Terms of Service

Welcome to Overark. These Terms of Service ("Terms" or "Agreement") is a legally binding contract between Overark, a Florida LLC ("Overark," "Company," "we," "us," or "our"), and the individual or entity accessing, purchasing, or using our services ("Client," "you," or "your").

By clicking "I Agree," checking a box indicating your acceptance, submitting payment through a payment link or invoice provided by Overark, or otherwise purchasing or using the services, you agree to be bound by the terms of this Agreement. Payment of any invoice or payment link constitutes acceptance of these Terms. If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these terms.

This Agreement is the complete and exclusive agreement between the Parties and supersedes any prior or contemporaneous proposals, communications, or understandings. No other contract, signed SOW, or separate agreement is required for Overark to begin or continue providing services. The act of paying an invoice or payment link is the Client's affirmative acceptance of these Terms.

Overark and Client may each be referred to as a "Party" and collectively as the "Parties."

This Agreement establishes the general terms governing services provided by Overark to Client. Specific services, deliverables, fees, timelines, and other engagement details will be set forth in the item description provided on your invoice, payment link, or proposal at the time of purchase. A separate signed SOW is not required unless explicitly requested by Overark.

Overark grants you a limited, non-exclusive, non-transferable license to access and use overark.com for lawful purposes in accordance with these Terms. You may not copy, reproduce, distribute, scrape, frame, mirror, or republish any content from overark.com without our express written permission.

You agree not to attempt to gain unauthorized access to any part of overark.com, its server, database, or any related systems; not to interfere with the security or operation of the site; and not to use automated tools, bots, or scripts to extract data except as expressly permitted by Overark.

All logos, custom website layouts, graphics, branding, and content on overark.com belong exclusively to Overark and are protected by applicable intellectual property laws. None of this material may be copied, reproduced, or reused without our express written permission.

3.1 Services — Client engages Overark to provide the digital presence services described in applicable SOWs. Depending on the engagement, services may include website design and development, website management, SEO, GEO, content, digital marketing, digital strategy, optimization, technology services, and related services.

3.2 Statements of Work — Each engagement is defined by the invoice, payment link, or proposal provided to Client, which identifies the specific services being purchased, applicable deliverables, fees, term, and other service-specific requirements. Only services expressly included in the invoice, payment link, or proposal are included in Client's engagement. The item description on the invoice or payment link serves as the governing service description and acts in lieu of a separate signed SOW. A formal signed SOW is only required if Overark explicitly requests one.

3.3 Changes in Scope — Requests outside the agreed scope may require additional fees or a written change order. Overark is not obligated to perform out-of-scope work until the Parties agree to the applicable terms.

4.1 Professional Services — Overark will perform the services in a commercially reasonable and professional manner consistent with the applicable SOW.

4.2 Methods and Strategy — Overark retains reasonable discretion over the tools, methods, technologies, workflows, and strategies used to perform the services unless an SOW expressly requires otherwise.

4.3 Changes in Technology — Because digital platforms, search engines, AI systems, software, and industry practices continually change, Overark may reasonably adjust its methods and strategies when necessary to perform the services effectively.

Client agrees to provide accurate and complete information reasonably necessary for Overark to perform the services.

Client agrees to provide timely access to websites, accounts, platforms, systems, materials, and credentials reasonably required for the engagement.

Client agrees to provide reasonable feedback, approvals, and decisions.

Client agrees to maintain ownership and authority over Client-controlled accounts and properties.

Client agrees to ensure that Client-provided materials may lawfully be used by Overark.

Client agrees to cooperate reasonably with Overark throughout the engagement.

Client-caused delays, lack of access, inaccurate information, or failure to provide required approvals may affect timelines and results and will not constitute a breach by Overark.

Client authorizes Overark to access and modify Client's digital properties to the extent reasonably necessary to perform the services described in an applicable SOW. This may include websites, CMS platforms, hosting environments, analytics systems, search platforms, business profiles, advertising accounts, APIs, and other third-party services.

Client represents that it has authority to provide such access. Overark will use such access only for legitimate purposes related to the engagement.

7.1 Fees — Client will pay the fees specified in the applicable invoice, payment link, or proposal provided by Overark. Unless otherwise stated, all fees are stated in U.S. dollars and are exclusive of applicable taxes.

