Terms & Conditions

1. Introduction & Acceptance

Welcome to MXK Digital ("Company," "we," "us," or "our"). We are a Growth Infrastructure Firm registered in The Republic of Serbia, specializing in compliant-by-design marketing systems for insurance agencies with $10M+ in annual premiums.

By accessing our website (www.mxkdigital.com), requesting a Technical Risk & Growth Audit, or engaging our Growth Infrastructure Partnership services, you agree to be bound by these Terms & Conditions ("Terms"). If you do not agree, you must cease using our services immediately.

2. Nature of Services

MXK Digital provides infrastructure diagnostic services, compliant-by-design system architecture, and scaled partnership management services (collectively, the "Services").

A. The Technical Risk & Growth Audit

Our 30-minute diagnostic service where we inspect your CRM workflows, ad account configurations, tracking infrastructure, and email systems to identify compliance failure points. This is a one-time diagnostic, not ongoing consulting.

B. The Growth Infrastructure Partnership

A two-phase engagement where we build and manage compliant-by-design growth infrastructure:

• Phase 1 (90-Day Implementation): Infrastructure architecture and deployment including CRM re-configuration, tracking system setup, ad account optimization, email/SMS compliance frameworks, and creative production.
• Phase 2 (Scaled Partnership Management): Ongoing management with dedicated team members including media buyers, CRM engineers, social strategists, creative production, and compliance counsel (available only after successful Phase 1 completion).

C. No Performance Guarantees

While we apply the Safe Scale Protocol and proprietary diagnostic methods to optimize your infrastructure, we do not guarantee specific revenue, lead volume, ROI, or campaign performance. Results depend on multiple factors including your sales team performance, carrier contracts, market conditions, and advertising platform algorithms beyond our control.

Our role is to build and manage compliant infrastructure; you remain responsible for lead conversion and policy sales.

3. Service Engagement & Payment Terms

A. The Technical Risk & Growth Audit

• Standard Investment: $2,400 for the 30-minute diagnostic session and delivery of your 25-point infrastructure scorecard.
• Waived for Qualified Agencies: This investment is absorbed by MXK Digital for agencies with verified $10M+ annual premium volume as part of our Partnership due diligence process.
• Payment Timing: Payment is due upon booking confirmation. The audit will not be conducted until payment is received (or qualification for waiver is verified).
• No Refunds: Once the audit appointment is booked and our analyst has prepared for your diagnostic (typically 24-48 hours before your scheduled time), the fee is non-refundable even if you miss the appointment or cancel.

B. Phase 1: The 90-Day Implementation Period

• Structure: Phase 1 is a 90-day infrastructure build period billed monthly for three consecutive months.
• Monthly Billing: Each month's invoice covers the work performed during that billing period (diagnostic mapping, technical deployment, campaign optimization, creative production, reporting, and strategic oversight).
• Payment Terms: Invoices are issued on the 1st of each month and due within 7 days. Late payments may incur a fee of 5% per month or the maximum allowed by law, whichever is lower.
• No Long-Term Contract: Phase 1 is a fixed 90-day engagement. At Day 90, you evaluate results and decide whether to continue with Phase 2. There is no obligation to continue beyond the 90-day period.
• Mid-Period Cancellation: If you choose to cancel before completing the full 90 days:
  • You remain responsible for payment of the current month's invoice for work already performed.
  • Services (including active campaigns) will continue through the end of the current billing period.
  • No refunds will be issued for any completed months.
  • You retain ownership of all infrastructure built to that point (see Section 5).

C. Phase 2: Scaled Partnership Management

• Availability: Phase 2 is offered only to clients who successfully complete Phase 1 and meet performance validation criteria.
• Structure: Month-to-month engagement with 30-day written notice required for cancellation.
• Pricing: Phase 2 investment is disclosed during your Partnership Qualification Call and outlined in a separate Phase 2 Service Agreement. Pricing is calibrated to your agency's operational complexity and premium volume.
• Cancellation: Either party may terminate Phase 2 with 30 days' written notice. You remain responsible for all fees incurred during the notice period.

D. Payment Processing & Non-Payment

• Authorized Payment Method: You authorize us to charge the payment method on file for each billing period.
• Failed Payments: If any billing attempt fails, we reserve the right to immediately pause all services (including active ad campaigns, creative production, and reporting) until the account is current.
• Service Suspension: Pausing services due to non-payment does not pause billing obligations for the current period. Work performed before suspension remains billable.

4. Refund Policy

• No Refunds on Services: Because our services involve significant manual analysis, custom infrastructure engineering, and intellectual property transfer, we offer NO REFUNDS once work has commenced for any billing period.
• "Work Commenced" Definition: Work is considered to have commenced when we begin any of the following: diagnostic sessions, infrastructure access setup, system configuration, creative development, campaign structure design, or strategic planning—whether or not campaigns have gone live.
• No Refunds for Third-Party Costs: MXK Digital is not responsible for your direct payments to third-party platforms (Meta, Google, HighLevel, etc.). We cannot refund money paid to external vendors.

5. Intellectual Property & Data Ownership

A. MXK Digital Background IP

We retain all ownership rights to our proprietary methodologies, including the Safe Scale Protocol, diagnostic frameworks, compliance templates, and internal tools ("Background IP"). You are granted a non-exclusive, non-transferable license to use these materials solely for your agency's own marketing operations.

B. Client Deliverables & Infrastructure

Upon payment of each month's invoice during Phase 1 and Phase 2, you retain full ownership of:

• All creative assets produced specifically for your agency (ad copy, images, video scripts, landing page designs)
• All CRM workflows, automation sequences, and compliance configurations deployed in your systems
• All tracking infrastructure, pixel configurations, and technical documentation
• All strategic documents, audit findings, and performance reports

Clarification: If you cancel mid-engagement, you retain ownership of all completed deliverables up to the point of cancellation, provided all invoices for completed work are paid in full.

C. Your Data

You own your lead data, customer lists, and all information you provide to us at all times. We do not claim any ownership rights to your proprietary business information.

6. Compliance & Legal Disclaimer

A. Not Legal Advice

The Technical Risk & Growth Audit, infrastructure scorecards, Safe Scale Protocol implementations, and compliance frameworks are for operational optimization purposes only. They do not constitute legal advice.

You should consult with your own attorney regarding compliance with applicable laws including TCPA, FCC regulations, CAN-SPAM, CCPA/CPRA, state insurance department rules, and carrier marketing guidelines.

B. Client Responsibility

You (the Client) are solely responsible for ensuring your marketing practices comply with all applicable laws, regulations, and carrier requirements. This includes but is not limited to:

• Obtaining proper consent for all telemarketing and SMS communications
• Maintaining compliant Do Not Call (DNC) suppression processes
• Ensuring all ad copy and landing pages comply with platform policies and state insurance regulations
• Properly licensing and supervising all producers who contact leads
• Maintaining errors & omissions (E&O) insurance as required

C. Final Approval Authority

You must review and approve all campaign elements before they go live, including:

• Ad copy and creative assets
• Landing page content and compliance disclosures
• Email and SMS message templates
• Targeting criteria and audience definitions
• Lead qualification questions and intake forms

MXK Digital will flag potential compliance issues we identify, but you have final approval authority and legal responsibility for all marketing materials.

D. Indemnification

You agree to indemnify, defend, and hold harmless MXK Digital, its officers, employees, contractors, and agents from any claims, damages, fines, penalties, or lawsuits (including TCPA class actions, regulatory enforcement actions, and carrier disputes) arising from:

• Your failure to comply with applicable laws and regulations
• Your use of leads generated through campaigns we manage
• Your marketing content, offers, sales practices, or producer conduct
• Any modifications you make to systems or campaigns after we deliver them
• Your failure to implement recommendations we provide in audit findings

7. Client Responsibilities

To ensure the success of our engagement, you agree to:

A. Technical Access

Provide full administrative access to the following systems within 7 days of engagement commencement:

• CRM platform (HighLevel, Salesforce, HubSpot, or equivalent)
• Ad accounts (Meta Business Manager, Google Ads)
• Email sending infrastructure (DNS records, SMTP settings)
• Analytics and tracking platforms (Google Analytics, Hyros, etc.)
• Any other marketing technology systems relevant to the diagnostic or implementation

B. Timely Communication

• Respond to requests for information within 48 business hours
• Provide feedback on creative assets within 72 hours of delivery
• Attend scheduled bi-weekly strategy calls during Phase 1
• Report lead quality and sales conversion data on a weekly basis

C. Professional Conduct

We reserve the right to immediately terminate any client relationship (without refund) in cases of:

• Harassment, abuse, or threatening behavior toward our team members
• Fraudulent business practices or unlicensed insurance operations
• Refusal to implement critical compliance recommendations that create legal liability
• Repeated non-payment or payment disputes

8. Our Commitments

A. Response Times

We aim to respond to all client inquiries within 48 business hours (Monday–Friday, 9 AM – 5 PM CET).

Emergency compliance issues will be addressed within 4 business hours during business days.

B. Service Standards

• Phase 1 clients receive bi-weekly performance reports and monthly 25-point infrastructure scorecards
• Phase 2 clients receive dedicated Slack channel access and quarterly strategic planning sessions
• All clients receive founder oversight during Phase 1 to ensure quality standards

C. Confidentiality

We will not share your audit findings, infrastructure configurations, or proprietary business information with third parties except as required by law or with your explicit written consent.

9. Limitation of Liability

A. No Warranties

Except as expressly stated in a signed Service Agreement, our services are provided "as is" and "as available." We disclaim all warranties of any kind, whether express or implied, including any implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

B. Limitation of Damages

To the maximum extent permitted by law:

• MXK Digital shall not be liable for any indirect, incidental, consequential, or punitive damages, including lost profits, lost revenue, business interruption, or reputational harm.
• Our total aggregate liability for any claim arising out of or related to these Terms or our services shall not exceed the total amount of fees you paid to MXK Digital in the three (3) months immediately preceding the claim.

