One Wheel Marketing LLC - Terms of Service

Welcome to One Wheel Marketing LLC ("OWM"). By accessing our website, engaging with our services, or entering into agreements with us, you accept these Terms of Service ("TOS"). Please read them carefully. If you do not agree to these terms, do not use our services.

All of the elements listed below are thoughtfully created to establish clear expectations and guide us toward the shared goal of building a long-lasting and fruitful relationship that benefits everyone involved.

Definition: 60 Days' Notice

Wherever the term "60 days notice" is used in this Agreement, it shall mean that the notice must be provided in writing and received by the other party at least 60 days before the specified event or deadline. If the notice is received on or before the 1st of the month, the 60-day period will begin immediately. If the notice is received after the 1st of the month, the 60-day period will begin on the 1st of the following month.

1. General Terms

1.1 Scope of Services

OWM provides marketing services, including but not limited to:

  • Digital marketing strategy and execution

  • SEO & website optimization

  • Social media management & content creation

  • Video production & media services

  • Email marketing & lead nurturing

  • Branding & creative services

  • Paid advertising campaigns (Google, Facebook, etc.)

  • Consulting services & One Wheel 360™ membership

Each service may require communication or other agreements equivalent to a Statement of Work (SOW) describing items such as deliverables, timelines, and estimates.

Any changes or limitations to a SOW by the Client require reasonable written notice.

2. Indemnification

By engaging OWM, you acknowledge that:

  • We follow your directives, guidelines, and marketing strategies as approved by you.

  • You agree not to hold OWM liable for any claims arising from actions taken per your guidelines.

  • If legal action is brought against OWM due to following your guidelines, you will defend and indemnify OWM unless the claim results from OWM’s gross negligence or willful misconduct.

3. Confidentiality & Data Protection

OWM respects client confidentiality and protects proprietary information. However, we cannot guarantee absolute confidentiality in cases involving legally compelled disclosures.

3.1 Exclusions

Confidentiality does not apply to:

  • Information that becomes publicly available

  • Information independently developed without reference to the client’s materials

  • Information obtained lawfully from third parties

3.2 Data Usage & Privacy

  • OWM collects and analyzes marketing data to optimize client results.

  • Client-specific marketing data is not sold or shared with unauthorized parties.

  • By using our services, you agree to our Privacy Policy regarding data handling.

4. Fees, Payment & Billing

4.1 Payment Terms

  • To keep costs as low as possible, ACH billing is required once ad spend or media buys become part of the engagement

  • Retainer fees are prepaid and due upon receipt of an invoice unless otherwise specified

  • Non-retainer invoices must be paid within 5 days unless agreed upon otherwise

  • Disputes must be raised within 5 days of the invoice date; undisputed portions must be paid on time

  • OWM charges late fees for overdue payments

  • A logistics fee of up to 10% will be applied to reimbursements for expenses incurred on behalf of the client

  • A procurement fee of up to 30% may be applied when One Wheel Marketing sources and secures products or services on behalf of the client

4.2 Pricing Adjustments

  • OWM reserves the right to increase service fees annually based on the Social Security Administration Cost of Living Adjustment (COLA).

  • Third-party costs (e.g., paid ads, software, video hosting) are billed separately and subject to change.

4.3 Service Changes and Budget Flexibility

  • Campaigns and specific marketing services can be paused or cancelled with 60 days written notice. Unless requested in writing, in order to keep momentum toward goals, default or alternate services will begin automatically and billing will remain at the same level.

  • The fee for canceled projects that have been planned or started but not completed is 25% of the estimated remaining fee.

  • A minimum One Wheel 360™ or mMSP™ membership must be maintained at a level large enough to cover support and maintenance of each asset (Spoke). (see OW360™ page for details on Spokes)

  • 60 days notice is required to remove a Spoke from care. This allows for a thorough off-boarding process for a successful handoff

4.4 Definition: Time Renewal Policy when applicable

All service time allocations — whether tied to a retainer, packaged service, or project engagement — renew monthly on the same day of each month.

For clients on our Agency (One Wheel Activate™ / Team / Z) tier, time instead renews quarterly on the first day of each calendar quarter (Jan 1, Apr 1, Jul 1, Oct 1). This approach allows for more strategic use of larger blocks of time, especially when planned integrated campaigns or aligning with quarterly goals.

Hours do not roll over. This encourages focused progress and avoids procrastination. Time is used in rhythm with your strategic plan. Clients are encouraged to keep all scheduled planning sessions, avoid cancelling approved quarterly plans, and book projects and services in advance to maximize impact.

4.5 BoostBundle™ Use & Expiration

BoostBundles are a flexible way to accelerate marketing projects outside your standard plan. They are especially helpful for campaign pushes, rebrands, launches, or time-sensitive initiatives.

Each BoostBundle is valid for three (3) full calendar months from the date of purchase. For example, if purchased on May 10, it will remain active through August 31. Any unused hours after that period will expire with no rollover or credit.

That said, BoostBundles are designed for momentum. They’re built to help your team knock out priority projects, so it’s rare for them to expire unused. When deployed effectively, a BoostBundle can help your brand gain ground fast, hit key deadlines, and free up your core hours for strategic growth.

