Terms and Conditions

Please read these Terms and Conditions carefully before using this Website or purchasing any services from Morgan Frame. Morgan Frame is a trading brand operated by Momentum Visible registered in Croatia. Contact: office@morganframe.com.

1. Company Information

Morgan Frame is a trading brand operated by:

Momentum Visible
Registered office: D.Lisice Take
Croatia
Croatian Crafts Register number: [INSERT REGISTRATION NUMBER]
Email: office@morganframe.com
Website: https://morganframe.com

In these Terms and Conditions, Momentum Visible, operating under the Morgan Frame brand, is referred to as “Morgan Frame,” the “Company,” “we,” “us,” or “our.”

The individual, company or other legal entity accessing the Website, requesting a proposal or purchasing our services is referred to as the “Client,” “you,” or “your.”

2. Acceptance of These Terms

By accessing or using this Website, requesting or accepting a proposal, confirming an engagement by email, signing a service agreement, paying an invoice or completing payment through a payment link, you confirm that you have read, understood and agreed to these Terms and Conditions.

A separate proposal, quotation, order form, statement of work, invoice or service agreement may contain additional terms applicable to a particular engagement.

Where these Terms conflict with a separately signed service agreement or accepted written proposal, the separately agreed terms will take precedence for that specific engagement.

You must be at least 18 years old and legally authorised to enter into an agreement on your own behalf or on behalf of the organisation you represent.

3. Services

Morgan Frame provides digital marketing, advertising, technology and consulting services, which may include:

  • Google Ads campaign management;
  • Meta Ads campaign management;
  • paid search and paid social media advertising;
  • lead generation campaigns;
  • marketing strategy and consulting;
  • advertising account audits;
  • landing page design and optimisation;
  • conversion rate optimisation;
  • conversion tracking and analytics implementation;
  • marketing automation;
  • website design and development;
  • content creation;
  • search engine optimisation;
  • AI search visibility and content optimisation;
  • campaign reporting and performance analysis;
  • related digital marketing and consulting services agreed in writing.

The exact scope, price, duration, deliverables, responsibilities and timeline of each engagement will be defined in the applicable proposal, invoice, order form, statement of work, email confirmation or service agreement.

Unless expressly agreed otherwise, all services and deliverables are provided remotely and delivered digitally.

4. Proposals and Formation of an Agreement

Any proposal or quotation issued by Morgan Frame is valid for the period stated in that proposal. Where no validity period is stated, it will remain valid for 14 days from the date of issue.

An agreement is formed when one or more of the following occurs:

  • you accept our proposal or quotation in writing;
  • you sign a service agreement;
  • you confirm the engagement by email or another written communication;
  • you pay an invoice or Stripe payment link;
  • we confirm in writing that your order or engagement has been accepted.

We may decline a proposed engagement before an agreement has been formed.

5. Pricing

The price of our services depends on the agreed scope, complexity, duration, resources and requirements of the engagement.

The applicable price will be stated in the relevant proposal, invoice, payment link, order form or service agreement.

Unless expressly stated otherwise, our fees do not include:

  • advertising spend paid to Google, Meta, LinkedIn, TikTok or other platforms;
  • website hosting or domain registration fees;
  • third-party software and subscription costs;
  • stock images, fonts, licences or paid digital assets;
  • fees charged by external contractors or service providers;
  • applicable taxes, duties or bank charges.

The Client is responsible for paying third-party advertising and platform costs directly unless another arrangement is confirmed in writing.

Any applicable VAT or other tax will be shown on the invoice where required by law.

6. Payment Terms

Payment may be required:

  • in full before work begins;
  • monthly in advance;
  • according to agreed project milestones;
  • according to another payment schedule stated in the proposal, invoice or service agreement.

Invoices must be paid by the due date stated on the invoice.

Morgan Frame may use Stripe or another payment processor to collect payments. Payment processing may also be subject to the payment processor’s own terms and privacy policy.

