LEGAL

Terms of Service

Last updated: April 11, 2026

1. Scope and Acceptance

These Terms of Service ("Terms") govern the use of the Vividigit website at vividigit.com and the purchase and delivery of Vividigit services.

By placing an order, requesting work to begin, accepting a quote, or paying an invoice or checkout amount for our services, you agree to these Terms. If you do not agree, do not order or use our services.

These Terms form a legally binding agreement between you ("Client", "you") and Vividigit ("we", "us", "our"), subject to any separate written agreement that expressly overrides them, such as a signed proposal, master services agreement, or statement of work.

Vividigit is a trade name and website operated by:

  • Dmitriy Gerko, Sole Trader (Portugal)
  • NIF: 299863727
  • Website: vividigit.com

References to "Vividigit", "we", "us", or "our" in these Terms mean the Vividigit trade name and services operated by Dmitriy Gerko as a sole trader, unless stated otherwise.

3. Business Customers and Contract Formation

Our services are designed primarily for business customers, including companies, founders, operators, and in-house teams. If mandatory consumer protection law applies to your order, it will apply only to the extent required by law and will otherwise not affect the remaining Terms.

A service contract is formed at the earliest of the following:

  1. You complete a checkout or make a payment for a listed service
  2. You accept a quote or proposal in writing
  3. You instruct us to begin work and we accept that instruction

Website prices may be described as starting prices, estimated prices, or scope-based prices. Final commercial terms may be confirmed in a quote, invoice, or order summary where complexity, add-ons, custom scope, additional markets, or extra languages require adjustment.

4. Services and Scope

Vividigit provides productized digital marketing and related strategic services, including, without limitation, SEO, AI optimization, content, PPC, paid social, analytics, localization-related execution, automation, and consulting.

Each service page, scope page, quote, invoice, or written order summary describes the applicable scope, deliverables, assumptions, pricing logic, and any defined volume tier. Work outside the agreed scope, including extra rounds, extra deliverables, new channels, new markets, additional languages, emergency work, or materially changed requirements, is out of scope and may be quoted separately.

5. Pricing, Taxes, and Third-Party Costs

Unless stated otherwise in writing, our fees cover only Vividigit's professional services and internal delivery capacity.

The following are not included in our service fees unless expressly stated otherwise:

  • Advertising media spend
  • Third-party software, data, SaaS, subscriptions, or API fees
  • External production vendors, translators, designers, developers, or other subcontracted costs specifically approved for your project
  • Payment processor charges, bank charges, currency conversion charges, or similar transaction costs where applicable

All such third-party costs require your prior approval and are payable by you separately. We may require pre-funding before launch, procurement, or activation.

Unless explicitly stated otherwise, taxes, VAT, duties, and similar charges are excluded from listed prices and may be added where legally required.

6. Payment and Start of Work

All services are billed in advance unless we explicitly agree otherwise in writing.

Unless a quote or invoice states a different schedule:

  • fixed-scope work requires upfront payment before work starts
  • recurring or retained services are billed monthly in advance
  • custom or expanded scopes may require a separate deposit, milestone payment, or prepaid reserve

We are not required to start or continue work until the applicable upfront payment is received in cleared funds.

Late payments may result in suspension of work, rescheduling, or cancellation of reserved delivery capacity. We may also charge reasonable late fees or default interest where permitted by law.

7. Client Cooperation, Access, and Dependencies

You are responsible for timely cooperation and for providing everything reasonably required for delivery, including:

  • access to accounts, analytics, ad platforms, CMS, repositories, feeds, assets, or internal stakeholders
  • accurate background information, approvals, constraints, and decision-makers
  • prompt responses to requests, clarifications, and deliverable reviews
  • lawful authority to grant access, share data, and instruct us on your behalf

Delivery timelines begin only after the necessary payment, approvals, access, and materials are received.

If access, data, feedback, or approvals are delayed or incomplete, we may pause the engagement, re-sequence delivery, revise the timeline, or reduce responsibility for outcomes affected by those missing inputs.

8. Measurement Access and Performance Responsibility

For strategy, optimization, growth, and performance-related services, meaningful measurement depends on access to outcome data. Where relevant, you agree to provide or make available the performance data reasonably needed to assess the impact of our work, including, where applicable:

  • analytics and attribution data
  • ecommerce, CRM, or lead tracking data
  • sales, revenue, conversion, or retention data
  • campaign performance and cost data

If you do not provide sufficient access to relevant outcome data, or if that data is inaccurate, incomplete, delayed, or materially restricted, we cannot fully measure, validate, or optimize business outcomes. In that case, we do not accept full responsibility for revenue, sales, conversion, ROAS, CAC, MER, pipeline, or similar performance claims, and responsibility for those unverified outcomes remains with you.

9. Delivery, Revisions, and Acceptance

We will use commercially reasonable efforts to deliver the agreed services within the estimated timeline. Any date or timeline stated on the site or in a quote is an estimate unless expressly stated as binding in writing.

