1. About CLOUDEX
These Terms of Service ("Terms") govern your use of the website and services provided by CLOUDEX LLC ("CLOUDEX", "we", "our", or "us"), a limited liability company registered in the State of Wyoming, United States, with its principal office at:
CLOUDEX LLC
2106 House Ave, Suite 743
Cheyenne, Wyoming 82001
United States
By accessing our website or engaging our services, you agree to be bound by these Terms. If you do not agree, please do not use our services.
2. Scope of services
CLOUDEX is a paid-media studio providing performance marketing services to direct-to-consumer (DTC) e-commerce brands, including but not limited to:
- Paid advertising on Pinterest, Google, and Meta platforms
- Media buying, campaign management, and channel strategy
- Creative strategy, briefing, and ad-concept iteration
- Tracking implementation and reporting
The exact scope of any engagement is defined in a separate written Statement of Work, Master Services Agreement, or proposal ("Engagement Agreement") signed by both parties. In the event of conflict between these Terms and an Engagement Agreement, the Engagement Agreement controls.
3. Engagement & fees
3.1 Term
Engagements operate on rolling terms as specified in the Engagement Agreement. Unless otherwise agreed in writing, either party may terminate the engagement with thirty (30) days' written notice following an initial commitment period.
3.2 Fees
Fees, payment schedules, and any performance-based components are set out in the Engagement Agreement. Invoices are payable net 14 days from the invoice date unless otherwise agreed. Late payments may accrue interest at the lesser of 1.5% per month or the maximum permitted by law.
3.3 Ad spend
Unless explicitly stated, advertising spend on third-party platforms (Pinterest, Google, Meta, etc.) is paid directly by the client to those platforms and is not included in CLOUDEX fees.
4. Client responsibilities
To deliver our services effectively, you agree to:
- Provide timely, accurate access to ad accounts, analytics, product catalogs, and other relevant tools
- Respond to reasonable requests for feedback, approvals, and creative assets within agreed timelines
- Ensure all products advertised comply with applicable platform policies and applicable law
- Maintain valid billing relationships with each advertising platform
5. Ad accounts & platform access
Client retains ownership of all advertising accounts, including but not limited to Pinterest Business, Google Ads, and Meta Business Manager accounts. CLOUDEX operates these accounts under granted access during the engagement and will return or revoke access promptly upon termination.
CLOUDEX is not responsible for actions taken by third-party advertising platforms, including account suspensions, policy changes, billing errors, or platform outages.
6. Intellectual property
6.1 Client materials
You retain all rights to materials provided to us (brand assets, product imagery, copy, etc.). You grant CLOUDEX a limited license to use these materials solely for the purpose of delivering the agreed services during the engagement.
6.2 Deliverables
Upon full payment, you receive full ownership of bespoke creative deliverables produced specifically for your brand under the engagement.
6.3 CLOUDEX methods
CLOUDEX retains ownership of its proprietary methods, frameworks, templates, tools, and know-how developed independently of, and not specifically for, any client engagement.
7. Confidentiality
Each party agrees to keep confidential any non-public information disclosed by the other party in the course of the engagement, and to use such information only for the purposes of performing under these Terms. This obligation survives termination for a period of three (3) years.
8. Limitation of liability
To the maximum extent permitted by law:
- CLOUDEX provides services "as is" and makes no warranties regarding specific advertising results, return on ad spend, conversion rates, or revenue outcomes.
- Neither party shall be liable for indirect, incidental, consequential, or punitive damages.
- CLOUDEX's total aggregate liability under any engagement shall not exceed the fees actually paid by the client to CLOUDEX in the three (3) months immediately preceding the event giving rise to the claim.
9. Termination
Either party may terminate an engagement for material breach by the other party, with written notice and a thirty (30) day cure period. Upon termination:
- CLOUDEX will hand over all in-progress work and account access
- You will pay for services rendered through the date of termination
- The confidentiality, intellectual property, and liability provisions survive
10. Governing law
These Terms are governed by the laws of the State of Wyoming, United States, without regard to its conflict of laws principles. Any dispute arising out of or relating to these Terms shall be resolved in the state or federal courts located in Wyoming, and both parties consent to the exclusive jurisdiction of those courts.
11. Contact
Questions about these Terms? Get in touch:
CLOUDEX LLC
2106 House Ave, Suite 743
Cheyenne, Wyoming 82001
United States
contact@cloudexmedia.com