Terms & Conditions

Services

1. Coastal MPC provides marketing strategy, brand creation, website development, social media curation, event planning, and related consulting services as described in each Statement of Work (“SOW”). SOW’s may be in the form of a proposal, quote, or contract that may be digital or physical in nature.  
2. All deliverables, timelines, and fees will be outlined in the SOW. Any variances from these terms and conditions must be specified in the SOW, which will take precedence. Alternate Terms and Conditions provided by client on a purchase order, or similar document will not be valid unless documented and agreed to in the SOW. 
3. Client may agree to proceed with the work either by signing the SOW or indicating written acceptance via email, text, or other electronic or physical media. 
4. Any additional work or changes beyond the SOW must be approved in writing and may incur extra charges. 

Client Responsibilities

1. Provide timely feedback, approvals, assets, and information necessary for Coastal MPC to perform services.
2. Ensure all materials supplied (logos, text, photos) do not infringe third-party rights.
3. Appoint a primary contact authorized to make decisions and approvals. 

Payment Terms

1. Unless otherwise specified in the SOW, standard payment terms are Net 15. 
2. Unless otherwise specified in the SOW, for fixed fee engagements, Coastal MPC will invoice as follows: 

• A non-refundable deposit equal to 50% of the SOW value will be invoiced upon Agreement to Proceed with the engagement. 
• Coastal MPC will invoice Client for the remaining balance when Coastal MPC’s responsibilities, as defined in the SOW, are completed.
• Client may indicate acceptance of completion by paying the invoice, or if Client believes the responsibilities have not been fulfilled, a written notification should be sent by Client via Email to Coastal MPC detailing open items. If Client does not provide such written notification within 15 days of the Invoice date, all services will be considered accepted.

3. Unless otherwise specified in the SOW, for Time & Materials or staff augmentation services, Coastal MPC will invoice as follows: 

• Every two weeks, an invoice will be generated that details the services rendered during the previous fourteen calendar days. 
• Any project expenses for the period, including travel, meals, lodging, printing, materials, etc. will be detailed on the invoice. Client will only be responsible for expenses up to the budget established in the SOW unless additional written approval is provided. 
• Services detailed in a Time and Materials or Staff Augmentation SOW are considered complete and accepted upon resources being deployed to the customer project for the time period covered by the Invoice. 

4. If payment is more than 30 days overdue, Coastal MPC may suspend services until payment is received. Late payments incur interest at 1.5% per month (18% annual rate) or the maximum permitted by law, whichever is less. 

Termination

1. Either party may terminate this Agreement for material breach if the breach remains uncured 14 days after written notice. 
2. Either party may terminate this Agreement for convenience for any reason with 30 days’ written notice. 
3. Termination does not waive rights to payment for services rendered, inception invoices paid, or expenses incurred prior to termination.  

Intellectual Property

1. Coastal MPC retains ownership of all Intellectual Property developed prior to, during or after and engagement, including but not limited to all concepts, materials, methodologies, and deliverables. 
2. Upon full payment, Client receives a non-exclusive, perpetual license to use final deliverables for your internal business purposes. 
3. Coastal MPC may showcase non-confidential project work in our portfolio and marketing materials upon Client approval.

Confidentiality and Non-Solicitation 

1. Each party agrees to keep the other’s confidential information secure and not disclose it to any third party without prior written consent. 
2. Confidential information excludes materials that are publicly available or independently developed. 
3. During the term of this Agreement and for 12 months thereafter, Client agree not to directly or indirectly solicit, recruit, or hire any Coastal MPC employee, contractor, or consultant who performed services under this Agreement. 
4. If Client breaches this clause, Coastal MPC will invoice Client a placement fee equal to 50% of the individual’s then-current annual compensation or consulting fees. 
5. This section survives termination or expiration of this Agreement for the specified duration. 

Limitation of Liability 

1. To the maximum extent permitted by law, Coastal MPC’s total liability for any claim arising under this Agreement shall not exceed the total fees paid by you for the specific SOW giving rise to the claim. 
2. In no event will Coastal MPC be liable for any indirect, incidental, special, or consequential damages, including lost profits or business interruption. 

Indemnification 

Client agrees to indemnify and hold harmless Coastal MPC, its officers, employees, and agents from any claims, liabilities, losses, or expenses (including reasonable attorneys’ fees) arising out of: 

• Client breach of this Agreement.
• Client infringement of any third-party intellectual property or other rights.

 Changes to Terms 

Coastal MPC may update these Terms and Conditions at any time by posting a revised version on our website. The updated terms take effect upon posting. The Client’s continued use of Coastal MPC’s services after changes constitute acceptance. 

Governing Law
This Agreement is governed by the laws of the State of Minnesota, without regard to conflict of law principles. Any dispute shall be resolved in the state or federal courts located in Dakota County, Minnesota. 

Notifications to Coastal MPC 

Coastal MPC, LLC
12121 Galaxie Ave
Apple Valley, MN 55124
Email: finance@coastalmpc.com