Last Updated: November 7, 2025
These Terms of Service (“Terms”) govern your access to and use of the websites, portals,products, and services provided by SB Online Services, LLC, a Delaware limited liabilitycompany (“SB Online Services”, “we”, “us” or “our”). Our websites include www.sbonlineservices.com and any linked pages, mobile sites, or applications (collectively, the“Site”). Our services include strategy sessions, digital marketing, advertising, AI-assisted analysis and optimization, branding and content services, ecommerce and website optimization, CRM and Customer nurture workflows, and related professional and managed services (collectively, the “Services”).
By accessing the Site, booking a strategy session, submitting a form, creating an account, orotherwise using the Services, you agree to these Terms and our Privacy Policy (together, the“Agreement”). If you do not agree, do not use the Site or Services.
1. Who We Are and How This Agreement Works
1.1 Contracting Entity. Your Agreement is with SB Online Services, LLC, with a principal place of business at 10924 S Paddle Board Way, South Jordan, Utah 84009, USA. Contact: legal@sbonlineservices.com; 10924 S Paddle Board Way, South Jordan, Utah 84009, USA.
1.2 Order Forms / SOWs. Certain Services require a separate Statement of Work,Order Form, or Master Services Agreement (each, an “Order”). If there is a conflict between these Terms and an executed Order, the Order controls for the conflicting subject matter.
1.3 Eligibility. You must be at least 18 years old and have legal capacity to enter contracts. If you use the Services on behalf of an organization, you represent you are authorized to bind that organization, and “you” includes the organization.
1.4 Changes. We may update these Terms from time to time. We will post the updated Terms with a new “Last Updated” date. Material changes will be notified via the Site, email, or in product notice. Your continued use after the effective date constitutes acceptance. For materially adverse changes to dispute resolution or arbitration, we will request affirmative reconsent where required.
2. Online Assent; Account Registration
2.1 Assent Mechanisms. By clicking “I Agree,” “Send,” “Book,” “Sign Up,” or similar, or by continuing to use the Site/Services after we notify you of changes, you accept the Agreement. You agree that these electronic actions constitute your signature and consent.
2.2 Account Security. You are responsible for maintaining the confidentiality of credentials and for all activities under your account. Notify us immediately of any unauthorized use. We may require multifactor authentication and may suspend accounts to protect security.
3. Scope of Services; Strategic Sessions; No Engagement Until Order
3.1 Free Strategy Sessions. Strategy sessions booked via the Site are informational and do not by themselves create a client relationship, commitment, or guarantee of service. A binding engagement requires an executed Order.
3.2 Professional Services. Subject to an Order, we may provide:
- Website & eCommerce Optimization (UX, conversion rate optimization, mobile optimization, catalog, merchandising, checkout streamlining, security posture recommendations);
- Digital Marketing & Customer Acquisition (ad buying, audience targeting, segmentation, lead gen, landing pages);
- Automated Nurture (email/SMS/push campaigns, lifecycle flows, loyalty/rewards mechanics);
- Social & Content (authority content, blogs, influencer/ambassador programs);
- Branding & Messaging (positioning, story development, campaign creative);
- Analytics & AI Assisted Optimization (data ingestion, model assisted analysis, recommendations, and experimentation).
3.3 ThirdParty Platforms. Services may integrate with or rely on thirdparty platforms (e.g., Google, Meta, LinkedIn, TikTok, Shopify, WooCommerce, AWS, email/SMS gateways, analytics). You are responsible for maintaining your own platform accounts and complying with their terms and policies. We are not responsible for platform availability, policy changes, suspensions, or adverse actions those platforms may take.
4. AI Assisted Services; Human Oversight
4.1 Nature of AI Use. We may employ AI models and automation for data analysis, creative ideation, audience and budget optimization, and performance testing. AI outputs may contain inaccuracies or require human refinement. We combine AI with human expert review; however, you acknowledge outputs are informational and subject to your validation.
