Terms of Service

Overview

These Terms of Service outline the relationship between you (“Client”) and McDowell Holdings LLC, doing business as The Pro Ad Shop (“Agency”). By engaging with us for marketing services or using our website, you agree to the terms outlined below. These terms explain what you can expect from us—and what we expect from you—including service scope, payments, content use, and other important legal obligations. Please read them carefully.

Mcdowell Holdings LLC (dba The Pro Ad Shop), referred to as “Agency,” “we,” “us,” or “our,” provides digital marketing and consulting services to clients (“Client,” “you,” or “your”). By using our services or visiting our site (theproadshop.com), you agree to these Terms of Service.

1. Scope of Services

We offer a range of services, including:

• Social media advertising

• SEO and SEM (Google Ads, etc.)

• Website and funnel design

• SMS, email, and video marketing

You authorize us to advertise your business across platforms like Google, Meta (Facebook/Instagram), LinkedIn, YouTube, and others.

2. Use of Advertising Materials

You grant us permission to use your logos, brand assets, and other materials you provide. You confirm that:

• You own or have rights to use all submitted content

• Information is accurate and compliant

• You can legally authorize us to advertise on your behalf

All creative content submitted for approval is deemed approved if no response is received within 7 days.

We may also use tracking numbers and call recordings for performance purposes (with proper notification where applicable).

3. Your Responsibilities

Clients agree to:

• Provide accurate content and credentials

• Respond promptly to feedback requests

• Maintain current billing and contact details

• Work directly through authorized reps only

4. Payments & Billing

• All services and Third-party ad spend (ad budget) are provided on a monthly subscription basis and are billed in advance on the 1st of each month via credit or debit card.

• Failed or declined payments may result in a pause of all active marketing campaigns and hosted services until payment is received.

• Third-party ad spend (e.g., Google or Meta Ads) must be prepaid and is subject to the refund policies of the respective platforms.

• We’ll provide 30 days’ notice of any subscription rate changes or policy updates.

5. Taxes

You’re responsible for any local, state, or federal taxes related to services purchased.

6. Cancellation & Termination

Either party may cancel services with 30 days’ written notice before the next billing cycle. Upon cancellation:

• Any outstanding payments are due immediately.

• A final month of service will be billed, as we require a full billing cycle’s notice.

• Active campaigns will be paused at the end of the billing cycle unless otherwise arranged.

• You’ll receive a backup copy of your website or funnel and all finalized creative assets upon request.

Note: Because our services operate on a subscription model, there are no hourly overages or unused time to roll over.

7. Content Accuracy & Edits

We are not responsible for:

• Errors in content after your final approval

• Delays caused by missing assets

• Third-party platform errors or algorithm changes

Corrections are handled within 2 business days upon notice.

8. Paid Ads & Performance

•  

• Marketing results are not guaranteed — while we continuously optimize for performance, outcomes like clicks, leads, and conversions depend on many factors, including platform behavior and market conditions.

• Ad platforms (e.g., Google, Meta, Vibe) may reject or suspend ads at their discretion without notice.

• We do not charge hourly fees — all necessary adjustments due to policy changes or platform updates are covered under your active subscription.

• Refunds are available only for unused portions of your subscription. Any ad spend already used on third-party platforms is non-refundable.

9. Intellectual Property

All creative assets produced by The Pro Ad Shop remain our property until the subscription payment covering their creation is paid in full. Once paid:

• Logos, graphics, and marketing content developed specifically for your business become your property.

• Websites and funnels hosted on our platform remain under our management, but we will provide a complete backup copy if you choose to leave.

• You’re free to transfer that copy to another provider at any time.

• Strategy documents, templates, and proprietary systems remain the property of The Pro Ad Shop unless otherwise agreed in writing.

• We may reuse non-client-specific design elements across other campaigns.

10. Ad Placement

Unless otherwise agreed, all ad placements are at our discretion and are not subject to refunds or disputes.

11. Warranties & Disclaimers

All services are provided “as-is.” We make no guarantees, either expressed or implied. We disclaim all warranties including:

• Merchantability

• Fitness for a particular purpose

• Non-infringement

12. Indemnification

You agree to indemnify and hold us harmless from any claims resulting from:

• Materials you provide

• Misuse of ad platforms

• Violations of local, state, or federal regulations

13. Limitation of Liability

Our liability is capped at the amount you paid us in the last 3 months. We are not liable for:

• Indirect, incidental, or consequential damages

14. Force Majeure

We are not liable for service delays due to events outside our control, including platform outages, weather events, or legal orders.

15. Legal Terms

• Governing Law: Colorado

• Venue: Adams County, CO

• Severability: Invalid clauses do not affect the rest

• Assignment: We may assign or subcontract services

• No Waiver: Failure to enforce a term does not void it

• Entire Agreement: This is the full agreement between parties

16. Agreement Confirmation

By signing up or submitting payment, you confirm that you have the authority to bind your business to these terms. This agreement renews month-to-month unless otherwise stated.

---

Need clarification or have questions?
📧 [email protected]
📞 (720) 807-4740