Terms and Conditions | Resolve Digital Agency

Introduction and Acceptance of Terms

Welcome to Resolve Support LLC, doing business as Resolve Digital Agency (“Resolve”, “we”, “us” or “our”).

These Terms and Conditions (“Terms”) govern your access to and use of the Resolve website and services.

By using our website, engaging Resolve, signing a Service Agreement or otherwise using our services, you (“you” or the “Customer”) agree to these Terms.

Please read them carefully.
Your use of our services is also subject to our Privacy Policy and, where applicable, a separate Service Agreement, Order Form, proposal, payment authorization or other written agreement between you and Resolve.

If there is any conflict between these Terms and a signed Service Agreement, the signed Service Agreement will govern in relation to the services covered by that agreement.

Our Services

Resolve provides professional performance marketing and related technology services.

Depending on the Customer’s requirements, services may include:

Google Ads strategy, setup and management
Meta Ads strategy, setup and management
Advertising creative and campaign development
Smart Forms and conversion systems
Call tracking and attribution
SMS Rescue and missed-call follow-up
Reputation management
Performance reporting
AI call handling
Campaign strategy and ongoing optimisation
Related website, technical or development work where agreed

The specific services provided to each Customer will be set out in the applicable Service Agreement or other written scope agreed between Resolve and the Customer.

Resolve may also provide website support, development or other professional services under separate agreements.

Service Agreements

Marketing services are provided according to the scope, fees and commercial terms set out in the Customer’s Service Agreement.

The Service Agreement may specify matters including:

Services to be provided
Monthly management fees
Initial or one-time fees
Advertising budgets
Campaign platforms
Service locations or markets
Market exclusivity
Initial agreement term
Commencement date
Payment arrangements
Optional services or technology

Resolve is not required to commence work until the applicable Service Agreement has been signed and any required payment authorization or initial payment has been completed.

Advertising Spend

Unless otherwise agreed in writing, advertising spend is separate from Resolve’s management fees.

Advertising spend may be paid directly by the Customer to platforms such as Google or Meta, or handled in another manner specifically agreed in the Service Agreement.

Resolve may recommend advertising budgets based on the Customer’s market, competition, objectives and available data.

Final advertising budgets remain subject to Customer approval unless otherwise agreed.

Advertising platforms are operated by independent third parties.

Resolve is not responsible for changes to platform pricing, policies, account requirements, availability, algorithms, approval processes or other matters outside our reasonable control.

No Guarantee of Results

Marketing performance can be affected by many factors outside Resolve’s control, including:

Competition
Market conditions
Customer pricing
Customer reputation
Website performance
Sales processes
Customer responsiveness
Advertising platform changes
Consumer demand
Budget
Seasonality

Resolve will use reasonable professional efforts to develop, manage and optimise campaigns, but we do not guarantee any particular number of enquiries, customers, sales, revenue, advertising return, conversion rate or other commercial result.

Historical or illustrative results do not guarantee future performance.

Customer Responsibilities

The Customer agrees to provide accurate, complete and timely information required for Resolve to perform the services.

This may include access to:

Advertising accounts
Websites
Analytics
Google Business Profile
CRM systems
Social media accounts
Call tracking systems
Business information
Brand assets
Customer information where permitted
Other systems reasonably required to perform the agreed services

The Customer represents that it has the necessary authority to provide Resolve with access to these accounts, systems and information.

Delays in providing information, approvals, access or materials may delay campaign launch or affect performance.

Approvals

Resolve may require Customer approval for advertising creative, campaign messaging, offers, budgets or other materials.

Where the Customer provides approval, Resolve may rely on that approval when publishing or deploying the relevant material.

The Customer is responsible for ensuring that claims about its business, products, services, licences, qualifications and offers are accurate and legally compliant.

Market Exclusivity

Resolve may offer market exclusivity to Customers where specified in the Service Agreement.

Where exclusivity applies, Resolve will not knowingly provide substantially similar marketing services to a direct competitor within the agreed market for the period stated in the Service Agreement.

