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Terms of
Service

Entity Atlas Emberline LLC
Effective Date January 1, 2025
Jurisdiction Kentucky, United States

These Terms of Service ("Terms") govern your access to and use of the website, services, and deliverables provided by Atlas Emberline LLC ("Atlas Emberline," "we," "us," or "our"), a limited liability company registered in the Commonwealth of Kentucky. By engaging with our services, accessing our website, or entering into any service agreement with us, you acknowledge that you have read, understood, and agree to be bound by these Terms in their entirety. If you do not agree to these Terms, you may not use our services.

01

About Atlas Emberline and Scope of Services

Atlas Emberline LLC is a professional services firm specializing in search optimization advisory and digital marketing support. Our core offerings include website structure analysis for search visibility, content optimization guidance, organic performance review, and on-page SEO support. All services provided by Atlas Emberline are advisory and content-focused in nature.

Our services explicitly do not include, and we make no representation of providing, paid advertising management, media buying, programmatic advertising, operation or management of third-party advertising accounts (including but not limited to Google Ads, Meta Ads, or similar platforms), or any performance-based guarantees of search rankings, traffic volumes, or revenue outcomes.

The deliverables we produce — including reports, recommendations, audits, content templates, structural guidelines, and advisory documentation — represent professional guidance based on our analysis and expertise. The effectiveness of these deliverables depends on accurate implementation by the client and factors outside our control, including search engine algorithm changes.

02

Acceptance of Terms and Eligibility

By using our website or engaging our services, you represent and warrant that:

  • You are at least 18 years of age or the age of legal majority in your jurisdiction, whichever is greater;
  • You have the legal authority and capacity to enter into binding agreements;
  • If acting on behalf of a business entity, you have been duly authorized to bind that entity to these Terms;
  • Your use of our services complies with all applicable laws and regulations in your jurisdiction;
  • The information you provide to us is accurate, complete, and current.

We reserve the right to refuse service to any individual or entity at our sole discretion. These Terms may be updated periodically, and continued use of our services following any such update constitutes acceptance of the revised Terms.

03

Service Agreements and Engagement

Individual service engagements are governed by a separate written agreement, statement of work, or service order ("Service Agreement") executed between Atlas Emberline and the client. In the event of any conflict between these Terms and a specific Service Agreement, the Service Agreement shall prevail with respect to the subject matter therein.

Unless otherwise specified in a Service Agreement, the following general conditions apply to all engagements:

  • Services commence upon receipt of agreed payment or deposit as specified in the engagement proposal;
  • Timelines provided are estimates and may be subject to change based on client responsiveness and project complexity;
  • Client agrees to provide necessary access, information, and materials required to complete the agreed scope of work;
  • Any requests for additional work beyond the agreed scope will be assessed and quoted separately;
  • Atlas Emberline reserves the right to subcontract portions of the work to qualified professionals while remaining responsible for deliverable quality.
04

Payment Terms and Invoicing

All fees for services are specified in the applicable Service Agreement or engagement proposal. Unless otherwise agreed in writing, the following payment terms apply:

  • Project-based engagements require a fifty percent (50%) deposit prior to commencement of work, with the remaining balance due upon delivery of final deliverables;
  • Monthly retainer services are billed in advance at the beginning of each billing cycle;
  • Invoices are payable within fourteen (14) days of issuance unless otherwise specified;
  • Late payments may accrue interest at a rate of 1.5% per month on the outstanding balance;
  • Atlas Emberline reserves the right to suspend services for accounts with overdue balances exceeding 30 days;
  • All fees are quoted and payable in United States Dollars (USD).

Client is responsible for all applicable taxes, duties, and levies related to the purchase of our services, excluding taxes based on Atlas Emberline's net income. We will include applicable sales tax where required by law.

05

Intellectual Property and Deliverable Ownership

Upon receipt of full payment for services rendered, Atlas Emberline assigns to the client full ownership of the specific deliverables created for that client under the engagement, including reports, content templates, optimization briefs, and similar documents.

The following intellectual property rights are explicitly retained by Atlas Emberline:

  • All proprietary methodologies, frameworks, and processes used in delivering services;
  • All general knowledge, tools, techniques, and experience developed through our practice;
  • All pre-existing materials, templates, and tools that form part of our service infrastructure;
  • The Atlas Emberline brand, trademarks, logos, website content, and marketing materials.

Client grants Atlas Emberline a limited, non-exclusive license to use client's name and a general description of the engagement for portfolio and marketing purposes, unless the client expressly requests confidentiality in writing.

06

Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or sensitive information received from the other party in connection with the engagement. "Confidential Information" means any non-public information that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure.

