation or a valid order issued by a court or governmental agency of competent jurisdiction.

(b) The receiving party agrees to regard and preserve as strictly confidential all Confidential Information and will maintain all Confidential Information in trust and confidence and will not disclose or otherwise make available any Confidential Information to any person, firm or enterprise except solely as may be required for the performance of its obligations hereunder. The receiving party will not directly or indirectly use, sell, assign, lease, dispose of or commercially exploit any Confidential Information for its own benefit or the benefit of any third party. The receiving party will not make any copies of the Confidential Information except as may be required in order to provide the Services.

(c) The receiving party will use at least the same degree of care as it would use to protect its own information that it does not desire to have disseminated or published, but in no event with less than a commercially reasonable degree of care. The receiving party will limit access to and disclosure of Confidential Information to its employees on a “need to know” basis only. The receiving party agrees to take all other commercially reasonable and adequate steps to ensure compliance with the obligations set forth herein. Any employee to whom Confidential Information is disclosed will be informed of this Agreement. The receiving party agrees to notify the disclosing party promptly and in writing of any circumstances of which the receiving party has knowledge relating to any unauthorized possession, use or knowledge of all or any portion of the Confidential Information.

(d) The receiving party will be responsible for any breach of this Section 9 caused by any receiving party affiliate or subcontractor. At any time during or after the Term, upon the disclosing party’s written request, the receiving party and receiving party affiliates and subcontractors will promptly return to the disclosing party all copies, whether in written, electronic or other form or media, of the disclosing party’s Confidential Information, or destroy all such copies and certify in writing to disclosing party that such Confidential Information has been destroyed. The disclosing party may seek equitable relief (including injunctive relief) against the receiving party and receiving party affiliates and subcontractors to prevent the breach or threatened breach of this Section 9 and to secure its enforcement, in addition to all other remedies available at law.

10. Assignment. This Agreement may not be assigned by Client in whole or in part without the prior written consent of all other Parties. Any

purported transfer, assignment or delegation in violation of this Section 10 will be null and void and of no force or effect. Agency may assign third parties in execution of services, but Client may not make any assignments and bears full responsibility for duties set forth herein.

11. No Third-Party Beneficiaries. This Agreement is for the sole benefit of the Parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or will confer upon any other person or entity any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

12. Notice. All notices, requests, consents, claims, demands, waivers and other communications hereunder will be in writing and will be deemed to have been given (a) when delivered by hand (with written confirmation of receipt); (b) when received by the addressee if sent by a nationally recognized overnight courier (receipt requested); (c) on the date sent by facsimile or e-mail (plain text, text or PDF document with confirmation of transmission) if sent during normal business hours of the recipient, and on the next Business Day if sent after normal business hours of the recipient; or (d) on the third day after the date mailed, by certified or registered mail, return receipt requested, postage prepaid. Such communications must be sent to the respective parties at the following email addresses:

AGENCY: MarketMasterGroup@gmail.com

13. Force Majeure. Agency will NOT be liable or responsible to Client, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement, when and to the extent such failure or delay is caused by or results from acts beyond Agency's reasonable control, including, without limitation: (a) acts of God; (b) flood, fire, earthquake or explosion; (c) war or other civil unrest; (d) government order or law; (e) actions, embargoes or blockades in effect on or after the date of this Agreement; (f) action by any governmental authority; (g) national or regional emergency; or (h) strikes, labor stoppages or slowdowns or other industrial disturbances (each a “Force Majeure Event”). If Agency suffers a Force Majeure Event, we may not be able to give prompt notice of the Force Majeure Event to the other party, but if we do, it will state the period of time the occurrence is expected to continue and will use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized. Agency will then resume the performance of its obligations as soon as reasonably practicable after the removal of the cause.

14. Survival. Any provisions which, by their nature, should survive such expiration or termination of this Agreement (including, without limitation, indemnification, insurance and confidentiality provisions) will survive the termination or expiration of this Agreement.

15. Relationship of the Parties. Except as specifically provided herein and necessary in connection with Agency’s Services provided hereunder, neither party hereto will have any express or implied right or authority to assume or create any obligations on behalf of or in the name of the other party or to bind the other party to any contract, agreement or undertaking with any third party. Nothing herein will be construed to create a joint venture or partnership between the parties hereto or an employee/employer relationship and, at all times, Agency will be an independent contractor pursuant to this Agreement.

16. Severability. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability will not affect any other term or provision of this Agreement or invalidate, or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal or unenforceable, the parties hereto will negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.

17. Counterparts. This Agreement may be executed in counterparts, each of which will be deemed an original, but all of which together will be deemed to be one and the same agreement. A signed copy of this Agreement delivered by facsimile, e-mail or other means of electronic transmission will be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.

18. Waiver. No waiver by any party of any of the provisions hereof will be effective unless explicitly set forth in writing and signed by the party so waiving. No waiver by any party will operate or be construed as a waiver in respect of any failure, breach or default not expressly identified by such written waiver, whether of a similar or different character, and whether occurring before or after that waiver. No failure to exercise, or delay in exercising, any right, remedy, power or privilege arising from this Agreement will operate or be construed as a waiver thereof; nor will any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege.