Work may begin only after the required initial payment has been received and the Client has provided the information, materials and access reasonably required to perform the services.

7. Recurring Payments

Where the Client purchases a monthly or recurring service and authorises recurring billing, the agreed fee may be charged automatically at the beginning of each billing period.

By authorising a recurring payment, the Client authorises Morgan Frame and its payment processor to charge the agreed payment method according to the frequency, amount and duration stated in the relevant proposal, invoice, checkout page or service agreement.

Recurring billing continues until cancelled in accordance with these Terms or the applicable service agreement.

The Client is responsible for maintaining a valid payment method and accurate billing information.

Stripe recommends clearly explaining the timing and frequency of recurring payments and the applicable cancellation policy, while retaining evidence that the customer accepted those terms.

8. Late or Failed Payments

Where a payment is overdue, declined, reversed or otherwise unsuccessful, Morgan Frame may:

  • pause or postpone the services;
  • withhold deliverables;
  • suspend recurring services;
  • restrict access to materials or systems under our control;
  • terminate the engagement after reasonable notice.

Any delay caused by late or failed payment may extend the delivery timeline.

The Client remains responsible for amounts relating to work already completed, time reserved, commitments made and third-party expenses incurred before suspension or termination.

9. Commencement and Delivery

Work will normally begin after:

  • the required payment has been received;
  • the scope has been agreed;
  • the Client has provided the required information and account access;
  • any required onboarding process has been completed.

Any commencement date or delivery timeline is an estimate unless expressly confirmed as a fixed deadline in writing.

Delivery dates may be extended where delays result from:

  • late payment;
  • missing access or information;
  • delayed approvals or feedback;
  • changes requested by the Client;
  • third-party platform reviews or restrictions;
  • technical outages;
  • circumstances outside our reasonable control.

Digital services and deliverables will generally be delivered by email, shared document, project-management system, account access, website publication or another agreed electronic method.

10. Client Responsibilities

The Client agrees to:

  • provide complete, accurate and current information;
  • provide timely access to websites, advertising accounts, analytics platforms and other required systems;
  • provide necessary content, brand materials and approvals;
  • respond to requests for feedback within a reasonable period;
  • maintain sufficient advertising budgets and valid platform payment methods;
  • ensure that its products, services, claims and business activities comply with applicable law;
  • ensure that it owns or has permission to use all materials supplied to Morgan Frame;
  • review advertisements, landing pages, content and campaign materials submitted for approval;
  • inform Morgan Frame promptly about any change that may affect the engagement.

The Client remains responsible for its own:

  • products and services;
  • prices and offers;
  • sales and customer-support processes;
  • order fulfilment;
  • contractual promises;
  • licences and regulatory compliance;
  • privacy and data-processing obligations;
  • final business decisions.

Morgan Frame is not responsible for delays or reduced performance caused by the Client’s failure to fulfil these responsibilities.

11. Advertising Spend

Advertising spend is separate from Morgan Frame’s management fees unless expressly stated otherwise.

Advertising charges paid directly to third-party platforms are controlled by those platforms and are not received by Morgan Frame.

The Client is responsible for:

  • setting and approving advertising budgets;
  • maintaining a valid payment method on advertising platforms;
  • monitoring charges made directly by those platforms;
  • paying taxes or other platform charges where applicable.

Advertising spend and other third-party charges are non-refundable by Morgan Frame.

12. Third-Party Platforms

Our work may rely on third-party platforms and providers, including Google, Meta, LinkedIn, TikTok, Stripe, WordPress, Shopify, hosting companies, analytics tools and automation platforms.

These providers operate independently and may change their:

  • policies;
  • algorithms;
  • prices;
  • approval processes;
  • account requirements;
  • available features;
  • tracking methods.

Morgan Frame does not control third-party providers and cannot guarantee that an account, advertisement, website, application or integration will be approved, remain available or operate without interruption.

