Effective Date: April 10, 2025
Fourth Cliff Co. d/b/a Floodlight (“Floodlight,” “we,” “us”)
By accessing or using our services, you agree to be bound by these Terms and Conditions (“Terms”). If you do not agree, you may not use our services.
Floodlight provides digital advertising and marketing services as outlined in signed insertion orders, statements of work, or service agreements. Services may be subject to change based on platform policies, data access, or availability of third-party technology. Floodlight is not liable for disruptions caused by external vendors or platforms.
You agree to: (a) Provide accurate and timely information; (b) Deliver all required creative assets, data, and access necessary to execute the campaign; (c) Comply with all applicable laws, regulations, and platform policies.
You are solely responsible for securing all rights, licenses, consents, and permissions for any content or data you provide to Floodlight. Any delays caused by your inaction or noncompliance do not excuse payment obligations.
All materials, tools, insights, software, and deliverables developed or provided by Floodlight are the sole property of Floodlight or its licensors. You may not: (a) Copy, alter, or reverse engineer any part of the services; (b) Use Floodlight resources to build a competing service; (c) Solicit Floodlight’s contractors or employees for competitive purposes.
All rights not expressly granted are reserved.
You agree not to disclose or exploit any confidential or proprietary information received from Floodlight. This includes strategic plans, data, business methods, user information, and performance metrics. These obligations remain in effect after termination of services.
– Setup fees and creative fees are invoiced upon completion of the insertion order and are due upon receipt.
– Monthly media spend is invoiced on the date of campaign launch, and payment is due within thirty (30) calendar days of that date.
– Monthly spend invoices will continue on a monthly cycle for the duration of the campaign.
All invoices are final and not subject to dispute. Late payments may result in service suspension, removal of tracking tags, or interest charges of 1.5% per month (or the maximum rate allowed by law). Termination does not cancel any outstanding payment obligations.
All services, subscriptions, and media spend are non-refundable and non-cancelable. Floodlight is not obligated to issue refunds for any reason. In rare cases, we may, at our sole discretion, apply a service credit toward future services.
Floodlight is not liable for failure or delay resulting from causes outside its control, including acts of God, utility or internet outages, platform malfunctions, labor disputes, or governmental actions.
All disputes shall be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules.
– Venue: Norfolk County, Massachusetts
– Language: English
The arbitrator may award any relief available under applicable law, and judgment on the award may be entered in any court of competent jurisdiction.
By agreeing to these Terms, you waive your right to a trial by jury and to participate in a class action.
Floodlight shall not be liable for any indirect, incidental, consequential, or punitive damages, including loss of profits, revenue, data, or business.
Total liability, if any, shall not exceed the amount you paid Floodlight in the six (6) months preceding the claim.
In any arbitration or legal proceeding related to these Terms, the prevailing party is entitled to recover reasonable attorney’s fees and costs.
You agree to indemnify, defend, and hold harmless Floodlight, its employees, officers, agents, and partners from any claims, damages, or losses resulting from:
– Your use of the services;
– Your violation of these Terms or any law;
– Your content or data.
Floodlight may assume control of its own defense at its discretion and expense.
Floodlight may suspend or terminate services at any time, with or without cause. No refunds will be issued upon termination. Payment obligations and confidentiality survive termination.
We may link to or integrate with third-party platforms (e.g., ad networks, analytics tools). We are not responsible for the content, services, or privacy practices of those platforms. Use of third-party services is at your own risk.
We may update these Terms at any time by posting the revised version on our website. Continued use of our services after updates constitutes your acceptance. Floodlight may, but is not obligated to, provide notice of material changes.
These Terms are governed by the laws of the Commonwealth of Massachusetts, without regard to its conflict of law rules.
If there are any questions regarding our Terms and Conditions, please contact us at info@getfloodlight.com.