4.2 Sensitive Data Prohibition. Do not submit to us (or ask us to process) Sensitive Personal Information (e.g., full payment card data, government IDs, precise geolocation, health data, children’s data, union membership, racial/ethnic origin), unless an Order expressly permits and a separate Data Processing Addendum (DPA) is in place.
4.3 Use of Your Data for Model Improvement. Unless an Order or DPA prohibits it, we may use deidentified data and aggregated insights to improve and train our internal systems, provided we do not disclose your Confidential Information or identify you.
5. Marketing Claims; No Guarantees
5.1 Performance Statements. Any case studies, benchmarks, or statements such as “average 5x ROAS” are illustrative and based on prior engagements under particular conditions. Results vary by industry, product, market conditions, creative, budget, and platform behavior. We do not guarantee specific outcomes unless expressly stated in an Order.
5.2 Independent Evaluation. You are responsible for evaluating whether recommendations or campaigns are appropriate for your business and legal obligations (e.g., claims substantiation, industry rules, disclosures).
6. Fees, PerformanceBased Compensation, Taxes
6.1 Fees. Fees and billing schedules are stated in the applicable Order. Fees may include retainers, project fees, media management fees, and/or performance based compensation tied to agreed KPIs.
6.2 Performance Calculations. If compensation is performance based (e.g., ROAS, revenue lift, conversions), the Order will define: (a) measurement methodology and attribution windows; (b) eligible channels; (c) data sources; (d) exclusions (e.g., returns, cancellations, taxes, shipping); and (e) audit rights regarding the calculation.
6.3 Media Spend. Unless your Order states otherwise, media spend (ad platform charges) is paid by you directly to the applicable platform. Where we advance media on your behalf, you agree to reimburse us promptly.
6.4 Invoicing; Late Payments. Invoices are due net 30 days unless specified otherwise. Late amounts accrue interest at 1.5% per month (or the maximum lawful rate) and may result in suspension of Services.
6.5 Taxes. Fees are exclusive of taxes. You are responsible for all applicable sales, use, VAT, GST, and similar taxes, excluding taxes on our net income.
7. Client Responsibilities
7.1 Access and Content. You will provide timely access to necessary accounts, data, brand guidelines, product information, and approvals. You represent you have all rights to provide such materials and that they do not infringe the rights of others.
7.2 Compliance. You will comply with all applicable laws and platform policies, including those relating to advertising, endorsements, automatic renewals, pricing and fee disclosures, email/SMS marketing (e.g., TCPA/CASL), privacy and data protection, and Industry specific rules (e.g., health, finance).
7.3 Endorsements & Influencers. If you engage influencers or ambassadors, you are responsible for ensuring compliant disclosures (e.g., “#ad,” “#sponsored”) and for substantiating Claims.
8. Acceptable Use
You shall not:
- use the Site or Services for unlawful, deceptive, harmful, harassing, or infringing activity;
- upload malware or circumvent security;
- scrape, crawl, or harvest data without our prior written consent;
- misrepresent your identity or affiliation;
- use the Services to send unsolicited or noncompliant marketing communications;
- attempt to reverse engineer any nonopen components of the Services; or
- use the Services to create competing datasets, models, or services (except to the extent such restriction is prohibited by law).
We may suspend or terminate access for violations.
9. Intellectual Property; Licenses
9.1 Our IP. We (and our licensors) own all right, title, and interest in and to the Site, our preexisting materials, templates, software, models, processes, and knowhow (“SB Materials”). Except for the limited licenses herein, no rights are granted.
9.2 Your IP; License to Us. You retain ownership of your trademarks, content, products, and data (“Client Materials”). You grant us a nonexclusive, worldwide, royalty-free license to use, reproduce, modify, and display Client Materials solely to deliver the Services and as otherwise permitted in the Agreement.