Confidential Information does not include information that: (a) is or becomes publicly available through no breach of this agreement; (b) was rightfully known prior to disclosure; (c) is independently developed without use of the other party's confidential information; or (d) is required to be disclosed by law, provided that the disclosing party provides prior written notice where permissible.

Both parties agree not to disclose Confidential Information to third parties without prior written consent and to use Confidential Information solely for the purposes of the engagement. This obligation survives the termination of any service agreement for a period of three (3) years.

07

Disclaimer of Warranties

"Atlas Emberline makes no guarantee, warranty, or representation that our services will result in specific search ranking improvements, traffic increases, or revenue outcomes."

Our services are provided on an "as is" and "as available" basis. While we apply professional judgment and established methodologies, search engine algorithms are operated by third parties entirely outside our control and may change without notice. Results from SEO and content optimization work are inherently variable and dependent on numerous factors including, but not limited to, the competitive landscape, quality of implementation, domain authority, and external link profile.

Atlas Emberline expressly disclaims all warranties of any kind, whether express or implied, including without limitation any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. No oral or written information provided by Atlas Emberline shall create any warranty not expressly stated in these Terms.

08

Limitation of Liability

To the maximum extent permitted by applicable law, Atlas Emberline LLC, its members, managers, employees, contractors, and agents shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages arising from or in connection with our services or these Terms, including but not limited to loss of profits, loss of data, loss of goodwill, business interruption, or other intangible losses.

In no event shall Atlas Emberline's aggregate liability to you for all claims arising from or related to a specific engagement exceed the total fees paid by you for the specific service giving rise to the claim during the three (3) months immediately preceding the claim.

These limitations apply regardless of the theory of liability (contract, tort, negligence, strict liability, or otherwise) and even if we have been advised of the possibility of such damages.

09

Termination and Cancellation

Either party may terminate an engagement upon written notice in accordance with the terms set forth in the applicable Service Agreement. In the absence of a specific provision in the Service Agreement:

  • Either party may terminate with fourteen (14) days' written notice for monthly retainer engagements;
  • Project-based engagements may not be unilaterally terminated once work has commenced without payment for all work completed to date;
  • Atlas Emberline may terminate services immediately for cause, including non-payment, breach of these Terms, or conduct that is unlawful, abusive, or harmful to our staff or reputation;
  • Upon termination, client shall receive all completed deliverables to date, and Atlas Emberline shall retain all fees earned for work performed.

Sections of these Terms that by their nature should survive termination shall survive, including sections on intellectual property, confidentiality, limitation of liability, and dispute resolution.

10

Governing Law and Dispute Resolution

These Terms and any disputes arising from or related to them shall be governed by and construed in accordance with the laws of the Commonwealth of Kentucky, United States, without regard to its conflict of law provisions.

In the event of a dispute, both parties agree to first attempt to resolve the matter through good-faith negotiation within thirty (30) days of written notice. If resolution cannot be reached, the parties agree to submit the dispute to binding arbitration administered in Jefferson County, Kentucky, in accordance with the rules of the American Arbitration Association. The decision of the arbitrator shall be final and binding.

Notwithstanding the above, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent irreparable harm. You agree that any claims must be brought in your individual capacity and not as a plaintiff or class member in any class action or representative proceeding.

11

Modifications to These Terms

Atlas Emberline reserves the right to modify these Terms of Service at any time. When changes are made, we will update the effective date at the top of this document. Material changes will be communicated to active clients via the email address on file.

Your continued use of our services after any modification constitutes acceptance of the updated Terms. If you do not agree with the modifications, you must notify us in writing and discontinue use of our services. For active engagements, existing Service Agreements will continue to be governed by the Terms in effect at the time of signing unless both parties agree in writing to the updated Terms.

12

Miscellaneous Provisions

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it enforceable.

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. These Terms, together with any applicable Service Agreement, constitute the entire agreement between you and Atlas Emberline with respect to the subject matter hereof and supersede all prior agreements, representations, and understandings.

Neither party shall be in breach of these Terms to the extent that performance of their obligations is prevented by circumstances beyond their reasonable control, including natural disasters, government actions, internet infrastructure failures, or other force majeure events, provided that the affected party gives prompt written notice and takes reasonable steps to resume performance.

Questions about these Terms?

Atlas Emberline LLC

Email: help@atlasemberline.com

Phone: +1 270 812 7387

Address: 2210 Meadow Dr, Louisville, KY 40218

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Atlas Emberline

Search optimization and digital marketing support for businesses that value structure over shortcuts. Advisory and content-focused services. No paid advertising. No media buying. Only what holds.

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Services are advisory and content-focused. Does not include paid advertising management, media buying, or operation of advertising accounts.

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