We are not responsible for:

  • account suspensions or restrictions imposed by third parties;
  • rejected advertisements;
  • platform outages;
  • loss of data caused by a third-party system;
  • policy or algorithm changes;
  • unauthorised activity occurring outside systems controlled by Morgan Frame;
  • advertising or software charges imposed directly by third parties.

We may provide reasonable assistance within the agreed scope, but we cannot guarantee that a third-party decision will be reversed.

13. No Guarantee of Specific Results

Morgan Frame will perform the agreed services with reasonable professional care and skill.

However, unless a specific written guarantee is included in an accepted proposal or signed agreement, Morgan Frame does not guarantee:

  • a particular number of leads or enquiries;
  • a particular number of sales;
  • a specific cost per lead or acquisition;
  • a particular advertising return;
  • a particular search-engine ranking;
  • a particular revenue or profit level;
  • approval by any advertising or technology platform;
  • any other specific commercial result.

Results may depend on factors outside our control, including:

  • market demand;
  • competition;
  • advertising budget;
  • the Client’s offer and pricing;
  • website performance;
  • product or service quality;
  • sales follow-up;
  • seasonality;
  • platform changes;
  • economic and regulatory conditions.

Past results, case studies and testimonials are illustrative and do not guarantee future performance.

14. Changes to Scope

Any work outside the agreed scope may require:

  • a revised proposal;
  • an additional fee;
  • a revised delivery timeline;
  • separate written approval.

Morgan Frame is not required to perform additional work until the revised scope, price and timeline have been agreed.

Where the Client requests revisions, the number and extent of included revisions will be stated in the applicable proposal or agreement.

15. Approvals

The Client is responsible for reviewing work submitted for approval.

Where the Client approves an advertisement, landing page, website, tracking setup, campaign, text, design or other deliverable, Morgan Frame may rely on that approval when continuing or publishing the work.

Delays in providing approval may delay the engagement.

The Client remains responsible for checking factual claims, pricing, product information, legal disclosures and industry-specific requirements before publication.

16. Cancellation of Monthly Services

Monthly or recurring services may be cancelled according to the cancellation terms stated in the applicable proposal or service agreement.

Where no separate cancellation period has been agreed, the Client may cancel future monthly services by sending written notice to:

office@morganframe.com

The cancellation request must be received before the next billing date.

Cancellation will take effect at the end of the current paid billing period unless another date is agreed in writing.

Cancellation prevents future billing but does not automatically entitle the Client to a refund for:

  • services already delivered;
  • work already started;
  • time or resources already reserved;
  • third-party costs already incurred;
  • the current billing period.

17. Cancellation of Fixed Projects

A fixed project may be cancelled by written notice.

Where the Client cancels after work has begun, the Client remains responsible for:

  • work completed up to the cancellation date;
  • time and resources already committed;
  • non-refundable third-party expenses;
  • any deposit identified as non-refundable in the applicable proposal or agreement.

Where the amount already paid exceeds the value of completed work and committed expenses, Morgan Frame may refund the unused balance.

18. Refund Policy

Due to the customised, professional and time-based nature of digital marketing and consulting services, payments are generally non-refundable once work has begun.

A refund may be considered where:

  • Morgan Frame is unable to provide a service that has been paid for;
  • the same payment was processed more than once;
  • a refund is expressly required by applicable law;
  • a refund is expressly provided for in a written guarantee or service agreement.

Where a partial service has already been delivered, any refund may be limited to the portion of the service that was not delivered.

The following are generally non-refundable:

  • work already completed;
  • monthly fees for a billing period that has already started;
  • setup and onboarding work already performed;
  • deposits identified as non-refundable;
  • advertising spend;
  • software fees;
  • domain and hosting costs;
  • contractor costs;
  • licences and other third-party expenses.