19. Dispute Resolution. The parties agree that any claim, dispute or controversy between the parties which arise out of or relate in any way to this Agreement or a breach hereof and which the parties are unable to resolve informally shall be submitted to pre-litigation mediation with jurisdiction in the state Agency is licensed in at the time of dispute. Nothing in this agreement shall be construed to prevent either party's use of bankruptcy or repossession, replevin, judicial foreclosure or any other prejudgment or provisional remedy relating to any collateral, security or property interests for contractual debts now or hereafter owed by either party to the other under this Agreement.

20. Waiver of Jury Trial. Each party hereby irrevocably and unconditionally waives any right it may have to a trial by jury in respect of any legal action arising out of or relating to this Agreement.

21. Interpretation. For purposes of this Agreement, (a) the word “or” is not exclusive; and (b) the words “herein,” “hereof,” “hereby,” “hereto” and “hereunder” refer to this Agreement as a whole. Unless the context otherwise requires, references herein: (x) to sections, schedules and exhibits mean the sections of, and schedules and exhibits attached to, this Agreement; (y) to an agreement, instrument or other document means such agreement, instrument or other document as amended, supplemented and modified from time to time to the extent permitted by the provisions thereof; and (z) to a statute means such statute as amended from time to time and includes any successor legislation thereto and any regulations promulgated thereunder. This Agreement will be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting an instrument or causing any instrument to be drafted. The schedules and exhibits referred to herein will be construed with, and as an integral part of, this Agreement to the same extent as if they were set forth verbatim herein.

22. Headings. The headings in this Agreement are for reference only and will not affect the interpretation of this Agreement.

23. Entire Agreement. This Agreement sets forth the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior proposals, oral or written, all previous Agency negotiations and all other communications and understandings with respect to the subject matter hereof. This Agreement will not be amended or modified in any manner except by an instrument signed by the authorized representatives of both parties.

IN WITNESS WHEREOF, the parties hereto confirm their agreement to the foregoing by executing this Agreement through their authorized representatives as of the date first above written. By continuing to use our website or services for one more second, you are bound by this agreement. Close the browser window now if you do not want to be bound to this agreement and benefit from our amazing marketing expertise.

EXHIBIT A – SCOPE OF WORK

Services Provided:

MarketMaster Digital Marketing Group LLC shall be responsible for the following:

1.) Digital Marketing & Lead Generation Services:

a. Paid Advertising (Google + Facebook);

b. Branding & Digital Design;

2.) Web Design, Development & Management

3.) Search Engine Optimization (SEO)

4.) Outreach (Cold Calling & Email Marketing)

5.) Strategy & Growth Consultation Services

6.) Business Page Management

Agency shall service the following Campaign Location(s):

1.) Continental USA: (Client must specify regional constraints for geo-targeting, limits may be set by social media platforms)

Merchandise for Promotion:

1.) Retail & Wholesale Goods, Services & E-commerce, Political Ads, Medical Ads

Client shall be responsible for the following:

1.) Provision of business credit card to be kept on file and billed on a recurring basis for subscriptions to monthly services. All late/declined debit transactions or insufficient funds will result in IMMEDIATE termination of service, with deletion of all intellectual property created by Agency. To avoid the deletion of content, it's important to keep sufficient funds in your bank account.

2.) Completion of an end-of-month survey for feedback on services rendered. This may be done in writing or on a recorded line. If our advertising material generates sales for your business, we require you to give us a positive, 5-star Google and Facebook review to show the community that MarketMaster fulfills it's promises. You must not use our services if you do not plan on rewarding our success with positive reviews.

3.) Expedient provision of all information necessary to carry out a professional marketing campaign, including company branding & literature, website & social media login credentials, geo-targeting constraints, digital files and assets, updates about inventory shortages, unpredicted store closings, changes in operations or other circumstances that may either affect the health of Facebook accounts owned by Agent/Client or cause any other campaign setbacks, product photos, prices and/or price ranges, sear codes, specifications, colors, brands, material composition, warranties, lead times, etc.)

4.) Timely updates regarding the status of requested prospective customer orders generated from services provided by Agency, including when a prospective customer has already been in contact with Client (duplicate lead or an existing customer), when orders are fulfilled/completed and when return customers referred by Agency place additional orders.

5.) Timely response (within 5 business days) to all emails, texts and phone calls from Agency regarding digital services and marketing plan execution.

Agency Fee:

Client shall be charged on either a monthly, 6-month, yearly, pay-per-lead, pay-per-ad or partial-performance basis described for each unique service or product offered on our web store (or available by subscription).

Client acknowledges that payments are non- refundable and that no chargebacks are allowed. Client acknowledges that no late payments are allowed, and that services will terminate immediately upon lapse of payment due to insufficient funds on Client's card. Client should use a business credit card to avoid termination due to insufficient funds. If you fail to pay for services on the date payment is due, you will lose access.

