Amplivus Terms of Service

1. Introduction

These Terms of Service ("Terms") govern your access to and use of the services provided by Amplivus LLC ("Amplivus," "we," "us," or "our") through amplivus.com and any related engagement. By visiting our website, requesting an audit, booking a call, or engaging us as a paying client, you agree to these Terms.

If you do not agree to these Terms, do not use our website or services.

2. Who We Are

Amplivus LLC is a US-based Amazon PPC management agency, registered at 5200 Lake Shore Dr, Waco, TX 76710. We provide Amazon advertising audit, management, and competitor analysis services to brands selling on Amazon.

For legal or contract questions, contact contact@amplivus.com.

3. Services We Provide

Amplivus offers the following services:

• Amazon PPC Audit. A written audit of your Amazon Ads account, delivered within 24 hours of receiving access. Provided on a one-time or recurring basis.
• Amazon PPC Management (Growth Engine). Full-service ongoing management of your Amazon Ads, including Sponsored Products, Sponsored Brands, Sponsored Display, Sponsored TV, and Amazon DSP campaigns.
• Amazon PPC Competitor Analysis. Research and reporting on competing brands, ASINs, and campaigns to inform your strategy.

The specific scope of any engagement is defined in a Statement of Work (SOW) or order form signed or accepted between you and Amplivus.

We do not provide listing copywriting, photography, video production, inventory forecasting, or general e-commerce consulting unless specifically agreed in writing.

4. Acceptance and Engagement

You enter into a binding agreement with Amplivus when:

• You sign a Statement of Work (SOW) or order form; OR
• You submit your first payment for services; OR
• You expressly accept our proposal in writing (email reply counts).

The earliest of these events starts your engagement.

5. Fees and Payment

Pricing model

Our services are priced as flat monthly retainers, typically ranging from $1,000 to $5,000 per month depending on scope. We do not charge a percentage of your ad spend. Pricing for each engagement is set in your SOW.

Payment terms

• Net 30: invoices are due within 30 calendar days of issue.
• Payment methods: Wise, PayPal, or direct bank ACH transfer.
• Currency: fees are billed in US dollars (USD) by default. For international clients, we can bill in Euros (EUR) or British pounds (GBP) by agreement, at the conversion rate noted on the invoice.
• Taxes: fees do not include applicable sales, use, VAT, GST, or similar taxes. You are responsible for any such taxes other than US federal income taxes on our net income.

Late payment

If an invoice is more than 15 days past due, we may:

• Charge interest at 1.5% per month (or the maximum allowed by law, whichever is lower) on the overdue balance
• Pause delivery of services until the balance is paid
• Suspend access to reports and dashboards
• Terminate the engagement after written notice

Pricing changes

We may adjust pricing for ongoing engagements with at least 30 days' written notice. You may terminate without penalty if you do not accept a price change (see Section 7).

6. Client Obligations

To deliver our services, you agree to:

• Grant and maintain access to your Amazon Seller Central, Amazon Ads Console, Amazon Vendor Central, or related platforms (delegated access only; we do not request your password)
• Provide accurate information about your business, products, margins, target ACoS or ROAS goals, and any constraints
• Respond to our requests for information, approvals, or decisions within a reasonable timeframe
• Maintain compliance with Amazon's policies for your products and listings
• Pay invoices on time per Section 5
• Notify us promptly of any account access changes, suspension notices, or other material issues affecting your Amazon account

Delays caused by missing access, missing information, or slow approvals are not our responsibility and may affect delivery timelines.

7. Cancellation and Termination

Month-to-month engagements

Our engagements are month-to-month with no long-term lock-in.

Either party may terminate the engagement with 30 days' written notice to the other party at any time. Notice can be delivered by email to contact@amplivus.com (from Amplivus) or to your designated contact email (from us).

During the 30-day notice period, we will continue delivering services and you will continue paying fees on the standard schedule.

Termination for cause

Either party may terminate immediately if the other party:

• Materially breaches these Terms and fails to cure within 15 days of written notice
• Becomes insolvent, files for bankruptcy, or ceases operations
• Engages in fraud, illegal activity, or activity that violates Amazon's policies

Effect of termination

On termination:

• All fees accrued through the termination date are due
• We will revoke our access to your Amazon accounts (you should also remove our access from your end)
• We will return or delete your confidential information per Section 9
• Sections 8, 9, 10, 11, 12, 13, and 14 survive termination

8. Performance Disclaimer

Amazon advertising performance depends on many factors outside our control, including but not limited to: product pricing, listing quality, inventory availability, review velocity, organic ranking, competitor activity, seasonality, Amazon algorithm changes, Amazon policy changes, and external market conditions.

We do not guarantee any specific outcomes, including but not limited to:

• A target Advertising Cost of Sales (ACoS) or Total ACoS (TACoS)
• A target Return on Ad Spend (ROAS) or Return on Investment (ROI)
• Sales growth, profit margin, conversion rate, click-through rate, or impression volume
• Buy Box win rate or organic ranking improvements
• Specific dollar amounts of revenue, savings, or wasted spend recovery

Past performance with other clients does not predict your results. Any forward-looking projections we share are estimates, not commitments.

9. Intellectual Property and Confidentiality

Your data and content

You retain ownership of:

• Your Amazon listings, ad creative assets, product images, brand assets, and all materials you provide to us
• Your customer data, sales data, and ad performance data
• Your trademarks, trade dress, and proprietary information

Deliverables

When you pay all applicable fees for a deliverable (audit report, custom strategy document, custom dashboard configuration), you receive a non-exclusive, royalty-free license to use that deliverable for your business.

Our methodology

We retain ownership of:

• Our internal methodologies, processes, frameworks, templates, training materials, and tools
• Aggregated, de-identified data and insights derived from our work across clients
• Our trademarks, brand assets, and proprietary materials including the Amplivus name and the amplivus.com website

Nothing in these Terms transfers ownership of our methodology or proprietary materials to you.

Confidentiality

Both parties agree to keep the other party's confidential information confidential during the engagement and for 5 years after termination.

Confidential information includes business strategy, pricing, customer data, financial information, and any information marked confidential or that a reasonable person would treat as confidential. It does not include information that is publicly available, already known to the receiving party, independently developed, or required to be disclosed by law.

10. Limitation of Liability

To the maximum extent permitted by law:

• Neither party is liable for indirect, incidental, consequential, special, or punitive damages, including loss of profits, loss of revenue, loss of data, loss of goodwill, or loss of business opportunity, even if advised of the possibility.
• Our total aggregate liability for any and all claims arising out of or related to these Terms or our services, whether in contract, tort, or otherwise, is limited to the greater of (a) three (3) months of fees paid by you to Amplivus in the most recent rolling 12-month period, or (b) the total fees paid by you to Amplivus in the 12 months preceding the event giving rise to the claim.

This limitation applies regardless of the legal theory and regardless of whether we knew or should have known about the possibility of such damages.

11. Indemnification

You agree to indemnify and hold Amplivus harmless from any third-party claims, losses, damages, or expenses (including reasonable attorney fees) arising from:

• Your products, listings, or business operations
• Your violation of Amazon's policies or applicable law
• Your breach of these Terms
• Any information, content, or materials you provide to us that infringe third-party rights
• Tax obligations on your sales or operations

We agree to indemnify you from any third-party claims that our methodology or deliverables (excluding anything you provided or directed) infringe third-party intellectual property rights, provided you notify us promptly and let us control the defense.

12. Disputes and Governing Law

Governing law

These Terms are governed by the laws of the State of Texas, United States, without regard to conflict-of-laws principles.

Dispute resolution

The parties will first attempt to resolve any dispute through good-faith negotiation. If unresolved within 30 days, either party may proceed to binding arbitration administered by JAMS or the American Arbitration Association (AAA) under their commercial arbitration rules. Arbitration will take place in McLennan County, Texas (or remotely by agreement). The arbitrator's decision is final and enforceable in any court of competent jurisdiction.

Either party may seek injunctive relief in a court of competent jurisdiction in McLennan County, Texas, to protect intellectual property or confidential information without first proceeding to arbitration.

You waive any right to participate in a class-action lawsuit or class-wide arbitration against Amplivus.

13. Force Majeure

Neither party is liable for delays or failures caused by events beyond their reasonable control, including natural disasters, pandemics, war, terrorism, government action, internet or platform outages (including Amazon outages or API failures), labor disputes, or supply-chain disruptions. The affected party must notify the other promptly and use reasonable efforts to resume performance.

14. General Provisions

Entire agreement

These Terms, together with any SOW or order form, constitute the entire agreement between you and Amplivus regarding our services and supersede any prior agreements.

Amendments

We may update these Terms from time to time. For ongoing client engagements, material changes take effect 30 days after we notify you by email. Continued use of our services after that date is your acceptance. For website visitors, the updated Terms take effect when posted.

Assignment

You may not assign or transfer these Terms or any engagement without our prior written consent. We may assign these Terms to a successor in a merger, acquisition, or asset sale.

Severability

If any provision of these Terms is held unenforceable, the remaining provisions remain in effect.

Waiver

A waiver of any breach is not a waiver of any future breach.

No third-party beneficiaries

These Terms do not create any rights for any third party.

Notices

Notices must be in writing and sent to the email addresses specified above or to a postal address provided in writing by the receiving party.

Headings

Section headings are for convenience only and do not affect interpretation.

Independent contractor

Amplivus is an independent contractor. Nothing in these Terms creates an employment, partnership, joint venture, or agency relationship between the parties.

15. Contact

For questions about these Terms, contact:

Amplivus LLC5200 Lake Shore Dr, Waco, TX 76710, United StatesEmail: contact@amplivus.com