Refund requests must be sent to office@morganframe.com and include the Client’s name, invoice or transaction reference and the reason for the request.

Approved refunds will be returned, where possible, to the original payment method. Processing times may depend on the payment provider and the Client’s financial institution.

Stripe’s website checklist specifically expects businesses to explain refund, delivery and cancellation conditions clearly.

19. Consumer Rights

Most Morgan Frame services are intended for business clients.

Where a Client qualifies as a consumer under mandatory Croatian or European Union consumer law, nothing in these Terms excludes or limits rights that cannot legally be excluded.

Where a consumer expressly requests that performance of a service begin before the expiry of any applicable statutory withdrawal period, the consumer may be required to pay for the portion of the service performed before withdrawal.

Where the service has been fully performed after the consumer’s express request and acknowledgment, the statutory right of withdrawal may cease where permitted by applicable law.

EU traders must provide consumers with clear and understandable information before entering into a contract.

20. Intellectual Property

Unless otherwise agreed in writing, Morgan Frame retains ownership of:

  • its methods;
  • strategies;
  • templates;
  • processes;
  • internal documents;
  • tools;
  • reusable code;
  • know-how;
  • pre-existing materials.

After full payment, the Client receives the right to use final deliverables specifically created for the Client for its own business purposes.

Third-party materials remain subject to the relevant third-party licence.

Drafts, rejected concepts, internal working files and unpaid deliverables remain the property of Morgan Frame unless otherwise agreed.

Morgan Frame may include general descriptions of completed work in its portfolio or case studies unless the Client has requested confidentiality in writing or the parties have agreed otherwise.

Confidential information, personal data and non-public financial information will not be published without permission.

21. Client Materials

The Client grants Morgan Frame a limited right to use the materials supplied by the Client solely for the purpose of performing the agreed services.

The Client confirms that it owns or has permission to use those materials and that their use will not infringe third-party rights.

The Client will be responsible for claims resulting from materials, instructions or representations supplied by the Client where Morgan Frame used them in accordance with the Client’s instructions.

22. Confidentiality

Each party agrees to keep confidential information received from the other party confidential and to use it only for the relevant engagement.

Confidential information does not include information that:

  • is publicly available without breach of these Terms;
  • was already lawfully known to the receiving party;
  • was received lawfully from another source;
  • was independently developed;
  • must be disclosed by law or a competent authority.

This provision continues after the engagement ends.

23. Data Protection and Privacy

Personal data is processed in accordance with our Privacy Policy and applicable data-protection law.

The Privacy Policy is available at:

Depending on the services, the parties may need to enter into a separate data-processing agreement.

The Client is responsible for ensuring that it has a lawful basis for any personal data, mailing list, audience data or customer information supplied to Morgan Frame.

24. Website Use

You agree not to:

  • misuse the Website;
  • attempt unauthorised access to the Website or its systems;
  • introduce malicious software;
  • copy or republish protected website content without permission;
  • use the Website for unlawful purposes;
  • interfere with the Website’s availability or security.

We may suspend or restrict access to the Website where reasonably necessary for security, maintenance or legal compliance.

25. Website Availability

The Website and its content are provided on an “as available” basis.

We do not guarantee that the Website will always be available, uninterrupted or free from errors.

We may update, modify, suspend or withdraw any part of the Website without prior notice.

26. External Links

The Website may contain links to third-party websites or services.

Morgan Frame does not control those websites and is not responsible for their content, availability, security or privacy practices.

A link does not imply endorsement unless expressly stated.

27. Suspension and Termination

Morgan Frame may suspend or terminate an engagement where:

  • the Client fails to pay an amount when due;
  • the Client materially breaches these Terms;
  • the Client requests unlawful, misleading or prohibited activity;
  • the Client fails to provide required information or cooperation;
  • continuing the work may expose Morgan Frame to legal, financial, security or reputational risk;
  • a third-party platform makes performance impossible;
  • the relationship becomes abusive or unsafe.

Where reasonably possible, Morgan Frame will provide notice and an opportunity to resolve the issue.

On termination, the Client must pay all outstanding fees relating to work completed and costs incurred up to the termination date.

28. Limitation of Liability

To the maximum extent permitted by applicable law, Morgan Frame will not be liable for indirect, incidental, special or consequential loss, including loss of:

  • profit;
  • revenue;
  • expected savings;
  • business opportunity;
  • reputation;
  • data;
  • goodwill.

Morgan Frame will not be liable for losses resulting from:

  • third-party platform decisions or outages;
  • advertising account suspensions;
  • inaccurate information provided by the Client;
  • the Client’s failure to follow recommendations;
  • unauthorised changes made by the Client or third parties;
  • circumstances outside our reasonable control.

To the maximum extent permitted by law, Morgan Frame’s total liability arising from a specific engagement will not exceed the total service fees paid by the Client to Morgan Frame for that engagement during the three months immediately preceding the event giving rise to the claim.

Nothing in these Terms excludes liability that cannot legally be excluded or limited.

29. Indemnity

To the extent permitted by law, the Client agrees to indemnify Morgan Frame against reasonable claims, losses, liabilities and expenses resulting from:

  • unlawful or infringing materials supplied by the Client;
  • false or misleading claims provided or approved by the Client;
  • the Client’s breach of applicable law;
  • the Client’s breach of these Terms;
  • the Client’s products, services or customer relationships.

This provision does not apply to the extent that a claim was caused by Morgan Frame’s own unlawful conduct or gross negligence.

30. Force Majeure

Neither party will be liable for delay or failure caused by circumstances outside its reasonable control, including:

  • natural disasters;
  • war or civil disturbance;
  • government action;
  • internet or utility outages;
  • cyber incidents;
  • labour disputes;
  • public-health emergencies;
  • failure of third-party platforms or infrastructure.

The affected party will take reasonable steps to reduce the impact and resume performance when practicable.

31. Complaints and Dispute Resolution

Any complaint or dispute should first be submitted in writing to:

office@morganframe.com

The parties agree to attempt to resolve the matter in good faith before starting formal proceedings.

Nothing in this section prevents either party from seeking urgent legal protection where necessary.

32. Governing Law and Jurisdiction

These Terms and any agreement with Morgan Frame are governed by the laws of the Republic of Croatia, excluding conflict-of-law rules.

Where legally permitted, courts with territorial jurisdiction over the registered office of Momentum Visible will have jurisdiction.

Where the Client is a consumer, this provision does not remove any mandatory right to bring proceedings before another court under applicable consumer law.

33. Severability

If any provision of these Terms is found to be invalid or unenforceable, that provision will be interpreted or limited to the minimum extent necessary, while the remaining provisions will remain in effect.

34. No Waiver

A failure or delay in exercising a contractual right does not constitute a waiver of that right.

A waiver relating to one breach does not constitute a waiver relating to any later breach.

35. Assignment

The Client may not transfer an agreement with Morgan Frame without prior written consent.

Morgan Frame may use employees, contractors and specialist service providers to perform parts of the services while remaining responsible for managing the agreed engagement.

36. Changes to These Terms

We may update these Terms from time to time.

The updated version will be published on this page with a revised “Last updated” date.

Changes will not retroactively alter an already accepted fixed project unless required by law or agreed by both parties.

Continued use of recurring services after notice of a material change may constitute acceptance of the revised Terms where permitted by law.

37. Entire Agreement

These Terms, together with the applicable proposal, invoice, order form, statement of work and service agreement, constitute the agreement between Morgan Frame and the Client regarding the relevant services.

They replace prior discussions or representations relating to the same subject, except where expressly preserved in writing.

38. Contact

Questions, cancellation notices, refund requests and complaints may be sent to:

Email: office@morganframe.com
Website: https://morganframe.com

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