Client acknowledges that, when applicable, Agency may charge Client’s credit/debit card on file automatically seven (7) days in advance of the contract renewal date. A credit card authorization form must be filed within three (3) business days if requested by Agency to avoid a delay in services and breach of contract. Agency reserves the right to terminate services immediately if Client’s card is declined but may opt to grant a 2-week grace period with daily 3% late-payment fee. If you're going through a hard time, if your family member passes away, we don't want to punish you, but you need to communicate your intentions. There are some circumstances in which we will have no choice but to terminate services.

Client acknowledges that Agency will begin the campaign build and will launch (or continue) monthly/yearly campaigns within three to five (3-5) business days after receipt of payment and contract renewal.

Client understands and acknowledges that additional products, locations, accounts and services requested beyond those specifically stated herein, shall warrant additional charges and require an additional written acknowledgment/agreement (addendum) by Agency and Client of the prices and details.

Terms of Service:

Client is responsible for defining clear territorial (geo-targeting) boundaries and for maintaining an operational structure of business optimal for lead generation services, specifying what inventory is to be promoted, which customers to target and notifying Agency if these details change. Without prior notice of these constraints, refunds will not be granted for leads generated outside of Client's target audience.

All introduction/consultation calls and leads generated will be recorded for proof of service and to prevent fraudulent chargebacks.

Payment is made via credit card kept on file, charged prior to delivery of each lead, ad, service, logo, personal introduction, monthly subscription renewal, etc.

MarketMaster will not be responsible for the outcome of Client interactions after leads are delivered (disagreements, dissatisfaction over prices, policies, conduct, personal differences, dropped calls, etc.) and we guarantee only to deliver phone numbers, introductions, logos, websites, ads and all services specified in each individual Scope of Work. It is each Client's responsibility to learn/understand modern sales tactics and to train sales staff on appropriate strategies to maximize conversions from Agency lead generation services.

Chargebacks are unlawful and strictly forbidden. If you charge back, we will have no choice but to sue you for the dollar amount you tried to steal, plus attorney's fees and costs. You need to play fair. We've had clients TRY to steal our proprietary information, and we've needed to sue them. DO NOT STEAL.

By completing this purchase, using this website or using any of our services, you hereby consent to these terms and swear to uphold them under penalty of termination, civil litigation or criminal prosecution.

Remember, MarketMaster offers NO REFUNDS, and we always keep proof (screenshots, videos, recorded conversations) to show the courts that we fulfill our promises and honor this agreement. When you make a payment, we ALWAYS keep our promise. Work starts IMMEDIATELY after payment, so all payments are non-refundable, there are NO RETURNS, and if you charge back, we will prosecute for fraud, breach of contract, promissory estoppel, quantum meruit and unjust enrichment. We care about our clients and our reputation. Don't be a thief.

Terms & Conditions of Service

MARKETMASTER's 10 Marketing Commandments

Client shall be responsible for the following:

1. Compensation

a.) MarketMaster is entitled to fair compensation for services, and services begin immediately after payment is processed. Payment will be NON-REFUNDABLE once processed.

b.) Client must provide debit/credit card with sufficient funds to be kept on file and billed automatically up to 5 days before the monthly renewal date. If we attempt to bill your card and the transaction is declined, services will terminate immediately. All agency intellectual property (ads and listings created for lead generation services) will be deleted. If you are satisfied with the results generated from our services, it's your responsibility to ensure that we receive timely and full compensation.

Example 1: Agency receives first compensation from client on 8/20/25. Campaign build takes 5 days. Services officially begin 8/25/25. Client tells Agency on 9/20/25 that he/she wishes to continue for another month. Agency automatically bills client on 9/20/25 and services renew 9/25/25. If client is once again satisfied, agency will automatically bill on 10/20/25, and so on.

Example 2: As in example 1, Agency receives compensation and services officially begin on 8/25/25. However, Client does not mention satisfaction and is automatically billed on 9/20/25. Client then tells Agency on 9/21/25 that he/she is not satisfied with services. This is too late to cancel. You will not receive a refund and must make the most of the services we provide for one additional month.

c.) No chargebacks, no refunds, no late payments. Payments are irrevocable and chargebacks will be prosecuted as fraud and/or unjust enrichment. We're passionate about promoting your business and can demonstrate it beyond a reasonable doubt. We keep screenshots and videos of the great work we do for your company. Chargeback = Theft of Service. The only time we offer refunds is if our payment processing system malfunctions and you are double-billed by accident. (See 8. "Warranties" below)

d) Payment processed up to 5 days before renewal date. For all monthly subscription services, including but not limited to lead generation, auto-posting, ad design, search engine optimization, social media management, virtual sales, business networking, etc., Client must responsibly communicate intentions to cancel no later than 5 days prior to the renewal date. This decision is final, and client acknowledges the inability to retract decision in that 5 day window.

If you aren't satisfied with service, we'll gladly pause payment collection as long as we hear from you before 5 days of renewal, but notice of intent to cancel MUST come no later than this date. If we don't hear from you and this deadline arrives, service will not stop until the following term, and you can expect to be billed again before your cancellation is processed. You will not be issued a refund. These 5 days are critical to the following month of advertising, and failure to notify us of your intentions will lead us to assume that you are loving our services.

e.) Credit card authorization form may be required by our merchant services for higher ticket amounts, and you will be required to provide one within 3 business days of agency request. This may occur if client uses high-risk credit card with previous chargeback activity.

f.) Cost of service: VARIABLE.

Note about pricing: In seasonal industries or those affected by supply and demand, it may be tempting to cancel and restart services as needed, but you will not be eligible for these prices again in the future. Continuity of service must be maintained to avoid price increases.

2. Campaign Correspondence & Cooperation:

a.) Mandatory monthly feedback consultation between client and agency no less than 5 (five) business days before monthly renewal date. We schedule a call to discuss our progress with your advertising campaign and to seek your feedback + collaboration. As we progress past the first few months and advertising results become consistent, agency may elect to forgo this requirement. It remains client's responsibility to notify agency of cancellation no less than 5 days prior to the renewal date. Client is contractually obligated to renew if less than 5 days notice is given. We welcome your feedback at any time prior to this date, and the earlier you tell us what's on your mind, the sooner we will be able to help.

b.) Immediate updates about all changes in Client's operational circumstances, including but not limited to: Unexpected store closings, disabled websites, inventory shortages, unsafe conditions, price changes, hacked accounts, break-ins, power outages, or any other circumstances that impact advertising. Failure to notify agency of critical changes may lead to predictable campaign setbacks and disqualifies client from guarantees. In the most severe cases, immediate termination of services may be warranted, and we'll let you know. The examples listed above are taken directly from our professional experience and have predictable, negative results.

c.) Timely updates about leads. Your conversations (phone or in-person) with our leads are important for real-time campaign feedback and long-term success. When we refer a shopper to buy from you directly, you're required to notify us of the outcome by day's-end.

Ex: "Suzy needs a new (item), her phone number is ###-###-#### and she wants someone to call her in 15 minutes" -> You must text us before the day is over and let us know if Suzy made her purchase, if she intends to come back, if she's just price-shopping, etc.

This data will lead to better results and more revenue generated for your company. If you choose to avoid this responsibility and don't keep track of how effectively our service is performing day-to-day, there's no room for grievances at the end of the month. We expect your input long before things become untenable, and you'll have no justification for complaints later on if this amazing opportunity for daily improvement is ignored. Stay involved!

d.) Immediate updates about sales/conversions. When our leads convert and someone purchases from you, we require an immediate update, including the purchase amount and customer's name. We are reinforced by positive results and will work harder if you are happy ("emotional currency"). If you don't tell us about successful sales and interactions, rather than motivate us to work harder, we will assume you dislike our services, or that you are trying to hide our success to overwork us, and we will be hesitant to overdeliver. Transparency is key to effective teamwork. We often follow up with old leads to make sure they are cared for, or to see if they've made a purchase, and we'll know if you are withholding the truth.

e) 24 hour response deadline on all executive campaign decisions. When we send you important emails and text messages seeking approval, feedback or further information on matters regarding your marketing campaign, failure to respond within 24 business hours may lead to significant and costly campaign setbacks. Your participation is paramount to our success. Without your prompt feedback on time-sensitive advertising issues, you may not get the results you were expecting. Client hereby holds agency harmless for all campaign decisions made while client is unreachable. If you're going on vacation, it's your responsibility to let us know ahead of time.

f.) We do not offer unscheduled consultations. This does not mean that we won't call you with important executive decisions, or that you can't call us with important campaign updates, but if you wish to speak with us about additional services, you'll need to secure a time on our calendar and pay our consultation fee. If we're already engaged in services and you call to discuss alternative lead generation options, web design or branding services outside of our original Scope of Work, we won't be able to open our calendar until payment is secured. The consultation fee may be refunded if you purchase an additional service.

g.) You're paying for accountability. If we reach out by phone and you don't answer, we'll try back immediately. Expect two calls, back to back, and then a voicemail regarding the importance of our call. We may call multiple times in one day depending on urgency. If you don't respond and remain unreachable, this constrains your advertising campaign and commits you to failure. Services will continue to the best of our ability given these limitations, but client releases from liability and holds Agency harmless for all campaign setbacks thereafter. If our agency reaches out three (3) days consecutively and you are absent without leave, we will discontinue outreach until you are reengaged. We are not babysitters. If our relationship is not your top priority, this sets an uncooperative tone and is known to hinder results. It's client's responsibility to be available when needed by agency.

h.) After-hours communication is via text message. We do not guarantee calls will be answered after 6PM Eastern, and we may not be able to connect with you by phone until late afternoon the following day. To ensure advertising success, it's important to answer all calls from MarketMaster from 10-6, Monday through Friday, not including holidays, and to return any missed calls before day's end. We are your key to better marketing results. Our line is open for text messaging 24/7/365, but our team works hard and deserves a break; we may not respond immediately to after-hours support requests.

