Terms and Conditions

Primary Administrative Provisions

Comprehensive agreements typically address eligibility, financial transactions, and the agency’s right to modify services. They should define warranties, protect intellectual property, and outline account management policies to ensure a transparent environment.

Generative AI Disclosure: Certain portions of our copy, ideas, or draft content may be created or refined using generative AI tools; however, all final strategic and campaign decisions are strictly reviewed and approved by The98Sanctuary’s human team.

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Google Ads Disclaimer: The98Sanctuary is an independent digital marketing agency specializing in e-commerce growth. Google, Google Ads, and the Google Partners logo are trademarks of Google LLC. Our services are independent of Google LLC and do not imply official endorsement or partnership unless explicitly stated. Management fees are billed separately from direct Google Ads click costs. Results, return on ad spend (ROAS), and revenue growth vary based on industry, ad budget, and inventory dynamics. 

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Performance Disclosure: Case studies, revenue claims, and e-commerce ROI examples listed on this site represent exceptional campaign outcomes and are not a guarantee of future performance. Google Ads success depends on multiple external variables, including product demand, site checkout optimization, inventory availability, and localized market competition.

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Conversion Tracking & Data Attribution: Agency relies on tracking pixels, Google Tag Manager, and third-party analytical tools provided by Client or built on Client’s platform to optimize campaigns. Agency is not liable for data loss, unrecorded conversions, or diminished campaign performance caused by Client modifying website code, changing checkout systems, or altering privacy settings (including cookie consent banners) without notifying Agency in writing at least forty-eight (48) hours prior.

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E-commerce Inventory and Product Feeds: Client is solely responsible for the accuracy of its e-commerce product feeds, pricing updates, shipping policy configurations, and stock availability. Agency shall not be held liable for campaign interruptions, ad disapprovals, or Google Merchant Center suspensions resulting from out-of-stock items, price discrepancies between the feed and the website, or violations of Google’s Shopping policies regarding product data.

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Ad Spend Billing and Liability: Client acknowledges that all direct advertising spend is billed directly by Google LLC to the Client’s payment method on file. Agency fees cover campaign management and optimization only. Client maintains final approval over monthly budget caps. Agency is not liable for overspend caused by automated Google billing cycles, platform-level technical glitches, or any clicks generated outside the designated target audience, provided the Agency acted within the approved budget guidelines.

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Fees and Billing Structure: Client agrees to compensate Agency for Google Ads setup, optimization, and management services according to the selected model below. All Agency fees are strictly exclusive of direct ad spend billed by Google LLC.

• [ ] Flat Monthly Fee Model: Client shall pay Agency a recurring flat monthly fee of [$Amount], due and payable in advance on the [Day, e.g., 1st] of each service month. This fee covers only the explicit tasks outlined in the Scope of Work.

• [ ] Percentage of Ad Spend Model: Client shall pay Agency a monthly management fee equal to [X]% of the total gross ad spend registered within the Google Ads account during that calendar month, subject to a minimum monthly retainer of [$Amount]. This fee will be calculated and invoiced on the first business day of the following month.

• [ ] Performance-Based Model: Client shall pay Agency a base fee of [$Amount] plus a performance bonus equal to [X]% of [Defined Metric, e.g., Tracked ROAS / Net E-commerce Profit Generated via Google Ads]. Performance metrics will be verified using Google Analytics 4 (GA4) attribution data, and payouts will be calculated monthly in arrears.

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Data Integrity and Spend Manipulation (Applicable to Spend % and Performance Models): For campaigns billed on a percentage of spend or performance basis, Client agrees not to artificially restrict budgets, alter tracking URLs, or manipulate attribution data in GA4 or Google Ads to decrease the fees owed to the Agency. If Client pauses campaigns mid-month without [X, e.g., 7] days prior written notice, the Agency fee for that month shall be calculated based on the average daily spend or performance baseline of the preceding thirty (30) days.

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No-Refund Policy and Performance Disclaimer: Client explicitly acknowledges that digital marketing, search engine algorithms, and online advertising outcomes are inherently unpredictable and influenced by external market forces, competitor bidding, and consumer behavior.

• All Fees Non-Refundable: All payments made to Agency for setup, optimization, ongoing management, or hourly consulting are 100% non-refundable. No refunds, partial or full, will be issued for any reason, including early termination of services, pauses in advertising, or client dissatisfaction with campaign outcomes.

• No Guarantees of Specific Results: Agency works diligently to apply professional best practices to maximize ROI, return on ad spend (ROAS), leads, and conversions. However, Agency makes no absolute guarantees, warranties, or promises regarding specific financial returns, click volumes, conversion metrics, or revenue milestones.

• Ad Spend and Third-Party Costs: Under no circumstances will Agency issue refunds or credits for direct advertising spend billed by Google LLC or other third-party platform providers. Client maintains final control over its budget allocations and assumes all financial risks associated with ad platform costs.

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Term and Termination Notice: This Agreement shall commence on the Effective Date and continue on a month-to-month basis. Either party may terminate this Agreement at any time by providing a minimum of thirty (30) days prior written notice via email to the other party.

• Final Month Payment: Because digital marketing optimization requires continuous oversight, the Client is fully responsible for paying the regular monthly Agency fee during the 30-day notice period, regardless of whether the Client requests the Agency to pause active ad campaigns.

• Offboarding Actions: Upon receipt of a termination notice, Agency will maintain active campaigns until the final day of service. On the final day of service, Agency will remove its user access from the Client’s Google Ads and Google Analytics accounts, leaving all historical data, campaign assets, and account structures intact as the property of the Client.

• Immediate Termination for Cause: Agency reserves the right to terminate this agreement immediately and without the 30-day notice period if the Client fails to pay invoices within [X] days of the due date, violates Google’s terms of service resulting in a total account ban, or behaves in a hostile or abusive manner toward Agency staff.

Limitation of Liability: To the maximum extent permitted by applicable law, in no event shall Agency, its employees, or subcontractors be liable to Client for any indirect, incidental, special, punitive, exemplary, or consequential damages. This includes, without limitation, loss of business profits, lost revenue, data corruption, e-commerce downtime, inventory losses, or account suspensions, even if Agency was advised of the possibility of such damages. Agency’s total cumulative liability for any and all claims arising out of or related to this Agreement, whether in contract, tort, or otherwise, shall strictly not exceed the total amount of fees actually paid by Client to Agency during the three (3) month period immediately preceding the event giving rise to the liability.

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Dispute Resolution and Governing Law: This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State/Country of [Your State/Country], without regard to its conflict of law principles. In the event of any dispute, controversy, or claim arising out of or relating to this contract, the parties agree to first attempt to resolve the matter in good faith through direct negotiation. If negotiations fail to resolve the dispute within thirty (30) days, the parties agree to submit the dispute to mandatory, binding mediation before filing any lawsuit. Mediation shall take place in Tampa, Florida/ USA, and the parties shall share the mediation costs equally. Any legal actions resulting from unresolved mediation must be filed exclusively in the courts located in Tampa, Florida/USA.

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