C. Third-Party Platform Risk

We are not liable for:

• Account suspensions, bans, or restrictions imposed by third-party platforms (Meta, Google, etc.), though we will assist in appeal processes where applicable.
• Changes to platform algorithms, policies, or pricing that affect campaign performance.
• Platform outages, technical failures, or service disruptions beyond our control.

10. Third-Party Platforms & Services

Our services rely on third-party platforms and tools including but not limited to:

• Advertising Platforms: Meta (Facebook/Instagram), Google Ads
• CRM Systems: HighLevel, Salesforce, HubSpot
• Communication Tools: Zoom, Slack, Twilio
• Analytics: Google Analytics, Hyros

You acknowledge that:

• These platforms have their own Terms of Service that you must comply with
• We cannot guarantee uninterrupted access to any third-party platform
• Platform policy changes may require adjustments to our implementation strategy
• You are responsible for paying all third-party platform fees directly (ad spend, software subscriptions, etc.)

11. Termination & Survival

A. Termination Rights

Either party may terminate this agreement:

• Phase 1: By completing the 90-day period (natural conclusion)
• Phase 2: With 30 days' written notice
• For Cause: Immediately upon material breach that remains uncured after 14 days' written notice

B. Effect of Termination

Upon termination:

• You remain obligated to pay all fees for services performed through the termination date
• We will provide you with all completed deliverables and transfer all system access back to you
• You retain ownership of all infrastructure built (per Section 5)
• Confidentiality obligations continue indefinitely

C. Survival

The following sections survive termination: Intellectual Property (Section 5), Indemnification (Section 6D), Limitation of Liability (Section 9), Governing Law (Section 1), and this Survival clause.

12. SMS/Text Messaging Terms

A. Description of SMS Use Cases

MXK Digital may send text messages (SMS) to clients and prospects who have provided express written consent. SMS messages fall into two categories:

Transactional Messages:

• Appointment confirmations for scheduled Technical Risk & Growth Audits
• Appointment reminders (sent 24 hours before scheduled time)
• Reschedule notifications if appointments are changed or missed
• Follow-up messages related to audit results or diagnostic findings

Promotional Messages (Optional):

• Compliance tips and updates related to the Safe Scale Protocol
• Partnership qualification updates
• Educational content about insurance agency compliance

B. Consent & Frequency

By providing your mobile phone number and checking the appropriate consent box on our booking forms, you explicitly agree to receive text messages from MXK Digital. Consent is NOT required to use our services or book an appointment.

Message Frequency: Varies based on your engagement level. Typically:

• Transactional: 2-4 messages per scheduled appointment
• Promotional: 2-4 messages per month (only if you opt in)

C. Opt-Out Instructions

You may opt out of text messages at any time by:

• Replying STOP to any message you receive from us
• Replying HELP for customer support assistance
• Contacting us directly at [email protected] or +1 210-880-1960

After you reply STOP, you will receive one final confirmation message, then no further messages will be sent unless you re-opt-in.

D. Message & Data Rates

Message and data rates may apply based on your mobile carrier's plan. MXK Digital does not charge for SMS messages, but your carrier may apply standard text messaging rates.

E. Carrier Liability Disclaimer

Mobile carriers are not liable for delayed or undelivered messages. While we make every effort to ensure timely delivery, MXK Digital is not responsible for messages that are not received due to:

• Carrier network issues or outages
• Phone number changes or deactivations
• Device compatibility issues
• Spam filters or blocking settings

F. Age Restriction

You must be at least 18 years old to opt in to receive SMS messages from MXK Digital. Our services are exclusively B2B (business-to-business) and intended for insurance agency executives and decision-makers.

G. Customer Support Contact

For questions about SMS messages or to update your preferences:

• Email: [email protected]
• Phone: +1 210-880-1960
• Response Time: We respond to all inquiries within 48 hours (Monday–Friday, CET Time Zone)

For full privacy details, see our Privacy Policy.

13. Severability & Entire Agreement

If any provision of these Terms is found to be unenforceable under Serbian law, the remaining provisions will remain in full effect.

These Terms, combined with any signed Service Agreement (for Phase 1 or Phase 2), constitute the entire agreement between us regarding the subject matter herein and supersede all prior or contemporaneous communications.

14. Changes to These Terms

We may update these Terms from time to time to reflect changes in our services, business practices, or applicable law. When we make material changes, we will update the "Last Updated" date at the top.

For existing clients with active engagements, changes to Terms will not apply retroactively to services already commenced. New Terms will apply to any renewal or new phase of services.

15. Contact Information

For questions regarding these Terms or our services:

For legal notices, please use the subject line "Legal Notice" to ensure proper routing.