Live, "after-hours", phone support can be purchased separately, but availability is limited. Furthermore, you may receive calls or texts from our agents after hours, as our team works around the clock to keep you satisfied. It's your responsibility to set boundaries and let us know when you normally sleep or spend time with family. Our passion for your success doesn't stop when you go to sleep, so please forgive us if we reach out at an inconvenient time. You are not obligated to take our calls after hours. We will leave a message regarding the importance of our call, and we'll try you again first thing in the morning during business hours.

i.) You must use email. There is no excuse for not knowing how to use email. We will send you important information by email, and it's imperative you receive this information directly. We do not allow our clients to delegate Agency-to-Client communication to a third party or agent of Client's business. If your wife, partner, cousin or any other third party normally reads and responds to your emails, we can't guarantee you'll get the full benefit of our services. Everything we send you is important and time-sensitive, and we need a response from YOU within 24 business hours. Your eyes need to be on our emails. You must physically sit or stand in front of the computer or phone and read what we send you, unless you're visually impaired, for which exceptions will be made. You must notify us if you are visually impaired so that we can provide the necessary accommodations. Otherwise, client MUST learn to use email and respond to all Agency communication within 24 business hours. If you're reading this contract, you can read and respond to emails. Much of our relationship will be conducted over live phone calls, but important campaign updates or exigent circumstances will be communicated with email, and your success hinges on compliance.

3. Copy & Creative:

a.) Client must accurately provide important campaign information. Agency will prompt you for all required material, including but not limited to merchandise photos, storefront photos, videos of inventory, video testimonials from customers, website URL's, logos, social media accounts, 2-factor authentication codes, login credentials, store hours of operation, pricing, product size and specifications, customer demographics, targeting locations, etc. Failure to provide any necessary information requested by agency will lead to delays and diminished marketing results.

b.) Client must review agency creatives and provide feedback. Agency may seek client's approval for publication of advertising content, and this approval must be given by client within 24 business hours of agency's request. If client does not like something within Agency's advertising content, we expect feedback to help us meet your specific needs. Your campaign is on a strict schedule and your prompt input is paramount to proper execution. If we need a response from you but do not get one in time, you release MarketMaster of liability for all campaign setbacks, slowdowns, delays, roadblocks, losses, etc. We can only be as effective as you are participatory and cooperative. Note: Once your campaign is stable, we will no longer request approval before publishing content.

c.) No changes to ad content once published. You'll work closely with our team to develop satisfactory content, and you'll give us the ultimate approval before ads are finalized. Once published, you are strictly forbidden from altering our content, including pricing, photos/videos, title, geographic targeting, etc. No Marketplace listing renewals are allowed without agency consent and oversight. No meddling with strategy, no requests for changes on a whim or hunch, no parallel posting of new listings/ads without agency approval. You hired professionals because you want better results. Changes outside of our recommendations may lead to predictable campaign setbacks or advertising restrictions. MarketMaster proudly displays your advertisements publicly, and any changes to our content may directly harm our reputation. All changes must first be approved by agency.

Note: All original content created by Agency for client's advertising campaign shall remain the intellectual property of Agency and must not be copied, distributed, reproduced, traded, reverse engineered or otherwise stolen. Rights sold separately.

4. Access:

a.) Client must provide access to existing digital marketing assets. This includes, but is not limited to: Facebook, Google, Messenger, TikTok, Instagram, Youtube, GoDaddy, website or website manager, etc. If prompted to provide an authentication code during business hours, you must provide this within 5 minutes of our request to avoid failed login attempts and account damage. It's imperative you take our access seriously. Inability to quickly clear online security checkpoints is known to cause poor marketing results or total loss of advertising privileges.

b.) Client must refrain from changing passwords, unless required by Facebook/Instagram, Google and other online platforms, and if password changes must occur, client must notify agency immediately or, if after-hours, before 10am Eastern the next day. Failure to give timely notice of password changes will result in delayed advertising and may lead to permanent account restrictions by Meta for suspicious activity. If we attempt to log into your account but you've changed your password, we can no longer post ads that day. If you need to change your password, even if it's the middle of the night, you'll want us to know about it.

c.) Refrain from logging into more than 2 devices per Facebook account (1 phone, 1 computer). Our agency will use an additional device, making for a total of 3 devices linked to your Facebook account. If you accidentally log into a 4th device, it may cause irreparable harm to your campaign, and client releases agency of liability for harm due to client's irresponsible login behavior.