5. Service Delivery & Timelines

  • All stated delivery dates are estimates. OWM will make commercially reasonable efforts to meet them.

  • Delays caused by client inaction, late approvals, or force majeure events are not the responsibility of OWM.

  • Completion notices are sent via email or another agreed method.

6. Ownership & Intellectual Property

  • Client Materials
    Client retains ownership of its supplied materials. Client grants OWM a non-exclusive license to use Client materials during the engagement.

  • Data Usage
    OWM may collect and analyze data generated through its services (“Service Data”) to refine internal processes, measure performance, and improve future offerings. Client benefits from years of previous improvements. OWM will not sell or disclose the Client’s individually identifiable data to third parties except as needed to fulfill the SOW, with the Client’s permission, or where required by law.

  • Pre-Existing IP
    Any intellectual property OWM owned before this Agreement remains exclusively OWM’s.

  • License and Custom Work
    The Client receives 100% unlimited license for most finished, delivered files. Customizations (tools, services, and OWM-created processes, accounts, and strategies) are non-transferable. Refer to OWM’s Video & Media Policy and Files & Creative Policy for more details.

7. Cancellations, Service Changes, and Budget Reductions

Notice Requirement

Campaigns, marketing services, and memberships may be paused or cancelled with a minimum of sixty (60) days’ written notice prior to the renewal date. If notice is received on or before the 1st of the month, the notice period begins immediately; notices received after the 1st will take effect on the 1st of the following month. Services and billing will continue for two full months after the notice period begins, with no partial month adjustments.

Ongoing Services and Billing During Notice Period

​Default or alternate planned services will continue, and billing will remain at the current level through the notice period.

Project Cancellations

​For projects that have been planned or started but not completed, a 25% cancellation fee will be applied to the estimated remaining project fee.

One Wheel 360™ or mMSP™ Minimums

​A minimum One Wheel 360™ membership or mMSP™ service must be maintained at a level sufficient to cover the available support and/or maintenance of each active asset (Spoke). Two months’ written notice is required to remove any Spoke from care. This ensures proper offboarding, documentation, and successful transition of all logins.

System Access and mMSP™ Coverage

If the client wishes to cancel services and no longer be eligible for support from OWM at any point in the future, all system access, logins, and administrative permissions must be fully revoked from One Wheel Marketing by the end of the notice period.

Maintaining a mMSP™ (Marketing Managed Service Provider) service level is required to ensure ongoing protection, monitoring, and compliance of any platforms, accounts, or data that remain accessible by OWM. All benefits and terms of mMSP™ or OW360™ will apply.

Ongoing Expense Responsibility

​Cancellation does not relieve the client of responsibility for any continuing expenses such as hosting, ad spend, video hosting, active subscriptions, software or license renewals, migrations, or other still-active services or requests initiated prior or after termination.

Work During Cancellation Period

​Upon receipt of termination notice, One Wheel Marketing will complete approved and in-progress work but will not initiate new campaigns or placements. Budgets may be redirected or billed separately to ensure a smooth transition and continuity for any critical services.​

Proprietary Access

​The client retains full ownership and rights to control its domain name, website (excluding third-party or unowned integrations), Google Analytics, and Google Business Profile. Post-cancellation support or transition assistance is available upon request and will be billed at standard hourly rates. Custom campaigns, OWM set-up accounts, or working files are not eligible for transfer. Refer to OWM’s Video & Media Policy and Files & Creative Policy for more details.

Early Termination Fee

​If the client cancels prior to the end of the current term, they agree to pay the average monthly amount from the last six (6) active months (if greater than the current monthly rate) for each of the last two months of the 60-day cancellation period, plus 25% of the remaining term as an early termination fee.

8. Satisfaction Guarantee

OWM offers certain performance guarantees (e.g., growth goals, conversions, engagement increases) when:

  • Services are retained for at least one year at recommended budgets.

  • Baseline and goal metrics are defined collaboratively, in advance.

  • Clients allow OWM 60 days to improve results if targets are not met.

  • If still unmet, clients may pivot to another service or cancel without penalty.

Budget & Goal Expectations

In order to work toward goals, Client agrees to a 2-year plan to align their total marketing budget to a level similar to comparable organizations. The CMO Report will be the primary source for determining the appropriate budget, which is calculated as a percentage of revenue. Expectations for growth will be reasonably aligned with the budget, with organizational target revenue not expected until after the target budget is reached.

At any time use the following link to discuss how to get more out of your service

9. Force Majeure

OWM is not responsible for service delays due to unforeseen events beyond our control, such as natural disasters, pandemics, labor strikes, or government actions. In such cases, obligations are temporarily suspended.

10. Governing Law & Dispute Resolution

  • These Terms are governed by the laws of the State of Minnesota

  • The Parties agree to attempt informal resolution before pursuing litigation

11. Additional Terms

11.1 Independent Contractor

  • OWM operates as an independent contractor, not as an employee.

11.2 Severability

  • If any part of these Terms is deemed invalid, the rest remains in full effect.

11.3 Changes to Terms of Service

  • OWM reserves the right to update these Terms at any time.

  • Clients will be notified of material changes via email or website updates.

12. Contact Information

For questions regarding these Terms, contact us

By using our services, you agree to these Terms of Service. Continued use after modifications constitutes acceptance of the updated terms.