9.3 Deliverables. Unless otherwise stated in an Order, upon payment in full we grant you a perpetual, nonexclusive, worldwide license to use deliverables we create specifically for you (e.g., ad copy, designs, campaign assets) for your internal business and external marketing purposes. We retain ownership of underlying SB Materials and generic learnings and may reuse nonconfidential, deidentified components.
9.4 Portfolio Use. We may display nonconfidential, publicfacing work (e.g., screenshots of ads, anonymized results) in our portfolio and marketing, unless you opt out in Writing.
9.5 Feedback. If you provide feedback or suggestions, you grant us a nonexclusive, perpetual, irrevocable license to use them without restriction.
10. User Content; DMCA
10.1 User Content. If the Site allows users to post or submit content (comments, testimonials, uploads), you are responsible for your submissions. You grant us a nonexclusive license to host and display User Content on the Site and in connection with the Services.
10.2 DMCA Notice. If you believe content on the Site infringes your copyrights, send a DMCA notice to our designated agent:
DMCA Agent: Nic Shackleton / Founder
Address: 10924 S Paddle Board Way, South Jordan, Utah 84009
Email: dmca@sbonlineservices.com
Phone: 805-260-2056
Your notice must include the information required by 17 U.S.C. §512(c)(3). We may remove content and terminate repeat infringers.
11. Confidentiality
11.1 Definition. “Confidential Information” means nonpublic information disclosed by one party (“Discloser”) to the other (“Recipient”) marked or identified as confidential or that a reasonable person would understand to be confidential.
11.2 Obligations. Recipient will (a) use Confidential Information only to fulfill the Agreement; (b) not disclose it to third parties except to its personnel and subcontractors bound by confidentiality obligations; and (c) protect it with at least reasonable care.
11.3 Exclusions. Confidential Information does not include information that is or becomes public without breach, is independently developed, or is rightfully received from a third party without duty of confidentiality.
11.4 Compelled Disclosure. Recipient may disclose Confidential Information if required by law, after giving Discloser reasonable notice (if legally permissible).
12. Data Protection; Privacy; ESign Consent
12.1 Privacy Policy. Our collection and use of personal information is described in our Privacy Policy (linked on the Site). By using the Services, you consent to electronic communications and notices.
12.2 Processing on Your Behalf. Where we process personal data on your behalf, the parties will execute a Data Processing Addendum. You represent you have provided all required notices and obtained all necessary consents to provide personal data to us.
12.3 Security. We implement commercially reasonable technical and organizational measures appropriate to the risk. You acknowledge no method of transmission or storage is 100% secure.
13. ThirdParty Services and Links
The Site may contain links to third party sites or services. We do not control and are not responsible for their content, policies, or availability. Your use of third party services is governed by their terms.
14. Disclaimers
TO THE FULLEST EXTENT PERMITTED BY LAW, THE SITE AND SERVICES (INCLUDING ANY AI ASSISTED OUTPUTS, ANALYSES, AND RECOMMENDATIONS) ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE ERRORFREE, UNINTERRUPTED, OR THAT RESULTS WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS.
15. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, SB ONLINE SERVICES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY.
EXCEPT FOR (A) YOUR PAYMENT OBLIGATIONS; (B) YOUR INFRINGEMENT OR MISUSE OF OUR IP; (C) YOUR BREACH OF SECTION 8 (ACCEPTABLE USE) OR 11 (CONFIDENTIALITY); OR (D) YOUR INDEMNITY OBLIGATIONS, OUR TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE AGREEMENT WILL NOT EXCEED THE AMOUNTS YOU PAID TO US FOR THE SERVICES GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRECEDING THE EVENT.
SOME JURISDICTIONS DO NOT ALLOW CERTAIN DISCLAIMERS OR LIMITATIONS, IN WHICH CASE THEY APPLY TO THE MAXIMUM EXTENT PERMITTED.
16. Indemnification
You will defend, indemnify, and hold harmless SB Online Services and our affiliates, officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your Client Materials or User Content; (b) your use of the Site/Services; (c) your breach of the Agreement; (d) your violation of law or third party rights; or (e) your products, services, or marketing claims.