D.) We protect your privacy and will only use social media platforms to advertise and never to access client's sensitive or personal information, nor will agency act on your behalf to engage your friends, associates or unrelated business contacts, and we will never post or engage on your social media accounts without your consent. We may selectively respond to leads on your account if we believe you've overlooked someone.

e.) Agency login data, devices, locations, IP addresses, etc., must be saved and maintained on Client's online assets, including but not limited to Google, Facebook, Instagram, TikTok, Youtube, Amazon, etc, to ensure that we can log in and post ads unimpeded. We run ads after-hours, so to avoid disruptions to your sleep and ad campaign, you must ensure that we have unhindered access to your online advertising and social media accounts. Our access must, and henceforth shall, be considered an extension of your access. Failure to maintain this protocol may result in major slowdowns or account restrictions. Marketing success hinges on convincing Facebook, etc. that we are you.

5. Customer Care & Communication:

a.) Timely engagement by Client of all leads generated. Must respond to your prospective customers within 5-15 minutes during business hours, and provide at least one greeting to outliers/stragglers after business hours. You must never let our leads sit on your accounts without a response for more than 12 hours (ample time to sleep, eat and get focused again). If you go on vacation, you are required to delegate the responsibility of engagement to someone reliable to avoid leads piling up. Agency offers engagement services to accommodate you in such cases, and you must let us know ahead of time. Failure to respond according to these recommendations will not only increase the likelihood that prospective customers shop with your competitors, but will be flagged as suspicious activity and directly reduce reach and account performance. We'd hate to see you lose an opportunity! In online networking, trust and motivation fades quickly, especially on platforms like Meta, Google and Facebook Marketplace. Sales success increases overall when leads are responded to promptly. Our agency monitors client accounts and we know when you're not giving customers the attention they deserve.

b.) Must treat prospective customers with appreciation and respect, no foul language, must make customers feel welcome, must apologize if customer's needs are not being met, must show gratitude for the opportunity to sell. Always remember the harm someone can do to your business if they feel disrespected. Several flags to your account can do irreparable damage.

c.) Delayed engagement = delayed advertising. All inquiries generated as a result of our services must get a thoughtful, thorough and well-written response from client before additional ad content will be posted by agency. Engagement with each prospective customer must be maintained until the conversation is concluded. To avoid disruptions to content creation and publishing schedule, you'll need to keep outstanding inquiries to a minimum of 2 (two) in a 12 hour period. When we log into your account to post more content, we first check that you've given everyone the response they deserve.

Failure to reasonably engage and accommodate prospective customers by the time agency intends to post new content will result in delays, with new ads being held until client has caught up with current leads. Facebook is known to down-rank users based on poor engagement, especially when posting on Marketplace. Consistently abnormal behavior like posting new ads, or editing listings, without responding to outstanding inquiries, can be flagged due to correlations with online crime. Client must adhere to our proven engagement strategies and respond to all inquiries before new content is posted by agency. If "business is slow" but you're regularly neglecting people on Facebook, you can expect business to stay slow no matter how many ads get posted.

6. Tactics & Strategies:

a.) Appropriate and effective sales strategies must always be used. Never leave customers alone unless they request it. Store must be adequately staffed with salespeople and greeters, must track sales and corresponding lead origin, never be aggressive with prospective customers, must not mislead or lie to customers in any way that comes back to harm agency.

b.) Must take all marketing and sales advice to ensure satisfaction. We are always open to your feedback and our success hinges on your continued cooperation and collaboration. However, we ultimately have the final decision regarding marketing and will use our expertise to help you dodge hidden obstacles. Our experience is what you're paying for and has prevented catastrophe on countless occasions. Ignoring our advice disqualifies you from agency guarantees. Trust us!

7. Continuity & Compliance:

a.) Campaign build starts within 3-5 days of payment.

b.) Client must not reuse or reproduce any Agency intellectual property, must not duplicate, copy, recirculate, reverse engineer, pirate, trade or otherwise steal from agency. Must cooperate with the deletion of all agency intellectual property upon termination of campaign. As long as you continue to pay our monthly fee, you will continue to benefit from our proprietary content and strategies. Client may purchase rights separately.

c.) We don't guarantee any particular number of Marketplace listings posted. Our goal is to generate public awareness of your brand and increase sales while enriching you with the knowledge of what it takes to succeed. An entire month's revenue has been generated off a single lead in some industries, while in others we've generated an entire month of leads from a single listing. With Facebook Marketplace, less is more. The way our clients think it should be done is often incorrect, and it's our responsibility to guide you to success. Our focus is improving the quality, targeting and timing of your ads while using proprietary strategies to ensure your content outperforms the competition. We will not ascend to requests for the posting of additional content outside of our carefully calculated schedule. This is to protect the health of your Facebook account and reduce the likelihood of diminished performance.

Posting Marketplace listings outside of our strict schedule is an encumbrance and will hinder rather than help. Accounts that over-post on Marketplace begin to perform incrementally slower (Ex: "I used to get 1000 views per listing, now I only get 500"), and this will worsen if the behavior is not corrected. In end-stage, accounts are only capable of generating 2-30 views on most listings, with an occasional ~100 views. Terminal downward trends on Marketplace are difficult to spot by the untrained eye, and it may not catch your attention for up to 6 months. This is why you must commit to trusting us fully with oversight and posting on your account.

Note: Historically, before formalizing this rule, we warned clients and some did not listen. Always wanting more, they continued to pressure us, so we ramped up production. By acquiescing to their request to post extra on already-strained Marketplace accounts, it progressively damaged account performance over 6 months (as explained in the paragraph above). No matter how many ads we posted, these accounts couldn't generate more than 1 to 2 leads per day. Furthermore, because so much time had elapsed since warning our clients, they forgot and blamed us for the slowdown. If you want more leads, call us for a safer workaround!

d.) No freebies or add-ons, if you sign up for one product category promoted, we can't promote 3 just because you want us to. If your budget remains the same but you want extra help, that help must come from reallocation of funds and campaign may suffer elsewhere. (Ex: If you hire us to promote retail appliances, we can't promote hot tubs without increasing your advertising budget and asking you for more money)

e.) Refrain from violating Meta and Google terms of use. Violations may occur from personal wall posts, public comments, Marketplace listings, Marketplace Messenger chats or any other social media feature moderated by platform administrators or artificial intelligence. Penalties for violations may dramatically slow down your advertising campaign, and client releases agency of all liability in the event that your activity leads to setbacks, loss of revenue, restricted access, etc. If we notice that you're violating platform terms and conditions, irreparable damage may already have occurred, but we'll notify you immediately via email and text message to improve your chances. You're expected to read and respond to our outreach and to redress the problem without delay. We have referred back to these emails and text messages when past clients have tried to blame us for their self-inflicted campaign setbacks. We won't be able to stop Facebook from restricting your access if you break the rules, so you must stay up-to-date on platform terms and conditions.

Ex: It's against Facebook's rules to only post on Marketplace without maintaining a normal social media presence (like sharing public posts and writing on your Facebook wall). The last thing you want Facebook and potential customers to see when viewing your profile is that your most recent public post was 3 years ago. You must post or share publicly at least once per week to avoid major slowdowns on Marketplace. Do not complain that business is slow if this advice is not taken.

f.) Refrain from political posts and arguing online, as these are known to trigger third-party flagging which can significantly hinder advertising and diminish results. We recommend you open up an alternate Facebook account for politics and to keep the current account strictly for business.

g.) No running ads or Marketplace listings while we are advertising. You've hired us to do the heavy lifting so that you can relax. Our posting schedule and saturation levels are meticulously calculated, and there is little tolerance for error on Meta's platforms; one small mistake can cause permanent account damage. Special exceptions for parallel posting (when you post your own ads alongside ours) may be granted by agency. These exceptions must be followed flawlessly to avoid predictable campaign harm. Even so, we can't guarantee success when parallel posting and you proceed at your own risk. For best results, you'll let us handle all posting within the scope of work of our agreement.

h.) Refrain from treating our team badly, misusing our services, pressuring us to work for free, expecting unreasonable and unrealistic results, failing to take accountability for mistakes, asking us for extra effort to compensate for client's operational deficiencies, sending threats, making angry demands, etc. There's no use in blaming a marketing system for problems unrelated to marketing. We do everything within our influence to drive results for your campaign, and we'll let you know if the bottleneck in your company's growth is something besides marketing. Examples include untrained salespeople, irregular store hours, inconsistent inventory, frequent price changes, unfair treatment of customers, poor responsiveness, not answering the phone, inadequately staffed storefronts, poor signage and unmarked entrances, etc.

i.) Refrain from abusing public features on Facebook and social media, including spam-posting in public groups or on Facebook Marketplace, spam-messaging business or personal pages, excessive wall posts, false reporting, etc. If our agency is running an advertising campaign for your business and you are actively spamming Facebook Marketplace, business pages, personal pages or public groups, this can cause major campaign setbacks or total loss of advertising privileges, and you'll no longer be eligible for any agency guarantees of satisfactory results.

j.) Refrain from excessive and unnecessary communication with agency. This distracts or detracts from the campaign and prevents us from generating results. The best way to get amazing marketing results is to trust the professionals and let us work unimpeded. Frequent disruptions to your campaign may severely cripple your advertising results. Limited campaign resources must be allocated with care.

k.) Requests outside of the scope of work must be via email. We are not employees and do not take orders or commands from clients. Clients must be available to answer our questions by phone if clarification or redirection is needed regarding email requests. In the event that executing client request may damage current campaign, Agency will first attempt to dissuade client and may refuse to participate in shortsighted and predictably harmful action. Without agency approval, client risks taking misguided or miscalculated action that may impede advertising or cause financial losses, for which client holds agency harmless.