Unless otherwise agreed:

  • one reasonable revision round within the original scope is included for fixed deliverables
  • revision requests must stay within the approved scope and assumptions
  • additional rounds or changed direction may be billed separately

You must review deliverables promptly. If you do not provide material objections within 5 business days after delivery, milestone completion, or submission for review, the relevant deliverable may be treated as accepted.

10. Suspension, Changes, and Refusal of Work

We may suspend, defer, or refuse work if:

  • payment is overdue
  • required access or cooperation is missing
  • the requested work is unlawful, deceptive, abusive, unethical, or contrary to platform policies
  • the engagement depends on third-party budgets or approvals that are not funded or confirmed

We may also refuse requests that, in our reasonable judgment, would require black-hat SEO, policy evasion, manipulative practices, false claims, or other conduct likely to expose either party to platform, legal, or reputational risk.

11. Term, Cancellation, and Termination

You may stop future work or choose not to renew a recurring service at any time, subject to any minimum term or prepaid period already agreed.

Either party may terminate an engagement for material breach if the breach is not cured within a reasonable period after notice, or immediately for unlawful or abusive conduct.

Termination stops future obligations only. It does not undo fees already earned, delivery capacity already reserved for the current paid period, or third-party costs already approved or incurred for your engagement.

12. Refunds

Unless mandatory law requires otherwise:

  • fees for services already delivered, partially delivered, or actively in progress are non-refundable
  • prepaid recurring periods already started are non-refundable
  • approved third-party costs, pass-through costs, and committed external expenses are non-refundable

If you are dissatisfied, your primary remedy is to stop future work or ask us to correct a deliverable within the agreed scope. Dissatisfaction does not create a right to claw back payment for services already performed.

13. Intellectual Property

Upon full payment of the applicable fees, you own the final client-specific deliverables expressly created for your engagement, excluding our background materials.

We retain ownership of our pre-existing know-how, methods, frameworks, prompts, templates, SOPs, automation logic, internal tools, reusable components, and general working methods, even if they are used in delivering your project.

You remain responsible for ensuring that materials, claims, assets, and instructions you provide do not infringe third-party rights or violate applicable law.

14. Confidentiality and Use of Experts

Each party must keep the other party's confidential information secret and use it only for the purpose of the engagement.

We may involve employees, specialists, experts, and subcontractors under our direction where reasonably required for delivery, provided they are bound by confidentiality and used only as necessary to perform the services.

15. Portfolio References and Case Studies

Unless you prohibit it in writing before or during the engagement, we may identify you as a client in a factual manner, such as by naming your brand or displaying your logo in credentials, client lists, or general portfolio references.

However, we will not publish a detailed public case study that reveals non-public strategy, screenshots, commercial terms, or performance data attributable to your business without your prior written consent.

16. No Guarantee and Limitation of Liability

We provide professional services, not guaranteed business outcomes.

We do not guarantee rankings, traffic, leads, installs, conversions, revenue, market share, or similar outcomes. Results depend on many factors outside our control, including platform algorithms, product quality, sales execution, pricing, competition, approvals, market conditions, technical implementation, and the completeness of data and access provided by you.

To the maximum extent permitted by law, our total aggregate liability arising out of or related to any engagement will not exceed the fees actually paid to us for the specific service giving rise to the claim during the 3 months preceding that claim.

We will not be liable for indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, lost revenue, lost data, or loss of business opportunity.

17. Third-Party Platforms and External Dependencies

Our services may depend on third-party platforms, tools, hosting, APIs, analytics systems, advertising systems, or marketplaces. We are not responsible for changes, outages, suspensions, API limits, algorithm updates, policy changes, account restrictions, or enforcement actions by those third parties.

Where reasonably possible, we will adapt delivery to material third-party changes, but such changes may require scope, budget, timeline, or strategy adjustments.

18. Consumer Rights

If you purchase our services as a consumer under mandatory applicable law, certain statutory rights may apply, including possible withdrawal rights for distance contracts.

If you ask us to begin performing services before any applicable withdrawal period expires, you expressly request immediate performance. Where permitted by law, you acknowledge that:

  • you may lose any right of withdrawal once the services have been fully performed
  • if you withdraw after performance has begun, you may be required to pay for the portion already performed up to the withdrawal date

Nothing in these Terms limits any non-waivable consumer rights that apply to you under mandatory law.

19. Governing Law and Disputes

These Terms are governed by the laws of Portugal, excluding conflict-of-law rules.

Before starting formal proceedings, the parties agree to try to resolve any dispute through good-faith discussion. If that fails, disputes shall be submitted to the competent courts of Portugal, unless mandatory law requires a different forum.

20. Changes to These Terms

We may update these Terms from time to time. The latest version will be published on this page with an updated effective date. Continued use of the website or continued ordering of services after an update constitutes acceptance of the revised Terms, except where mandatory law requires additional notice or consent.

21. Severability

If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect to the extent permitted by law.

22. Contact

If you have questions about these Terms of Service, contact us at: