1. Introduction

Welcome to SC Digital Group, LLC ("Company," "we," "us," or "our"). These Terms & Conditions ("Terms") govern your access to and use of our website sc-digital.com and any related digital marketing, consulting, design, development, or automation services (collectively, the "Services").

By accessing our website or engaging our Services, you agree to be bound by these Terms. If you do not agree, please refrain from using our website or Services. Electronic acceptance — including checking an "I Agree" box, confirming via email, or paying a deposit — constitutes a legally binding agreement under the Electronic Signatures in Global and National Commerce Act (E-SIGN Act) and applicable state laws.

2. Scope of Services

SC Digital Group provides digital marketing, web and application development, branding, automation, and related consulting services. Specific deliverables, milestones, and timelines are defined in individual proposals, quotes, or Statements of Work ("SOW"). Each SOW, once accepted in writing or electronically, becomes part of this agreement and is subject to these Terms unless otherwise expressly stated in writing.

3. Estimates, Proposals & Acceptance

Quotes or proposals are valid for thirty (30) days from the date issued unless otherwise specified. Project commencement occurs upon written or electronic acceptance and receipt of any required deposit. Client acceptance constitutes agreement to these Terms and to the scope, fees, and timelines described in the proposal.

4. Fees & Payment Terms

Unless otherwise stated in the applicable SOW:

• Invoices are due within thirty (30) days of the invoice date.
• Deposits or retainers are non-refundable once work has commenced.
• Late payments may incur a service charge of 1.5% per month (or the maximum permitted by applicable law) on the outstanding balance.
• We reserve the right to suspend work or withhold deliverables for accounts more than thirty (30) days overdue. Work suspension due to non-payment does not relieve the Client of the obligation to pay for completed work.
• All fees are quoted in U.S. Dollars and exclude applicable taxes, which will be added where required by law.
• Fees for third-party tools, platforms, advertising spend, and software subscriptions are not included in project fees unless expressly stated in the SOW.

5. Client Responsibilities

The Client agrees to:

• Provide timely feedback, content, approvals, and access to materials necessary for project completion.
• Designate a primary point of contact authorized to make decisions on the Client's behalf.
• Ensure all materials provided (including logos, copy, imagery, and data) do not infringe upon any third-party intellectual property rights.
• Grant SC Digital Group permission to use Client-provided materials solely for the purposes of completing the agreed project.

Delays in communication, approvals, or required materials may extend project timelines. SC Digital Group is not responsible for missed deadlines caused by Client delays.

6. Intellectual Property

6.1 Pre-Existing Materials

SC Digital Group retains all ownership rights to pre-existing assets, frameworks, code libraries, tools, templates, workflows, and methodologies developed independently of any specific client engagement ("Pre-Existing IP"). The Client receives a non-exclusive, royalty-free, perpetual license to use Pre-Existing IP as embedded or incorporated into final deliverables for their intended business purposes only. This license does not permit the Client to resell, sublicense, or distribute Pre-Existing IP independently.

6.2 Custom Deliverables

Upon receipt of full payment for a project, SC Digital Group assigns to the Client all rights, title, and interest in custom work created specifically and exclusively for that Client as part of the agreed scope ("Custom Deliverables"), including custom designs, custom-written code, and original written content. This assignment does not apply to Pre-Existing IP incorporated into those deliverables, which remains subject to Section 6.1.

6.3 Work-in-Progress

If a project is terminated before completion, ownership of work-in-progress remains with SC Digital Group until all outstanding balances for work performed are paid in full. Upon receipt of payment for completed work, SC Digital Group will provide the Client with all work completed to that point in a standard deliverable format.

6.4 Portfolio Rights

SC Digital Group may showcase completed work — including screenshots, descriptions, and results — in its portfolio, case studies, and marketing materials, unless the parties have executed a separate written confidentiality agreement that prohibits such disclosure.

7. Confidentiality

Both parties agree to keep confidential any proprietary, sensitive, or non-public information disclosed during the engagement, and to use such information solely for the purpose of fulfilling obligations under these Terms. This obligation survives the completion or termination of the engagement.

Confidential information does not include information that: (a) is or becomes publicly available through no breach of these Terms; (b) was known to the receiving party before disclosure; (c) is independently developed without reference to the confidential information; or (d) is received lawfully from a third party without a duty of confidentiality.

8. Revisions & Change Requests

Revisions included within the original project scope are specified in the applicable SOW. Any request that falls outside the agreed scope — including new features, design changes after approval, content additions, or additional platforms — will be treated as a Change Order. Change Orders require written agreement on revised scope, fees, and timelines before work begins. Change Order work is billed at our then-current standard hourly rate unless a fixed fee is agreed upon in writing. SC Digital Group is not obligated to begin out-of-scope work without a signed or electronically accepted Change Order.

9. Project Pause & Abandonment

9.1 Client-Initiated Pause

If the Client requests a pause in active work, SC Digital Group will accommodate reasonable requests where possible. A re-engagement fee may apply if the project has been paused for more than thirty (30) days and work must be resumed by restoring context, reviewing prior deliverables, or re-briefing personnel.

9.2 Project Abandonment

If the Client fails to respond to communications, provide required materials or approvals, or take necessary action for a period of forty-five (45) consecutive days, SC Digital Group may treat the project as abandoned. In that event, SC Digital Group will send written notice to the Client's last known contact information. If no response is received within ten (10) days of such notice, SC Digital Group may close the project, retain any deposits paid, and invoice for all work completed to that point. Restarting an abandoned project may require a new proposal and deposit.

10. Termination

10.1 Termination for Cause

Either party may terminate a project by written notice if the other party commits a material breach of these Terms and fails to cure that breach within ten (10) days of receiving written notice specifying the breach. Upon termination for cause by SC Digital Group, the Client shall pay for all work performed to the termination date. Deposits are non-refundable once project work has commenced.

10.2 Termination for Convenience

The Client may terminate a project for convenience by providing fourteen (14) days' written notice to SC Digital Group. Upon such termination, the Client shall pay for all work performed and expenses incurred through the termination date. Deposits are non-refundable. No further fees will be charged for work not yet commenced as of the notice date.

10.3 Post-Termination Obligations

Upon termination or expiration of any engagement:

• SC Digital Group will provide the Client with all completed deliverables paid for in full, in a standard format appropriate to the deliverable type.
• SC Digital Group will return or delete Client-provided materials and data within thirty (30) days of termination, unless retention is required by law.
• Client login credentials, assets, and account access will be transferred or revoked as reasonably requested.
• Sections relating to Intellectual Property, Confidentiality, Indemnification, Limitation of Liability, and Governing Law survive termination.

11. Warranties & Disclaimers

SC Digital Group will perform Services in a professional and workmanlike manner consistent with industry standards. Except as expressly stated, all Services are provided "as is" and "as available." We make no other warranties, express or implied, including any warranty of merchantability, fitness for a particular purpose, or non-infringement.

We do not warrant or guarantee specific outcomes from marketing, SEO, advertising, or automation services. Results depend on factors outside our control including market conditions, platform algorithm changes, competition, and Client-side factors. Any performance figures referenced in proposals or marketing materials are illustrative and not guarantees.

12. Limitation of Liability

To the fullest extent permitted by applicable law, SC Digital Group's total aggregate liability for any and all claims arising out of or related to these Terms or the Services shall not exceed the total fees paid by the Client for the specific project giving rise to the claim during the twelve (12) months preceding the claim.

SC Digital Group is not liable for any indirect, incidental, special, exemplary, punitive, or consequential damages — including loss of profits, revenue, data, goodwill, or business opportunity — even if SC Digital Group has been advised of the possibility of such damages. This limitation applies to all claims, whether based in contract, tort, negligence, strict liability, or otherwise.

13. Third-Party Tools & Integrations

Our Services may incorporate, recommend, or integrate with third-party platforms and providers (e.g., Google, Meta, GoHighLevel, Twilio, n8n, Semrush, hosting providers, CDN services, email platforms, and others). The Client acknowledges that:

• The functionality, availability, data practices, and pricing of third-party services are governed solely by those providers' own terms and policies.
• SC Digital Group is not responsible for outages, data loss, policy changes, pricing changes, or errors caused by third-party platforms.
• The Client is responsible for maintaining their own accounts and credentials for third-party tools unless the applicable SOW states otherwise.
• SC Digital Group may recommend tools that it uses or has affiliate or referral relationships with. Such relationships do not affect the quality of our recommendations.

14. Subcontractors

SC Digital Group may engage qualified independent contractors or subcontractors to assist in delivering Services. All subcontractors engaged in client work are required to maintain confidentiality obligations equivalent to those in Section 7 of these Terms. SC Digital Group remains responsible for the quality and delivery of work performed by subcontractors on Client projects. Client materials and information shared with subcontractors will be limited to what is necessary for the performance of the applicable work.

15. Indemnification

The Client agrees to indemnify, defend, and hold harmless SC Digital Group and its owners, officers, employees, and contractors from any and all claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Materials, content, data, or other resources supplied by the Client;
• The Client's misuse of deliverables or Services;
• The Client's breach of these Terms;
• Any claim that Client-provided materials infringe the intellectual property or other rights of any third party.