The applicable:

Industry or business category
Geographic area
Services covered
Duration

will be defined or confirmed as part of the Customer’s agreement with Resolve.

Exclusivity does not prevent Resolve from working with businesses that are not reasonably considered direct competitors or that operate outside the agreed market.

When an agreement carrying exclusivity ends, the relevant market may become available to another business.

Intellectual Property and Campaign Assets

Unless otherwise stated in the Service Agreement, each party retains ownership of intellectual property it owned before the engagement.

The Customer retains ownership of its:

Business name
Trademarks
Existing website content
Customer data
Existing advertising accounts
Existing brand assets

Resolve retains ownership of its proprietary systems, software, processes, templates, methodologies and technology.

Custom campaign materials created specifically for the Customer will be treated according to the ownership terms stated in the Service Agreement.

Certain Resolve technology, including Smart Forms, tracking systems, dashboards, SMS systems and other proprietary functionality, may be licensed to the Customer only while an active Resolve service is maintained.

Advertising Accounts

Where practical, advertising campaigns may operate through accounts owned by the Customer.

Customer-owned advertising accounts remain the property of the Customer after the Resolve engagement ends.

Resolve may retain ownership of proprietary campaign structures, software, templates, technology and other materials that are not part of the Customer’s underlying advertising account.

Fees and Payment

Fees for Resolve services are set out in the applicable Service Agreement.

Unless otherwise stated in writing:

Fees are charged in United States Dollars
Recurring services are billed according to the agreed billing schedule
Payments must be made using an approved payment method
Fees do not include third-party advertising spend unless expressly stated
Fees already earned or relating to services already performed are non-refundable

The Customer agrees to maintain a valid payment method for the duration of any recurring service.

ACH and Automatic Payments

Where a Customer elects to pay by ACH Direct Debit or another automatic payment method, the Customer must provide the required payment authorization.

The authorization may be contained in a separate payment authorization form or other approved documentation.

By providing authorization, the Customer permits Resolve and its payment processor to debit the authorized bank account in accordance with the amounts, frequency and terms agreed with the Customer.

The Customer represents that it is authorized to use the nominated account and to provide the payment authorization.

The Customer must promptly notify Resolve of any change to its payment information.
Payment processing may be provided by third-party providers such as Stripe and may be subject to additional terms imposed by those providers.

Failed or Overdue Payments

If a payment is declined, returned or otherwise unsuccessful, Resolve may contact the Customer to arrange payment.

Resolve may suspend services where an account becomes overdue.

Suspension may include pausing campaign management, technology, reporting, tracking, call services or other Resolve services until the account is brought current.

The Customer remains responsible for amounts properly due under the applicable Service Agreement.

Agreement Term and Cancellation

The initial term, renewal arrangements and cancellation requirements for marketing services are specified in the applicable Service Agreement.

Where an agreement has an initial minimum term, the Customer remains responsible for obligations arising during that term unless Resolve agrees otherwise in writing or applicable law requires otherwise.

After any initial term, services may continue according to the renewal provisions stated in the Service Agreement.
Cancellation requests must be provided in writing.

Ending a service does not automatically entitle the Customer to a refund of fees already paid or properly due.

Suspension or Termination by Resolve

Resolve may suspend or terminate services if:

Payments become materially overdue
The Customer materially breaches these Terms or its Service Agreement
The Customer engages in unlawful, abusive, fraudulent or misleading conduct
Continuing the engagement would create unreasonable legal, reputational or operational risk
A required third-party platform prevents Resolve from continuing the service

Where reasonably practicable, Resolve will give the Customer an opportunity to remedy a breach before terminating services.

Third-Party Platforms and Services

Resolve uses and integrates with third-party services that may include Google, Meta, Stripe, telecommunications providers, analytics platforms, hosting services and software providers.

Resolve does not control these third parties.

The Customer acknowledges that third-party services may:

Change their terms or pricing
Change functionality
Restrict or suspend accounts
Experience outages
Require additional verification
Modify APIs or integrations
Discontinue features

Resolve is not responsible for losses caused solely by the acts, omissions, outages or policy decisions of third-party providers outside our reasonable control.