17. Term; Suspension; Termination
17.1 Term. These Terms begin when you first use the Site or Services and continue until terminated.
17.2 Suspension. We may suspend access (in whole or part) if: (a) needed to address a security risk, platform issue, or legal risk; (b) you fail to pay fees when due; or (c) you violate the Agreement.
17.3 Termination. Either party may terminate for material breach not cured within 30 days of written notice. We may also terminate inactive accounts or Services with 30 days’ notice.
17.4 Effects. Upon termination, your right to use the Site/Services ceases. Sections intended to survive (including without limitation 4 through 6, 8 through 16, and 18 through 22) will survive.
18. Arbitration; ClassAction Waiver; Venue
Please read this Section carefully. It affects your rights.
18.1 Informal Resolution. Before filing a claim, the party seeking relief must send the other a written notice describing the dispute and a proposed resolution. If unresolved within 30 days, the parties may pursue formal proceedings.
18.2 Binding Arbitration. Except for (a) qualifying claims in small claims court; and (b) claims seeking injunctive relief for IP misuse or confidentiality breaches, any dispute arising out of or relating to the Agreement will be finally resolved by binding arbitration under the Federal Arbitration Act and the JAMS Comprehensive Arbitration Rules by one arbitrator. The seat of arbitration is South Jordan, Utah, and the language is English. Judgment on the award may be entered in any court of competent jurisdiction.
18.3 ClassAction Waiver. Disputes will be conducted only on an individual basis and not in a class, consolidated, or representative action. The arbitrator may award relief only for the individual party and only to the extent necessary to provide relief warranted by that party’s claim.
18.4 OptOut. You may opt out of arbitration by sending written notice to legal@sbonlineservices.com within 30 days of first accepting these Terms. If you opt out, or if arbitration is found unenforceable, the parties agree to the exclusive jurisdiction of the state and federal courts located in South Jordan, Utah, and waive any objection to venue or forum non conveniens.
19. Export; AntiCorruption; Sanctions
You represent you are not located in, under the control of, or a national or resident of any country subject to U.S. sanctions or on any denied party list. You will comply with all applicable export, reexport, antibribery, and trade laws (including the U.S. Export Administration Regulations and the FCPA).
20. Force Majeure
Neither party is liable for delays or failures due to events beyond reasonable control, including acts of God, labor disputes, pandemic or epidemic, supply chain issues, platform outages, denial of service attacks, or governmental actions. Payment obligations are not excused.
21. Miscellaneous
21.1 Independent Contractors. The parties are independent contractors. No agency, partnership, or joint venture is created.
21.2 Assignment. You may not assign the Agreement without our prior written consent, except to a successor in interest to substantially all of your business/assets. We may assign freely.
21.3 Subcontractors. We may use qualified subcontractors; we remain responsible for their performance.
21.4 Notices. Notices to you may be provided via email, in product messages, or to your last provided address. Notices to us must be sent to legal@sbonlineservices.com and 10924 S Paddle Board Way, South Jordan, Utah 84009 with copy to John Meyer, jmeyer@counselcorelegal.com.
21.5 Severability; Waiver. If any provision is unenforceable, it will be modified to the minimum extent necessary; the remainder remains in effect. No waiver is effective unless in Writing.
21.6 Entire Agreement; Order of Precedence. This Agreement is the entire agreement regarding the Site/Services and supersedes prior or contemporaneous understandings. In the event of any conflict between these Terms and an Order or any policies referenced herein, the terms of an Order shall prevail. In the event of any conflict between these Terms and any policies referenced herein, these Terms shall prevail.
21.7 Headings; Interpretation. Headings are for convenience only. “Including” means “including without limitation.”
22. How to Contact Us
SB Online Services, LLC
10924 S Paddle Board Way
South Jordan, UT 84009
Email: support@sbonlineservices.com / legal@sbonlineservices.com
Phone: +1 (805) 260-2056