Terms of Service
Acceptance of Terms
By accessing or using the website located at kohanamedia.com (the “Site”), or by engaging Kohana Media (“Kohana Media,” “we,” “us,” or “our”) for search engine optimization (SEO) or related digital marketing services, you (“you,” “Client,” or “User”) agree to be bound by these Terms of Service (“Terms”). If you do not agree to these Terms, do not use the Site or our services. If you are using the Site or our services on behalf of a business or other entity, you represent that you have the authority to bind that entity to these Terms.
Description of Services
Kohana Media is an SEO and digital marketing company. Through the Site and separate client engagements, we provide services that may include search engine optimization, keyword research, on-page and technical SEO audits, content strategy, link building, local SEO, reporting and analytics, and related digital marketing services (the “Services”). The Site itself is informational and promotional in nature; the specific scope, deliverables, timeline, and fees for any paid engagement are set out separately in a proposal, order form, statement of work, or signed service agreement (a “Service Agreement”). We may add, modify, or discontinue any feature of the Site or any Service offering at any time without notice.
Use of the Website
We grant you a limited, non-exclusive, non-transferable license to access and use the Site for your own personal or internal business purposes, subject to these Terms. You agree not to: (a) copy, reproduce, republish, or distribute the Site’s content except as permitted for normal personal use; (b) scrape, data-mine, or use automated means to extract content from the Site; (c) attempt to gain unauthorized access to the Site, our systems, or any account; (d) interfere with or disrupt the Site’s operation or security; (e) use the Site to transmit malware or unlawful content; or (f) misrepresent your identity or affiliation. We may suspend or restrict access to the Site for anyone who violates these Terms.
Accounts & Client Engagements
If the Site allows you to create an account (for example, to request a quote, access a client portal, or submit a form), you are responsible for maintaining the confidentiality of your login credentials and for all activity under your account. Notify us promptly of any unauthorized use.
These Terms govern your general use of the Site. If you engage us for paid Services, the specific terms of that engagement — scope of work, deliverables, timeline, reporting cadence, and fees — are governed by the applicable Service Agreement. If there is a conflict between these Terms and a signed Service Agreement, the Service Agreement controls for matters it specifically addresses.
Payment Terms
Fees for Services are set out in the applicable Service Agreement, proposal, or invoice. Unless otherwise agreed in writing: (a) invoices are due within fifteen (15) days of the invoice date; (b) recurring SEO engagements are billed monthly in advance; (c) late payments may accrue interest at the lesser of 1.5% per month or the maximum rate allowed by law, and we may suspend Services until past-due amounts are paid; and (d) all fees are non-refundable once work has begun, except as expressly stated in a Service Agreement. You are responsible for any sales, use, or similar taxes associated with the Services, excluding taxes on our net income.
Intellectual Property
All content on the Site — including text, graphics, logos, the Kohana Media name and branding, and the Site’s design and code — is owned by Kohana Media or our licensors and is protected by copyright, trademark, and other intellectual property laws. Nothing in these Terms transfers any ownership of that content to you.
Unless the applicable Service Agreement says otherwise, upon full payment, Client deliverables created specifically for a Client as part of a Service engagement (such as a custom content piece, audit report, or on-site changes made to the Client’s own website) become the Client’s property, excluding any Kohana Media pre-existing tools, templates, methodologies, or proprietary processes used to produce them, which we retain. We may reference completed engagements (without disclosing confidential details) in our own marketing and portfolio materials unless the Client requests otherwise in writing.
No Guarantee of Results
SEO and digital marketing results depend on factors outside our control, including search engine algorithm changes, competitor activity, market conditions, and changes a Client or third parties make to a website independently of our work. We do not guarantee any specific search ranking, traffic increase, conversion rate, or other outcome, and no statement on the Site or by any representative of Kohana Media should be interpreted as such a guarantee. Past results referenced on the Site or in our marketing materials are not a promise of similar results for any particular Client.
Disclaimers
THE SITE AND THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT THE SITE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE. WE DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF ANY CONTENT ON THE SITE. YOUR USE OF THE SITE AND THE SERVICES IS AT YOUR OWN RISK.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, KOHANA MEDIA AND ITS OWNERS, EMPLOYEES, AND CONTRACTORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATED TO THE SITE OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THE SITE OR THE SERVICES WILL NOT EXCEED THE TOTAL FEES PAID BY YOU TO KOHANA MEDIA FOR THE SERVICES GIVING RISE TO THE CLAIM IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY. Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you.
Indemnification
You agree to indemnify, defend, and hold harmless Kohana Media and its owners, employees, and contractors from any claims, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of: (a) your use of the Site; (b) your violation of these Terms; (c) content, instructions, or materials you provide to us for use in the Services; or (d) your violation of any law or third-party right, including intellectual property rights.
Third-Party Links & Tools
The Site and our Services may reference or link to third-party websites, platforms, and tools (such as analytics, search console, or advertising platforms) that we do not own or control. We are not responsible for the content, policies, or practices of any third party, and linking to or using a third-party tool as part of our Services is not an endorsement of that third party. Your use of any third-party website or tool is subject to that third party’s own terms and privacy policy.
Confidentiality
In the course of providing Services, we may receive non-public information about a Client’s business, website, analytics, or marketing strategy (“Confidential Information”). We will use Confidential Information only to perform the Services and will not disclose it to third parties except: (a) to subcontractors or tools bound by similar confidentiality obligations and needed to perform the Services; (b) with the Client’s consent; or (c) as required by law. This obligation does not apply to information that is or becomes publicly available through no fault of ours.
Termination
We may suspend or terminate your access to the Site at any time, with or without cause or notice, including for violation of these Terms. Either party may terminate an ongoing Service engagement as set out in the applicable Service Agreement; absent other terms, either party may terminate a month-to-month engagement with thirty (30) days’ written notice. Termination does not relieve Client of the obligation to pay for Services already rendered. Sections of these Terms that by their nature should survive termination (including Intellectual Property, Confidentiality, Limitation of Liability, Indemnification, and Governing Law) will survive.
Governing Law & Dispute Resolution
These Terms are governed by the laws of the State of NEVADA, without regard to its conflict-of-laws principles. Any dispute arising out of or relating to these Terms or the Services will be brought exclusively in the state or federal courts located in LAS VEGAS, NV, and you consent to personal jurisdiction there. Before filing a formal claim, the parties agree to attempt in good faith to resolve any dispute through informal negotiation for at least thirty (30) days.
Changes to These Terms
We may update these Terms from time to time. The “Effective date” at the top of this page reflects the most recent revision. Material changes will be posted on this page, and continued use of the Site or the Services after an update constitutes acceptance of the revised Terms. We encourage you to review this page periodically.
Contact Information
Questions about these Terms can be directed to:
Kohana Media Email: [email protected]
Website: kohanamedia.com
Copyright – Kohana Media INC 2023