1. Warranties
Sage Digital Agency provides its services as-is, without any warranties, express or implied. Any implied warranties, including but not limited to merchantability, fitness for a particular purpose, or non-infringement, are excluded to the maximum extent permitted by law.
Sage Digital Agency does not guarantee specific results, including but not limited to search rankings, traffic increases, conversions, or revenue growth, as these depend on external factors beyond our control.
2. Confidentiality
Both parties (Sage Digital Agency and the Client) agree to maintain strict confidentiality regarding any sensitive information exchanged. Neither party shall disclose or permit the disclosure of any confidential information, including but not limited to:
- Business operations, marketing strategies, sales data, and financials.
- Proprietary techniques, methodologies, or intellectual property.
- Any materials, concepts, or data not in the public domain.
Permitted Disclosures:
- Sage Digital Agency may reference the client’s engagement in marketing materials, its website, or portfolio unless explicitly restricted in writing.
- If requested, the client agrees to share their experience with potential clients as a reference, at a mutually agreed-upon time.
Confidentiality obligations do not apply to publicly available information or disclosures required by law, court order, or regulatory authorities.
3. Limitation of Liability
Sage Digital Agency provides its services in a professional and workmanlike manner, but under no circumstances will it be liable for:
- Losses due to service delays caused by unforeseen, natural, or ungovernable circumstances.
- Indirect, consequential, punitive, or special damages, including but not limited to:
- Loss of revenue, profits, reputation, or goodwill.
- Declines in search rankings, website traffic, or advertising performance.
- Customer dissatisfaction or business disruptions.
Maximum Liability Cap:
In no event shall Sage Digital Agency’s total liability exceed the total amount paid by the client for the service in question.
Even if Sage Digital Agency has been advised of potential losses, these limitations of liability still apply.
4. Severability
If any provision of these Terms and Conditions is found to be invalid, unlawful, or unenforceable, that provision shall be deemed severed, and the remaining provisions shall remain in full force and effect.
Any deleted or unenforceable provision will be modified to the minimum extent necessary to make it valid and enforceable under applicable law.
5. Governing Law & Dispute Resolution
These Terms and Conditions shall be governed and construed in accordance with the laws of the State of Nevada, without regard to conflict of law principles.
Any disputes arising from these Terms and Conditions shall be resolved as follows:
- Negotiation: The parties shall first attempt to resolve the dispute through informal negotiations.
- Arbitration (Preferred): If unresolved, disputes may be submitted to binding arbitration in Nevada, in accordance with the rules of the American Arbitration Association (AAA).
- Litigation (If Necessary): If arbitration is not selected, disputes shall be resolved in the state and federal courts of Nevada.
The client agrees to waive any right to a jury trial in connection with disputes arising under these Terms and Conditions.
6. Entire Agreement & Modifications
These Terms and Conditions, together with:
constitute the entire agreement between the client and Sage Digital Agency.
Modifications & Updates:
Sage Digital Agency reserves the right to modify these Terms and Conditions at any time. The latest version always supersedes previous agreements.
By continuing to use Sage Digital Agency’s services after an update, the client formally accepts the new Terms and Conditions.
If the client objects to any updated terms, they must notify their account manager in writing within 7 days of the update.
7. SMS Communication
By checking the box on our contact form, you consent to receive text messages regarding Customer messages from Sage Digital. Message and data rates may apply. Message frequency may vary. To end messaging from us, you may always reply with STOP. You may also reply with HELP for more information. View Privacy Policy.
8. Technical Reviews, Third-Party Recommendations & Additional Services
Managed hosting and maintenance services are limited to the scope of the Client’s applicable service plan and agreement.
Unless expressly included in the Client’s subscribed services, third-party technical audits, AI-generated recommendations, code reviews, performance optimization requests, extensive diagnostic investigations, technical consulting, and custom development are excluded from standard managed hosting services.
Sage Digital Agency’s Website Technical Review & AI-Generated Reports Policy, available at https://sage.agency/technical-review-policy/, is incorporated into this Agreement and establishes the procedures for classifying, reviewing, and addressing such requests.
Additional technical investigations, consulting, or development services may be billed at Sage’s prevailing hourly rates or under a separately agreed project fee, subject to prior client authorization.
In the event of a conflict between this policy and the Client’s expressly agreed service entitlements, the applicable service agreement shall control.
9. Plugin Licenses, Software Updates & Website Security
Outdated plugins, themes, and other website software are among the most common causes of website security breaches. Keeping them current is essential to the security, stability, and performance of every website Sage Digital Agency manages.
Many premium plugins and themes require an active, paid license to receive updates and security patches. Unless a license is expressly provided by Sage as part of the Client’s subscribed plan, the Client is responsible for maintaining active, valid licenses for all premium plugins, themes, and third-party software used on the Client’s website.
Where a required license has expired, lapsed, or is otherwise inactive, and leaving that software without updates presents a security, stability, or compatibility risk, Sage reserves the right to purchase or renew the license on the Client’s behalf. The license cost will be invoiced to the Client or charged to the payment method on file. License fees are third-party pass-through costs rather than additional billable services, and are not subject to the prior-authorization requirement that applies to additional technical work. Where practical, Sage will notify the Client before purchasing a license; Sage may act without advance notice when a known vulnerability requires prompt action.
If the Client declines to maintain a required license or to approve a necessary update, Sage is not responsible for security incidents, malfunctions, or data loss resulting from outdated or unlicensed software, and any resulting remediation will be billed separately.
Where a plugin or theme is abandoned by its developer or can no longer be safely maintained, Sage may recommend a replacement. Replacing or rebuilding the affected functionality is treated as custom development and quoted separately.