16. Non-Solicitation

During the term of any active engagement and for a period of twelve (12) months following its conclusion, the Client agrees not to directly solicit, recruit, or hire any employee, contractor, or subcontractor of SC Digital Group who was involved in the Client's project, without prior written consent from SC Digital Group. This provision does not apply to general public job postings not specifically targeting SC Digital Group personnel.

17. Governing Law & Dispute Resolution

These Terms are governed by the laws of the State of Georgia, U.S.A., without regard to conflict-of-law principles. Any dispute arising out of or relating to these Terms or the Services that cannot be resolved informally shall be resolved in the state or federal courts located in Fulton County, Georgia, and both parties consent to the personal jurisdiction of those courts.

Before initiating formal legal proceedings, both parties agree to attempt good-faith negotiation for at least fifteen (15) days following written notice of the dispute.

18. Force Majeure

SC Digital Group shall not be liable for any failure or delay in performing its obligations where such failure or delay results from circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, government actions, labor disputes, third-party platform outages, internet service disruptions, power failures, or cybersecurity incidents. In such events, SC Digital Group will notify the Client promptly and make reasonable efforts to resume performance as soon as practicable.

19. SMS / Text Message Communications

SC Digital Group may use Twilio or similar SMS platforms to send text messages to contacts who have explicitly opted in via our website contact form or other approved consent mechanisms.

• Opt-In: By providing your mobile phone number and checking the SMS consent checkbox on our contact form, you agree to receive automated text messages from SC Digital Group regarding project updates, service communications, and important account notices. Consent is not required to purchase any service.
• Message Frequency: Up to 4 messages per month. Frequency may vary based on the nature of your engagement.
• Message & Data Rates: Standard message and data rates may apply depending on your mobile carrier plan. SC Digital Group is not responsible for charges incurred from your carrier.
• Opt-Out: Reply STOP to any text message to unsubscribe. You will receive one confirmation and no further messages. To re-subscribe, reply START.
• Help: Reply HELP for assistance, or contact us directly via our Contact page.
• No Sharing: We do not sell, rent, or share your mobile phone number with third parties for their own marketing purposes.
• Carrier Support: SMS is available on all major U.S. carriers. SC Digital Group and its SMS providers are not liable for delayed or undelivered messages due to carrier issues.

For full details on how SMS data is collected, stored, and used, please see our Privacy Policy.

20. Website Disclaimer

The content on this website — including blog posts, articles, resources, case studies, and downloadable materials — is provided for general informational purposes only and does not constitute legal, financial, or professional advice. While SC Digital Group strives to keep information current and accurate, no warranties are made that the content is complete, reliable, or suitable for your particular situation. You should consult with appropriate licensed professionals before acting on any information found on this site.

This website may contain links to third-party websites or tools. These links are provided for convenience only and do not imply endorsement. SC Digital Group is not responsible for the content, availability, accuracy, or privacy practices of any third-party website or service.

Results referenced on this site — including marketing outcomes, performance metrics, or case study figures — are illustrative examples and are not guarantees. Actual results vary based on individual circumstances, market conditions, and factors outside of SC Digital Group's control.

21. General Provisions

21.1 Entire Agreement

These Terms, together with any applicable SOW, proposal, or written agreement between the parties, constitute the entire agreement between SC Digital Group and the Client with respect to the subject matter hereof, and supersede all prior or contemporaneous understandings, representations, warranties, and agreements, whether oral or written.

21.2 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision will be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible. The remaining provisions will continue in full force and effect.

21.3 Waiver

No failure or delay by either party in exercising any right or remedy under these Terms shall constitute a waiver of that right or remedy. A waiver of any breach does not waive any subsequent or other breach.

21.4 Assignment

SC Digital Group may assign these Terms or any rights or obligations hereunder to a successor entity in connection with a merger, acquisition, or sale of all or substantially all of its assets, provided the successor assumes all obligations under these Terms. The Client may not assign or transfer any rights or obligations under these Terms without SC Digital Group's prior written consent.

21.5 Electronic Acceptance

The Client acknowledges that electronic acceptance of these Terms — including email confirmation, form submission, digital signature, or payment of a deposit — constitutes a valid and binding agreement to these Terms to the same extent as a handwritten signature, in accordance with the E-SIGN Act and applicable state electronic signature laws.

21.6 Notices

Any formal notice required under these Terms shall be delivered in writing via email (with read receipt or written acknowledgment) or certified mail to the parties' last known contact addresses.

22. Modifications to Terms

We may update these Terms periodically to reflect changes in our business, legal requirements, or practices. Updated versions will be posted on this page with a revised "Last Updated" date. Continued use of our website or Services after changes are posted constitutes acceptance of the revised Terms. For active engagements, material changes will be communicated directly to affected Clients.

23. Contact Information

Questions regarding these Terms may be directed to: