The Watson Agency Terms and Conditions

Last updated: August 2026

These Terms and Conditions ("Terms") are a binding agreement between you and The Watson Agency ("The Watson Agency," "we," "us"). Please read them carefully. Section 10 requires most disputes to be resolved by binding individual arbitration instead of in court.

1. Who we are and what these Terms cover

The Watson Agency is a marketing agency headquartered in Scottsdale, Arizona. These Terms apply to your use of thewatson.agency, jeremiewatson.com, and any related portals, forms, or tools we operate (the "Platform").

If you are a client, our marketing services are governed by the written Service Agreement, proposal, or statement of work you sign with us (the "Service Agreement"). If these Terms and your Service Agreement conflict, the Service Agreement controls. These Terms fill in only where the Service Agreement is silent.

You must be at least 18 years old and able to enter a binding contract to use the Platform or engage our services.

2. Accounts and information you provide

Some parts of the Platform, such as client portals, may require an account. You agree to give accurate information, keep your login credentials secure, and tell us promptly at [email protected] if you believe your account has been used without permission. You are responsible for activity under your account that results from your failure to keep your credentials secure.

We collect and use personal information as described in our Privacy Policy.

3. Your content and materials

You own your materials. Logos, brand assets, photos, video, copy, customer lists, data, and anything else you provide to us ("Client Materials") remain yours.

Limited license to do the work. You give us a non-exclusive, royalty-free license to use, copy, edit, and adapt Client Materials only as needed to provide the services you engaged us for, during the engagement. We may share Client Materials with our team members and subcontractors only for that purpose, and they are bound by the same confidentiality obligations as we are. This license ends when the engagement ends, except for copies we must keep for legal, tax, or record-keeping reasons.

Deliverables. Ownership of finished deliverables (ads, websites, content, and similar work) is set out in your Service Agreement. Unless it says otherwise, once you have paid in full, you own the final deliverables created specifically for you.

Portfolio use. We will only feature your name, logo, results, or work in our marketing or case studies with your written permission (email is fine). You may withdraw that permission for future use at any time.

Your responsibility. You confirm you have the rights to the Client Materials you give us, and that using them as you direct will not infringe anyone else's rights.

4. Confidentiality

Each of us may share non-public business information with the other, such as strategy, pricing, customer data, account access, and performance results ("Confidential Information"). Each party will use the other's Confidential Information only to carry out the engagement, protect it with reasonable care, and not disclose it except to people who need it for the engagement and are bound to keep it confidential.

This does not cover information that is already public, was already known to the receiving party, is independently developed, or must be disclosed by law (with prompt notice to the other party where allowed). These obligations last during the engagement and for two (2) years after it ends, and indefinitely for login credentials, customer data, and trade secrets.

At the end of the engagement, on request, each party will return or delete the other's Confidential Information, except for copies kept for legal or record-keeping reasons.

5. Our intellectual property

The Watson Agency name and logo, the Platform's design and content, and our proprietary methods, including the C.L.A.S.S. Framework, templates, training materials, and internal tools ("Agency IP"), belong to The Watson Agency or its licensors.

If Agency IP is built into a deliverable we create for you, you receive a non-exclusive, perpetual license to use it as part of that deliverable for your business. You may not resell, republish, or teach our frameworks or templates as your own product without our written permission.

If you send us feedback or suggestions about our services, we may use them to improve our services without obligation to you. This does not give us any rights to your Client Materials or Confidential Information.

6. Acceptable use

When using the Platform, you agree not to:

  • Break any law or infringe anyone's intellectual property or privacy rights
  • Upload content that is unlawful, defamatory, harassing, sexually explicit, or that promotes violence or discrimination
  • Scrape, copy, or extract data from the Platform by automated means without our permission
  • Interfere with the Platform's security or operation, or try to access accounts or data that are not yours
  • Use the Platform to send spam or misleading content

We may remove content or suspend Platform access that violates this section. Where practical, we will tell you why and give you a chance to fix the issue first.

7. Results and disclaimers

No guaranteed results. Marketing outcomes depend on factors outside our control, including ad platform rules and algorithms, market conditions, your offer and pricing, and how quickly you respond to leads. Unless your Service Agreement states a specific guarantee, we do not promise particular revenue, leads, followers, rankings, or return on ad spend. Past results for other clients do not predict yours.

Third-party platforms. We work with platforms such as Meta, Google, YouTube, and others that we do not control. We are not responsible for their outages, policy changes, account restrictions, or billing, though we will help you address issues that affect your campaigns.

The Platform. Our websites and portals are provided "as is." We work to keep them available and secure but do not guarantee they will be uninterrupted or error-free. To the extent the law allows, we disclaim implied warranties such as merchantability and fitness for a particular purpose. This does not limit any express commitments in your Service Agreement.

8. Limitation of liability (applies to both parties)

To the extent the law allows:

  1. Neither party is liable to the other for indirect, incidental, special, consequential, or punitive damages, including lost profits or lost data, even if advised they were possible.
  2. Each party's total liability arising from the engagement or these Terms is limited to the fees you paid us in the twelve (12) months before the event giving rise to the claim. If you use only the Platform and have not paid us any fees, our total liability is limited to $100.

These limits do not apply to: a party's fraud, gross negligence, or willful misconduct; breach of the confidentiality section; a party's indemnity obligations under Section 9; your obligation to pay fees owed; or any liability that cannot legally be limited.

9. Indemnification (applies to both parties)

You will defend and cover The Watson Agency against third-party claims arising from Client Materials you provided, your products or services, or instructions you gave us that we followed.

We will defend and cover you against third-party claims that original work we created for you (not including Client Materials or third-party assets you approved) infringes someone's intellectual property, or that arise from our gross negligence or willful misconduct.

The party seeking protection must notify the other promptly, let it control the defense with counsel reasonably acceptable to both, and cooperate reasonably. Neither party may settle a claim that admits fault or creates obligations for the other without that party's written consent.

10. Dispute resolution and binding arbitration

We want to resolve any disagreement quickly and fairly. Disputes follow these steps, in order:

  1. Talk first (30 days). The party with a concern sends written notice to the other (for us: [email protected]) describing the issue and the outcome sought. Both parties will negotiate in good faith, including at least one call or meeting between decision-makers, for 30 days.
  2. Mediation (optional, 30 days). If the issue is not resolved, either party may propose non-binding mediation with a mutually agreed mediator in Maricopa County, Arizona, or by video. Mediation fees are split equally. If the other party declines or mediation does not resolve the dispute within 30 days, either party may begin arbitration.
  3. Binding arbitration. Any unresolved dispute, claim, or controversy arising out of or relating to these Terms, the Platform, or our services, including questions about whether a dispute must be arbitrated, will be decided by final and binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules (or its Consumer Arbitration Rules if you are using our services for personal, family, or household purposes).
    • Arbitrator: a single neutral arbitrator.
    • Location: Maricopa County, Arizona, or by video or written submissions if both parties agree. For claims under $25,000, either party may ask that the arbitration be decided on documents or by video, without travel.
    • Law: the Federal Arbitration Act governs this section; the arbitrator applies Arizona law and may award any remedy a court could award on an individual basis.
    • Fees: filing and arbitrator fees follow the AAA rules. For claims under $10,000 brought by a client, we will pay the AAA filing, administrative, and arbitrator fees beyond what you would pay to file in court. Each party pays its own attorneys' fees unless the arbitrator awards them under applicable law or the Service Agreement.
    • Judgment: the arbitrator's award is final and may be entered as a judgment in any court with jurisdiction.
    • Confidentiality: the arbitration and its result will be kept confidential except as needed to enforce the award or as required by law.
  4. Exceptions. Either party may (a) bring an individual claim in small claims court in Maricopa County if it qualifies, and (b) ask a court for an emergency order to protect confidential information or intellectual property while arbitration is pending.
  5. Individual claims only. Disputes will be resolved only on an individual basis, not as a class, collective, or representative action. If this class waiver is found unenforceable for a particular claim, that claim (and only that claim) will be heard in court, not arbitration.
  6. Time limit. A claim must be started within one (1) year after the party knew or should have known of it, unless a longer period is required by law.
  7. Opt-out. You may opt out of this arbitration section by emailing [email protected] with the subject "Arbitration Opt-Out" within 30 days of first accepting these Terms or signing your Service Agreement. Opting out does not affect any other part of our relationship.
  8. Severability. If any part of this section is found unenforceable, the rest remains in effect. Any dispute that ends up in court will be heard by the state or federal courts in Maricopa County, Arizona, and both parties waive a jury trial to the extent the law allows.

11. Governing law

These Terms are governed by the laws of the State of Arizona, without regard to conflict-of-law rules, and by the Federal Arbitration Act for Section 10. Nothing in these Terms removes consumer rights that cannot be waived under the law where you live.

12. Changes to these Terms

We may update these Terms from time to time. For material changes, we will email active clients and post the updated Terms with a new "Last updated" date at least 30 days before they take effect.

Changes never apply retroactively. They do not change the terms of a Service Agreement you have already signed unless both parties agree in writing, and they do not apply to any dispute that arose before the change took effect. If you do not agree with an update, you may stop using the Platform and, as a client, end your engagement under your Service Agreement's cancellation terms.

13. Termination

Ending a client engagement, including notice periods, refunds, and final payments, is governed by your Service Agreement.

You may stop using the Platform at any time. We may suspend or end your Platform access if you materially breach these Terms and do not fix the breach within 10 days of written notice, or immediately if needed to prevent fraud, a security risk, or legal harm.

When an engagement ends, we will hand over account access, ad accounts, and assets that belong to you, and return or delete your Client Materials on request, once any undisputed fees are paid. Sections that by their nature should continue (ownership, confidentiality, limitation of liability, indemnification, and dispute resolution) survive termination.

14. General provisions and contact

  • Independent contractors. We are independent contractors; nothing here creates a partnership, joint venture, or employment relationship.
  • Force majeure. Neither party is liable for delays caused by events beyond its reasonable control, such as natural disasters, outages of major platforms, or government action. Payment obligations for work already performed are not excused.
  • Assignment. Neither party may assign these Terms without the other's written consent, except to a successor in a merger or sale of substantially all of its business, with notice.
  • Severability. If any provision is unenforceable, it will be limited to the minimum extent necessary and the rest stays in effect.
  • No waiver. Not enforcing a provision once does not waive the right to enforce it later.
  • Electronic communications. You agree we may communicate and deliver notices electronically, including by email.
  • Entire agreement. These Terms, our Privacy Policy, and any Service Agreement are the full agreement between us on this subject. Any change must be in writing and agreed by both parties, except updates made under Section 12.
  • California users. Under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by phone at (916) 445-1254 or (800) 952-5210.

Contact: The Watson Agency, 15333 N Pima Rd, Suite 305, Scottsdale, AZ 85260 · [email protected]