L.) Agency owns all creative copy. All Facebook/Instagram ads, Facebook business page posts, Facebook Marketplace listings, Google Ads text and designed content is, and shall remain, the intellectual property of MarketMaster, and must be deleted when services terminate. Client may purchase copyright separately.

m.) 5-star Google Reviews required for successful campaigns which generate either strategic gain or tracked revenue for Client's company. This honest review, written in your words, must be completed on the *MarketMaster Digital Marketing* Google Business listing on Google Maps. This review should explain how our services have helped you, how accommodating our team has been, which services and tools were beneficial, and that you'd recommend MarketMaster to other small to midsize businesses. This review will be required either immediately after client confirms sales through our program, immediately after monthly service is completed or anytime within the following calendar year. This, along with all other terms, is mandatory. We also require you to provide us with a recommendation on Facebook when we help you meet your goals.

n.) Client is prohibited from using agency property to train Artificial Intelligence (AI). Uploading agency property to any artificial intelligence platform, including but not limited to ChatGPT, Midjourney, Stable Diffusion, Vance AI, etc, is strictly forbidden. Training AI with any content designed by MarketMaster will constitute, in addition to breach of this agreement, damages that agency will seek to remediate through litigation. Client indemnifies agency under such circumstances and acknowledges a financial obligation of $274,862.93 to agency immediately following client's unlawful, malicious public release of agency's protected content.

Client enters into this agreement acknowledging responsibility for inherent and irreversible damages in the event of negligent or intentional use of agency property with AI, either to train AI or to alter agency property. You must never copy and paste, or otherwise upload/import, MarketMaster's intellectual property to third-party AI services. Once AI software has been exposed to agency property, it is impossible to restore the privacy of this material, and damages to agency occur automatically by default due to the very nature of the AI industry and it's inherent enabling of intellectual property theft. If Client does not believe the use of AI to interpret and/or alter MarketMaster's content constitutes intellectual property theft, client should refrain from signing this agreement and engaging in services. You will not be penalized by agency if a third party steals our content from your page without your knowledge.

P.) Client permits Agency to make YouTube videos about Client's marketing campaign. We will record videos and screenshots of our process promoting your business, and we may feature you on our Youtube channel. Consider this perpetual, free advertising, and be grateful! Any leads you get from our Youtube channel are free of charge.

8. Warranties:

a.) No warranties on service, force majeure. You'll love working with our team and the content we create, but services do not come with inherent revenue guarantees. Marketing is ultimately gambling and it's possible to lose money. MarketMaster is your best chance of success, but outside forces may impact results, leading to dissatisfactory outcomes that do not meet your expectations. Client holds agency harmless for campaign setbacks that occur as a result of an act of God, natural catastrophe, economic crisis, flood, fire, hurricane, pandemic, political uprising, downed power line, sinkhole, volcanic eruption, martial law, military invasion, legislative restrictions, updates to social media terms of use, CAPTCHA error, solar flare, disrupted internet connection, burglary, armed robbery, animal infestation or other phenomena that agency lacks the power to influence.

Before paying for service, Client must commit fully to the possibility of losing all marketing investment funds due to factors beyond our control. Covid-19 was a shocking example of how current events can affect a large number of industries negatively while affecting others positively. During Covid-19, service companies and retailers lost revenue while e-commerce and social media companies made billions.

b.) Client may purchase separately a 100% satisfaction guarantee for select services. Ask us if you're eligible. This guarantee is a written, legally binding contract that obligates agency to generate an agreed-upon dollar amount for client. Terms and restrictions apply. We always strive for excellence and have generated up to 40x ROAS. If we do not live up to our promise by the end of the month, we will work for free for as long as it takes to get you the results.

Ex: In 2024, a discount appliance store in South Carolina hired us to increase sales. They spent $2500 on our program and it took us 45 days to generate $30k revenue - We worked for free from day 30 to 45 to ensure maximum satisfaction. This resulted in a 12x ROAS and a promotion that lasted over 2 years.

9. Exigency:

a.) Some circumstances require immediate action to protect your digital assets, and we'll let you know when you're in the danger zone. Any client behavior that jeopardizes our advertising campaign must be corrected for client to remain eligible for service and agency guarantees. Client will be given clear and ample warning of the offending behavior, with agency notifying client via email, in addition to text and phone correspondence. Client must acquiesce within 24 hours of notice, with failure resulting in total client liability for advertising losses and no avenue for redress of grievances. If we impose exigency, it's urgent and you must comply to remain eligible for services and guarantees.

10. Enforcement:

a.) Breach of this agreement is legally prohibited. If any action at law or in equity is necessary to interpret the terms of this agreement, Agency shall be entitled to reasonable attorney's fees, costs and necessary disbursements incurred both before and/or after judgment in addition to any other relief to which Agency may be entitled. The state of New York will have legal jurisdiction to enforce this agreement. No finding of unenforceability for any one part of this agreement shall preclude the enforceability of i) any other part or ii) the entire agreement as a whole.

b.) Client releases MarketMaster of liability for any campaign setbacks related to Client's material breach of this agreement.

11. Entire Agreement: This writing contains the entire agreement of the parties engaged. No representations other than those expressly set forth in this agreement were made or relied upon by either party. No agent, employee or other representative of either party is empowered to alter any of the terms of the Agreement unless done in writing and signed by a representative of both the Agency and Client.