Master Marketing Services Agreement - Nikia Media | AI Visibility & AEO Consultancy

Nikia Media, Inc.

This Master Marketing Services Agreement (“Agreement”) is entered into by and between Nikia Media, Inc., a Florida corporation with its principal place of business in Plantation, Florida (“Agency,” “we,” “us”), and the individual or business entity purchasing services (“Client,” “you”).

This Agreement is accepted electronically when Client completes payment through Agency’s website, Stripe invoice, or payment link that references this Agreement. Client agrees that electronic acceptance, payment confirmation, and Stripe timestamps constitute a legally binding agreement. No handwritten signature is required.

1. PURPOSE & STRUCTURE

This Agreement establishes the legal framework governing all marketing, AI visibility, and Answer Engine Optimization (“AEO”) / AI Visibility services offered by Agency, including but not limited to:

One-time AEO Sprints
Monthly, quarterly, or annual service packages
DIY strategy-only plans
Consulting and advisory services
Optional ongoing monitoring or maintenance

Specific services, pricing, billing frequency, term length, and pricing tier are selected by Client at checkout or via invoice and are incorporated into this Agreement by reference.

2. SERVICE CATEGORIES

2.1 AEO Infrastructure Sprints (One-Time Services)

AEO Infrastructure Sprints are fixed-scope, implementation-focused engagements designed to establish or improve Client’s AI visibility and authority signals.

Sprint offerings may include (names may evolve over time):

Foundation / Launch Sprint
Authority / Expansion Sprint

Typical deliverables may include, where applicable:

Google Business Profile setup, verification, or optimization
Structured data (schema / JSON-LD) implementation
Location and directory data alignment
Review readiness or review systems
Authority or credibility assets used by AI systems

Sprint scope, deliverables, and timelines are defined on the website or invoice at time of purchase.

2.2 Monthly, Quarterly, and Annual Packages

Agency primarily delivers services over defined engagement periods (e.g., 60-day or 90-day sprints). Monthly and annual options may be offered as payment structures.

Installment payment options, where offered, are installment payment plans for a fixed-scope engagement and do not alter the scope, timeline, or deliverables of the selected service.

2.3 DIY 90-Day AEO Plan (Strategy-Only)

Agency may offer a DIY 90-Day AEO Plan, which includes:

A one-time delivery of a customized 90-day AEO strategy and roadmap
No execution, publishing, optimization, or implementation by Agency

Delivery of the DIY Plan constitutes full performance of Agency’s obligations for that purchase.

2.4 Consulting & Advisory Services

Client may purchase consulting services on an hourly or per-session basis.

Included weekly calls and chat/email support (where applicable) are limited to the defined scope of the purchased service. Requests outside the agreed scope are considered out-of-scope consulting and billed separately.

3. PRICING STRUCTURE

3.1 Founders Rate vs. Standard Rate

Agency offers two pricing tiers:

Founders Rate

Limited-time, early-access pricing
Does not guarantee future price locks unless explicitly stated

Standard Rate

Public, ongoing pricing
Applies after Founders Rate availability ends

The applicable pricing tier is disclosed at checkout or on the invoice.

3.2 Pricing Flexibility

Agency may update pricing prospectively. Completed purchases remain governed by the terms in effect at the time of purchase.

4. DIY PLAN UPGRADES & CONVERSIONS

DIY Plan upgrades must occur within fourteen (14) calendar days of purchase.
After that period, the DIY Plan is fully delivered and non-creditable.

5. PAYMENT TERMS

All fees are due upfront unless otherwise stated.
Installment or subscription plans are billed automatically.
Client authorizes Agency to charge the selected payment method.

5.1 Chargebacks & Payment Disputes

Client agrees not to initiate chargebacks or payment disputes for services rendered under this Agreement. Initiating a chargeback after services have begun or deliverables have been released constitutes a material breach of this Agreement.

In the event of a chargeback, Agency reserves the right to suspend services immediately and pursue recovery of fees, costs, and reasonable collection expenses.

