Terms & Conditions

USBN provides eight services, each available on its own or as part of a broader program:

• Web Design — strategy, design, and build of marketing websites, landing pages, and e-commerce storefronts.
• Marketing — campaign strategy, paid media, email programs, and offer development.
• SEO — technical audits, on-page work, content planning, local search, and reporting.
• AI Tools Implementation — configuring AI phone answering, chat assistants, intake and booking workflows, reporting pipelines, and automations inside your business.
• SMO — social media optimization, profile and channel strategy, and publishing systems.
• Branding — positioning, naming, identity, messaging, and brand systems.
• Content Creation — copywriting, photography, video, and production for web and social.
• Consulting — advisory work on growth, operations, pricing, and scaling.

Every engagement is defined by a written proposal or statement of work that states the scope, the deliverables, the timeline, the fees, and anything specifically excluded. Nothing on this website is an offer to perform work at a particular price.

Proposals are valid for thirty days unless they say otherwise. Project work generally begins after a deposit is paid; unless the proposal states a different amount, the deposit is fifty percent of the project fee. The balance is billed at milestones set in the proposal, or monthly for retainer and ongoing service engagements.

Invoices are due within fourteen days of the invoice date unless the proposal states otherwise. Overdue balances accrue a late fee of one and a half percent per month, or the maximum permitted by New York law if that is lower. We may pause work, and suspend access to work in progress, on any engagement with an invoice more than fifteen days past due; paused timelines shift accordingly and we are not responsible for delays caused by the pause.

Third-party costs are separate from our fees. That includes domain registration, hosting, advertising spend, software subscriptions, plugins, stock photography, fonts, music licenses, and similar items. You may pay those vendors directly, which we usually recommend so you own the accounts, or we can bill them to you at cost.

Fees are exclusive of any applicable sales or use tax, which will be added where required. Payments are non-refundable except as expressly stated in your proposal.

Good work depends on a working partnership. You agree to provide feedback and approvals in a timely manner, generally within five business days of a request, and to designate one person with authority to approve on your behalf.

You agree to supply the content, assets, and access we need — copy, images, product information, logins, and delegated access to hosting, domains, analytics, and advertising accounts — by the dates set in the proposal.

You are responsible for the accuracy of the information you give us, including claims about your business, pricing, credentials, and offers. You confirm that you own or have the right to use every logo, photo, video, font, testimonial, and piece of copy you provide, and that our use of it in your deliverables will not infringe anyone's rights.

You remain responsible for operating your own business lawfully, including any licensing, disclosure, advertising, consumer protection, healthcare, financial, or industry-specific rules that apply to you.

Timelines in a proposal are good-faith estimates, not guarantees, and they assume you deliver content, feedback, and approvals on schedule. Delays on your side move the delivery dates by at least the length of the delay, and may move them further if the calendar has since filled.

Each proposal states how many rounds of revisions are included, typically two rounds per major deliverable. A round means one consolidated set of feedback, not a series of individual notes over time.

Requests that fall outside the agreed scope — new pages, new features, additional platforms, extra revision rounds, or a change of direction after approval — are quoted separately and added by a written change order before we start them.

On receipt of full payment for an engagement, you own the final deliverables produced specifically for you under that engagement: the approved designs, the site build, the copy, the brand assets, and the images and video we created for you.

USBN retains ownership of everything we bring to the work: our internal tools, frameworks, component libraries, templates, workflows, automations, checklists, code we wrote before or independently of your project, and our general know-how. Where any of that is embedded in your deliverables, we grant you a perpetual, worldwide, non-exclusive, royalty-free license to use it as part of those deliverables. That license does not let you resell, redistribute, or license those underlying components on their own.

Unpaid work remains our property. We may withhold delivery of source files and transfer of accounts until the final invoice is paid.

USBN may display completed work in its portfolio, case studies, social channels, and proposals, including screenshots, video, and a description of the results. If you would rather we did not, tell us in writing and we will keep the engagement private.

Third-party assets such as stock photography, fonts, plugins, themes, and software remain subject to their own licenses, which pass through to you on their terms. Keeping those licenses current after handoff is your responsibility.

Deliverables may be produced with the help of AI-assisted tools for drafting, editing, research, image generation, and production. A person at USBN reviews the output before it is delivered, and you own the final deliverables on the same terms described above.

For AI Tools Implementation engagements, we configure systems that will interact with your customers on your behalf. You decide how those systems are deployed and used. You are responsible for making any disclosures the law requires — including telling callers or chat users that they are interacting with an automated assistant where a jurisdiction requires it — and for obtaining any consent required to record or transcribe calls, send text messages, or process customer data.

You are responsible for compliance with the laws that apply to your business and your communications, including telephone consumer protection, recording consent, marketing, and privacy rules. We will advise where we can, but we are not your legal counsel.

AI systems are probabilistic. We do not guarantee any particular output, accuracy rate, uptime of a third-party model provider, or that a system will never produce an incorrect or unexpected response. We recommend, and will help you configure, human review and escalation paths for anything consequential.

Marketing, SEO, social, and advertising outcomes depend on factors outside our control: search engine and platform algorithms, competitor behavior, seasonality, your pricing and offer, your sales follow-up, market conditions, and the quality of the product or service you deliver.

We do not guarantee any particular search ranking, volume of traffic, number of leads, conversion rate, revenue figure, return on ad spend, or timeline for results. Any projection, benchmark, or past client result we share is an illustration, not a promise. What we do commit to is competent work, honest reporting, and telling you quickly when something is not working.

