Terms and Conditions
Terms and Conditions for Duck Dive Digital Marketing Services
Last Updated: June 28, 2025
1. Introduction
Welcome to Duck Dive Digital (“Company”, “we”, “our”, “us”). These Terms and Conditions (“Terms”, “Terms and Conditions”) govern your use of our services provided through our website, client portal, and direct service delivery (collectively, the “Services”).
By accessing or using our Services, you agree to be bound by these Terms. If you disagree with any part of the Terms, you may not access the Services.
2. Services Description
Duck Dive Digital provides digital marketing services including but not limited to:
- Website development and design
- Search engine optimization (SEO)
- Content creation and marketing
- Lead generation
- AI-powered marketing solutions
- Digital marketing strategy and consulting
The specific services to be provided will be outlined in a separate Service Agreement between Duck Dive Digital and the client.
3. Client Responsibilities
As a client of Duck Dive Digital, you agree to:
3.1. Provide accurate, complete, and timely information necessary for the performance of the Services.
3.2. Review and provide feedback on deliverables within the timeframes specified in the Service Agreement.
3.3. Designate a primary contact person who is authorized to make decisions regarding the Services.
3.4. Pay all fees as outlined in the Service Agreement.
3.5. Comply with all applicable laws and regulations related to your business and the use of our Services.
3.6. Obtain all necessary permissions, licenses, and consents for materials provided to Duck Dive Digital for use in delivering the Services.
4. Payment Terms
4.1. Fees for Services will be as specified in the Service Agreement.
4.2. Unless otherwise stated in the Service Agreement, payment terms are net 15 days from the date of invoice.
4.3. Late payments may incur a late fee of 1.5% per month or the maximum rate permitted by law, whichever is less.
4.4. Duck Dive Digital reserves the right to suspend Services if payment is not received according to the terms specified.
4.5. All fees are exclusive of taxes, which will be charged additionally where applicable.
5. Intellectual Property Rights
5.1. Client Materials: You retain all ownership rights to content, logos, trademarks, and other materials you provide to us for use in the Services (“Client Materials”).
5.2. Duck Dive Digital Materials: We retain all ownership rights to our proprietary tools, processes, methodologies, and know-how used in providing the Services.
5.3. Deliverables: Unless otherwise specified in the Service Agreement, upon full payment of all fees due, you will own all rights to the final deliverables created specifically for you, except for:
Third-party materials incorporated into the deliverables
Duck Dive Digital Materials as defined above
Open source components
5.4. License: You grant Duck Dive Digital a non-exclusive, worldwide license to use, reproduce, and modify Client Materials solely for the purpose of providing the Services.
6. Confidentiality
6.1. Each party agrees to keep confidential any non-public information disclosed by the other party in connection with the Services.
6.2. Confidential information shall not include information that:
Is or becomes publicly available through no fault of the receiving party
Was known to the receiving party prior to disclosure
Is independently developed by the receiving party without use of the disclosing party’s confidential information
Is rightfully obtained from a third party without restriction
6.3. Each party agrees to use the same degree of care to protect the other party’s confidential information as it uses to protect its own confidential information, but in no event less than reasonable care.
7. Term and Termination
7.1. These Terms will remain in effect for the duration specified in the Service Agreement or until terminated by either party as provided herein.
7.2. Either party may terminate the Services for convenience with 30 days’ written notice, unless otherwise specified in the Service Agreement.
7.3. Either party may terminate immediately upon written notice if the other party materially breaches these Terms and fails to cure such breach within 15 days of receiving written notice.
7.4. Upon termination:
All fees due for Services performed up to the date of termination will become immediately payable
Duck Dive Digital will deliver all completed work and work-in-progress
Each party will return or destroy all confidential information of the other party
8. Limitation of Liability
8.1. IN NO EVENT SHALL DUCK DIVE DIGITAL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
8.2. DUCK DIVE DIGITAL’S TOTAL LIABILITY FOR ALL CLAIMS RELATED TO THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CLIENT TO DUCK DIVE DIGITAL DURING THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
9. Warranties and Disclaimers
9.1. Duck Dive Digital warrants that:
The Services will be performed in a professional and workmanlike manner
The Services will substantially conform to the specifications set forth in the Service Agreement
9.2. EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
9.3. Duck Dive Digital does not warrant that:
The Services will meet your specific requirements
The Services will be uninterrupted, timely, secure, or error-free
The results obtained from the Services will be accurate or reliable
Any errors in the Services will be corrected
10. Indemnification
10.1. You agree to indemnify, defend, and hold harmless Duck Dive Digital, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys’ fees, arising out of or in any way connected with:
Your access to or use of the Services
Your violation of these Terms
Your violation of any third-party right, including without limitation any intellectual property right or privacy right
Your Client Materials
Any claim that your Client Materials caused damage to a third party
11. Changes to Terms
11.1. Duck Dive Digital reserves the right to modify these Terms at any time. We will provide notice of any material changes by posting the updated Terms on our website or by direct notification.
11.2. Your continued use of the Services after such modifications will constitute your acknowledgment and agreement to the modified Terms.
12. Governing Law and Dispute Resolution
12.1. These Terms shall be governed by and construed in accordance with the laws of the state of New Jersey, without regard to its conflict of law provisions.
12.2. Any dispute arising from or relating to these Terms or the Services shall be resolved through:
First, good faith negotiations between the parties
If negotiations fail, mediation administered by a mutually agreed-upon mediator
If mediation fails, binding arbitration conducted in Brick, NJ in accordance with the rules of the American Arbitration Association
13. Force Majeure
Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemic, terrorism, riot, embargoes, acts of civil or military authorities, fire, flood, accident, network or telecommunication outages, or strikes.
14. Severability
If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Terms will otherwise remain in full force and effect and enforceable.
15. Assignment
You may not assign or transfer these Terms or your rights and obligations under these Terms without Duck Dive Digital’s prior written consent. Duck Dive Digital may assign these Terms without your consent to an affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.
16. Entire Agreement
These Terms, together with the Service Agreement, constitute the entire agreement between you and Duck Dive Digital regarding the Services and supersede all prior and contemporaneous agreements, proposals, or representations, written or oral, concerning the subject matter.
17. Contact Information
If you have any questions about these Terms, please contact us at:
Duck Dive Digital info@duckdivedigital.com