6. NO-REFUND POLICY

All purchases are non-refundable once work begins or deliverables are released.
Cancellation does not entitle Client to any prorated refund or credit.

7. CLIENT RESPONSIBILITIES

Client agrees to provide accurate information, grant required access, and respond in a timely manner.

8. CONTENT CREATION, PRODUCTION & COSTS

8.1 Content Strategy & Copy Included

Unless expressly stated otherwise, Agency’s scope includes strategy and copy-based deliverables only, such as:

Blog copy
Social media copy
PR and messaging copy
Video scripts, outlines, or storyboards
Editorial and content strategy

8.2 Limited Media Production Capability

Agency may use internal tools or AI-assisted software to create basic visual or video assets where appropriate.

Client acknowledges that:

These assets are not studio-grade production
Advanced production is not included unless stated in writing

8.3 Client Responsibility for Production & Outsourcing Costs

All professional production costs — including studio video, photography, talent, editors, or external vendors — are the sole responsibility of the Client, unless expressly included in writing.

Agency does not incur third-party production costs without Client approval.

8.4 Optional Coordination (Not Included)

Agency may offer production guidance or vendor recommendations, but vendor management is not included unless agreed to separately.

8.5 No Implied Deliverables

No deliverables are implied beyond what is expressly stated at checkout or on the invoice.

9. THIRD-PARTY TOOLS & PLATFORMS

Client is responsible for third-party costs unless expressly included.

9.1 Platform Dependency Disclaimer

Client acknowledges that Agency’s services may depend on third-party platforms including, but not limited to, Google, AI systems, directories, hosting providers, or other technology services. Agency is not responsible for platform outages, account suspensions, algorithm changes, policy updates, data loss, or system modifications made by third parties.

10. INTELLECTUAL PROPERTY & OWNERSHIP

10.1 Ownership of Deliverables

Upon full payment, Client receives ownership of final deliverables created specifically for Client’s business use, including approved copy, schema implementations, and business-specific assets.

Ownership transfers only after full payment has been received.

10.2 Collaborative Strategy Materials

Strategy documents are developed in collaboration with the Client or Client’s approved contact. Upon full payment, Client may use such strategy materials for internal business purposes.

10.3 Agency Retained Rights

Agency retains sole ownership of all proprietary frameworks, systems, methodologies, templates, internal processes, educational materials, scoring models, and strategic architectures, whether disclosed during service delivery or not.

Nothing in this Agreement transfers ownership of Agency’s proprietary intellectual property.

11. CONFIDENTIALITY

Confidential information remains protected for two (2) years after termination.

Notwithstanding the foregoing:

Trade secrets remain confidential indefinitely.
Agency’s proprietary frameworks, systems, and methodologies remain confidential indefinitely.

12. LIMITATION OF LIABILITY

Agency’s liability is limited to fees paid in the three (3) months preceding any claim.

13. TERMINATION

One-time services cannot be canceled once work begins.
Ongoing services require 30 days’ written notice.

14. GOVERNING LAW & VENUE

Florida law governs. Venue is Broward County, Florida.

15. FORCE MAJEURE

Agency shall not be liable for delays or failure to perform resulting from causes beyond its reasonable control, including but not limited to:

Platform outages
AI system changes
Google algorithm or policy updates
Third-party service interruptions
Acts of God
Natural disasters
Government actions
Internet or infrastructure failures

In such events, timelines may be extended accordingly.

16. DISPUTE RESOLUTION

16.1 Mandatory Mediation

Before filing any lawsuit, the parties agree to first attempt to resolve any dispute through mediation conducted in Broward County, Florida. Each party shall bear its own legal fees, and mediation costs shall be shared equally.

16.2 Optional Arbitration

If mediation does not resolve the dispute, either party may elect binding arbitration in Broward County, Florida, in accordance with the rules of the American Arbitration Association.

If arbitration is not elected, venue shall remain in Broward County, Florida as stated below.