Unless you have a maintenance or care plan with us, responsibility for the site transfers to you at handoff. That includes hosting fees, domain renewals, SSL certificates, regular backups, platform and plugin updates, security monitoring, and uptime.

We strongly recommend a maintenance plan. Sites that are never updated break, and the cost of recovering an unmaintained site is usually higher than the cost of maintaining it.

Third-party platforms change without notice. A hosting provider, CMS, plugin, payment processor, ad platform, or AI model provider may change its features, pricing, APIs, or terms in ways that affect your site or systems. Work required to adapt to those changes after handoff is billable unless a plan covers it.

Each party may receive non-public information from the other: strategy, pricing, customer data, financials, roadmaps, credentials, and internal methods. Each party agrees to keep that information confidential, to use it only for the engagement, and to protect it with at least reasonable care, during the engagement and for three years afterward. Trade secrets remain protected for as long as they remain trade secrets.

This does not apply to information that is already public through no fault of the receiving party, was already known to it without a duty of confidence, is independently developed without using the other party's information, or is rightfully received from a third party. If disclosure is compelled by law, the receiving party will give notice where it is permitted to do so.

Either party may terminate an engagement on fourteen days' written notice. Either party may terminate immediately if the other materially breaches these terms and fails to cure within ten days of written notice.

On termination you pay for all work completed and all costs committed through the termination date, including work in progress. Deposits are non-refundable. Monthly retainers are billed through the end of the notice period and are not prorated below one month.

After final payment we will deliver the work completed to date, transfer accounts we hold in your name, and return or delete your materials and credentials as you direct. Sections on intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, and governing law survive termination.

We warrant that we will perform services with reasonable skill and care, in a professional manner, consistent with industry standards, and that the deliverables we create for you are our original work or properly licensed.

Apart from that warranty, the website, the services, and all deliverables are provided "as is" and "as available." To the fullest extent permitted by law, USBN disclaims all other warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranty that the site or a deliverable will be uninterrupted, error-free, secure, or free of harmful components.

To the fullest extent permitted by law, USBN's total aggregate liability arising out of or related to these terms, the website, or any engagement will not exceed the total fees you paid to USBN in the twelve months immediately preceding the event giving rise to the claim.

USBN will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost data, lost goodwill, or business interruption, even if we were advised such damages were possible. These limits apply regardless of the theory of liability and survive any failure of an exclusive remedy. Some jurisdictions do not allow certain limitations, so parts of this section may not apply to you.

You agree to defend, indemnify, and hold harmless USBN Ventures LLC and its members, employees, and contractors from any claim, demand, loss, liability, damage, or expense, including reasonable attorneys' fees, arising from materials you supply to us, from claims that those materials infringe or misuse someone's rights, from the operation of your business, from your use of the deliverables or of systems we implement, or from your breach of these terms or of any law.

You may browse this site, read our articles, and contact us. You may not scrape, crawl at a rate that burdens the site, harvest contact information, resell or republish our content, attempt to gain unauthorized access, probe or test our systems, upload malicious code, or interfere with the site's operation or with anyone else's use of it.

All content on this site — copy, articles, audio narration, design, code, logos, and imagery — is owned by USBN Ventures LLC or its licensors and is protected by copyright and trademark law. You may quote a short excerpt with attribution and a link.

Everything published here, including our articles, is general information about marketing and business, not legal, tax, accounting, financial, or other professional advice. Do not act on it without consulting a qualified professional about your situation.

Our Privacy Policy explains what information we collect, how we use and share it, how long we keep it, and the rights you have over it. It is incorporated into these terms by reference.

These terms and any dispute arising out of them or out of any engagement are governed by the laws of the State of New York, without regard to its conflict-of-laws rules.

Before filing anything, both parties agree to try to resolve the dispute in good faith: send written notice describing the issue and the outcome you want, and give the other side thirty days to work it out, by phone or in person where practical.

If that fails, the exclusive venue for any action is the state or federal courts located in Kings County, New York, and both parties consent to personal jurisdiction there and waive any objection based on inconvenient forum. Each party bears its own attorneys' fees and costs unless a court awards them otherwise.

Entire agreement. These terms, together with your signed proposal or statement of work and our Privacy Policy, are the entire agreement between us and replace any prior discussions on the same subjects.

Severability. If any provision is found unenforceable, it is modified to the minimum extent needed to make it enforceable, and the rest stays in force.

No waiver. Not enforcing a provision once is not a waiver of the right to enforce it later.

Assignment. You may not assign an engagement without our written consent. We may assign to an affiliate or in connection with a merger or sale of substantially all of our assets. We may use qualified subcontractors, and we remain responsible for their work.

Independent contractor. USBN is an independent contractor. Nothing here creates a partnership, joint venture, employment, or agency relationship.

Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disaster, war, civil unrest, labor action, epidemic, utility or internet failure, or the outage of a major third-party platform.

Notices. Notices may be sent by email — to hello@usbnventures.com for USBN, and to the email address on file for you — and are effective on the business day after they are sent.

We may update these terms as our services, tools, and the law change. The date at the top of this page reflects the current version. Changes apply to site use from the day they are posted, and to engagements from the start of the next statement of work; they do not change the terms of an engagement already underway unless both parties agree in writing.

Questions about these terms go to hello@usbnventures.com, or by mail to USBN Ventures LLC, 147 Front St #201, Brooklyn, NY 11201. If you would like a copy of a proposal or statement of work, ask and we will send it.