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1. Retainer vs. Project Fee Structure

Monthly retainers cover ongoing strategic services (e.g., SEO, Social Management). Project fees cover specific, one-time deliverables (e.g., Website Build, Deep Technical Audit). All fees are exclusive of any third-party software subscriptions or ad/media spend.

2. Management Fee and Media Spend Exclusion

BrandLift's management fee is a fixed percentage of the Client's total monthly ad spend or a flat rate, as stipulated in the SOW. **The Client is solely responsible for paying all media spend directly** to the respective ad platforms. BrandLift does not process or take custody of ad budgets.

3. Invoicing and Payment Schedule

All monthly retainer invoices are issued on the 25th of the preceding month and are due Net 7. Payments must be made via bank transfer or other agreed-upon method. Late payments (exceeding Net 15) will incur a 1.5% late fee and may lead to a temporary pause of service.

4. Out-of-Scope Work and Amendments

Any work requested by the Client that falls outside the defined SOW must be formalized via a Change Request and will be billed separately at BrandLift's standard hourly rate or under an addendum SOW.

5. Fee Review and Annual Increase

BrandLift reserves the right to review and adjust retainer fees annually, effective January 1st, by a maximum of 5%, to account for inflation and continuous internal training and resource improvement. Clients will be notified 60 days in advance of any such change.

1. Retainer Termination Protocol

Monthly retainers can be terminated by either party with a **30-day written notice**, effective from the end of the current paid service month. Annual contracts will incur a penalty for early termination, as detailed in the long-term agreement.

2. Refund Policy for Management Fees

**Management fees are non-refundable.** Since fees are paid in advance for the allocation of expert time, resources, and strategy, no refund will be issued once the service month has commenced, regardless of termination notice being given mid-month.

3. Performance Discrepancies and Service Level Agreements (SLAs)

If BrandLift materially fails to meet a guaranteed SLA (e.g., failure to provide weekly reporting or meet agreed-upon response times), the Client may be eligible for a **service credit** equivalent to a proportional amount of the monthly management fee, to be applied to the following month's invoice.

4. Data and IP Transfer Post-Termination

Upon official termination, BrandLift will provide the Client with full access and administrative ownership of all created assets, content, and campaign data **within 14 days**, provided all outstanding fees (including management and termination fees) have been settled in full.

1. Confidentiality of Client Data

BrandLift treats all client data, including proprietary business information, strategy, sales data, and analytics, as **strictly confidential**. Access is limited to BrandLift employees directly involved in the SOW execution. We utilize industry-standard security protocols for all data storage.

2. Intellectual Property (IP) Ownership

The **Client retains 100% ownership of all final deliverables** created by BrandLift for the Client under the SOW (e.g., ad copy, creative assets, content). BrandLift retains ownership of its proprietary working methods, templates, and unshared internal research tools.

3. Data Exclusion Mandate (Financial)

BrandLift **does not collect, store, or process any private Client financial data** (bank accounts, credit card numbers for billing). Billing is handled through secure third-party processors. We will access Client ad accounts, but only for the purpose of managing campaigns.

4. Use of Client Name and Logo

Unless explicitly disallowed in writing, the Client grants BrandLift a limited, non-exclusive license to use the Client's name and logo for the purpose of marketing BrandLift's services (e.g., in case studies, client lists on the website).