Data Collection and Privacy

Resolve collects and handles personal information in accordance with applicable law and our Privacy Policy.

Information may be collected as part of:

Website enquiries
Customer onboarding
Marketing campaigns
Smart Forms
Call tracking
SMS services
Reputation management
Payment administration
Customer support

The Customer is responsible for ensuring that its own use of customer information and marketing systems complies with applicable privacy, advertising and communications laws.

Accounts and Security

Customers may receive access to Resolve dashboards, portals or other systems.

The Customer is responsible for safeguarding its login credentials and controlling access granted to its employees, contractors or representatives.

The Customer must promptly notify Resolve if it becomes aware of unauthorized access or suspected security issues affecting a Resolve account.

Website Intellectual Property

Unless otherwise stated, the Resolve website and its content — including text, graphics, branding, designs, software and other materials — are owned by Resolve Support LLC or its licensors.

You may view and use the website for legitimate internal business purposes related to evaluating or using Resolve services.

You may not reproduce, distribute, commercially exploit or misrepresent Resolve website content without our written permission.

Disclaimers

Resolve provides its website and services using reasonable professional care.

However, to the fullest extent permitted by applicable law, the website and services are provided without warranties beyond those expressly stated in a signed agreement.

Resolve does not warrant that:

Advertising platforms will remain continuously available
All software or integrations will operate without interruption
Every enquiry will become a customer
Campaign performance will remain constant
Third-party systems will be error-free
Services will achieve any specific financial result

Limitation of Liability

To the maximum extent permitted by applicable law, Resolve and its owners, officers, employees, contractors and agents will not be liable for indirect, incidental, special, consequential or punitive damages arising from the use of our website or services.

Unless otherwise required by applicable law or agreed in writing, Resolve’s total cumulative liability arising from a particular service will not exceed the fees paid to Resolve for that service during the six months immediately preceding the event giving rise to the claim.

Indemnification

To the extent permitted by law, the Customer agrees to indemnify and hold harmless Resolve Support LLC and its officers, employees, contractors and agents from claims, liabilities, losses and reasonable expenses arising from:

Information or materials supplied by the Customer
False or misleading claims made by the Customer
The Customer’s violation of applicable law
The Customer’s breach of these Terms or its Service Agreement
The Customer’s infringement of third-party intellectual property or other rights

International Use

Resolve Support LLC is based in Las Vegas, Nevada, United States.

Our services are primarily intended for businesses in the United States and other markets in which Resolve elects to operate.

Customers located outside the United States acknowledge that information may be transferred to and processed in the United States and other jurisdictions used by Resolve’s service providers.

Changes to These Terms

Resolve may update these Terms from time to time.

When material changes are made, the updated version will be published on our website with a revised “Last Updated” date.

Changes will not override specific commercial terms contained in an existing signed Service Agreement unless permitted by that agreement or agreed between the parties.

Governing Law

These Terms are governed by the laws of the State of Nevada, United States, without regard to conflict-of-law principles.

Subject to any different dispute-resolution provision contained in a signed Service Agreement, disputes arising from these Terms will be subject to the courts located in Clark County, Nevada.

Miscellaneous

Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in effect.

No Waiver

Failure by Resolve to enforce a provision does not waive our right to enforce it later.

Assignment

The Customer may not transfer its rights or obligations under these Terms without Resolve’s prior written consent.

Resolve may assign its rights and obligations as part of a corporate restructuring, merger, acquisition, sale of business or similar transaction.

Entire Agreement

These Terms, our Privacy Policy and any applicable signed Service Agreement or other written service-specific agreement together form the agreement between Resolve and the Customer concerning the applicable services.

Where terms conflict, the signed Service Agreement will take priority in relation to the services it covers.

Contact Information

If you have questions about these Terms or need to provide written notice, please contact us through our website.

Resolve Support LLC
doing business as Resolve Digital Agency

10845 Griffith Peak Dr Ste 200A
Las Vegas, NV 89135
United States