7.2 Recurring Services — Unless otherwise stated in an applicable SOW, recurring service fees are billed in advance for each applicable service period.

7.3 Payment Authorization — Client authorizes Overark to charge the payment method provided by Client for recurring fees and other amounts properly due under this Agreement or an applicable SOW. Overark may use Stripe or another third-party payment processor to process such payments.

7.4 Late Payment — Amounts not paid when due may accrue a late fee of 1.5% per month or the maximum amount permitted by applicable law, whichever is less. Client is also responsible for any reasonable costs incurred by Overark in collecting overdue amounts, to the extent permitted by law.

7.5 Suspension — Overark may suspend or pause services for materially overdue balances after providing reasonable notice to Client. Suspension of services does not waive or eliminate Client's obligation to pay amounts already due or otherwise owed under this Agreement or an applicable SOW.

7.6 Expenses and Third-Party Costs — Unless expressly included in an applicable SOW, Client is responsible for third-party costs associated with the services, including hosting, domains, software, advertising spend, paid tools, licenses, plugins, APIs, and other external services.

7.7 Taxes — Client is responsible for all applicable sales, use, excise, or similar taxes arising from the purchase of services, excluding taxes imposed on Overark's net income.

8.1 Agreement — This Agreement begins on the Effective Date (the date Client submits payment through an invoice or payment link) and continues until terminated in accordance with this Section.

8.2 Subscription Terms — Each invoice, payment link, or proposal will specify the initial term, renewal terms, and any minimum commitment for the applicable service.

8.3 Termination for Breach — Either Party may terminate this Agreement or an affected SOW if the other Party materially breaches the Agreement and fails to cure the breach within ten (10) days after receiving written notice.

8.4 Termination for Convenience — After any applicable minimum commitment period, either Party may terminate a recurring subscription with fifteen (15) days' written notice (which may be submitted via email) unless the invoice or proposal states otherwise. For monthly subscriptions without a minimum commitment, cancellation takes effect at the end of the current billing cycle and does not require advance notice beyond submission via email.

8.5 Immediate Suspension or Termination — Overark may immediately suspend or terminate services where reasonably necessary due to nonpayment, illegal activity, fraud, security threats, abusive conduct, unauthorized system access, or conduct creating material legal or operational risk.

8.6 Effect of Termination — Client remains responsible for all fees and approved expenses incurred through the effective termination date, including any amounts owed under applicable minimum commitments. Except where otherwise required by law or expressly stated in an SOW, fees already paid are non-refundable.

9.1 Services Are Active Only While Paid — Unless an applicable invoice, payment link, proposal, or signed writing expressly provides otherwise, Overark's recurring and subscription services remain active only while Client's account is current. Services are not perpetual and do not continue indefinitely after a single payment.

9.2 Deactivation Upon Non-Payment or Termination — If Client fails to pay any amount when due, cancels, or otherwise terminates a recurring service, Overark may take down, deactivate, pause, or stop performing the affected service without further notice. This includes, without limitation: (a) leased or subscription websites may be taken offline, unpublished, or rendered inaccessible; (b) AI Receptionist and similar automated services will be deactivated and will no longer answer, route, respond to, or handle calls or messages; (c) GEO, SEO, and related optimization services will cease, and Overark will no longer manage, optimize, monitor, or make changes to Client's accounts, listings, content, or campaigns; and (d) advertising and campaign management services will pause or cease, and Overark is not responsible for campaign performance, spend, or results after deactivation.

9.3 No Obligation to Maintain After Termination — Upon termination or expiration of any recurring service for any reason, Overark has no obligation to maintain, host, monitor, update, optimize, support, or otherwise continue the affected deliverables, accounts, or services. Client is solely responsible for arranging continued hosting, management, or service with a third party if desired.

9.4 Leased and Subscription Deliverables — For websites, AI Receptionist, and other deliverables provided under a lease, subscription, or recurring-payment model (rather than a fully paid one-time purchase), Client receives only a right to use the deliverable while payments are current. Upon non-payment or termination, that right ends, Overark may take the deliverable offline or deactivate it, and Client does not receive ownership, source files, credentials, or continued access unless expressly provided in a signed writing.

9.5 No Liability for Deactivation — Overark is not liable for any business impact, lost leads, lost sales, downtime, reduced visibility, lost rankings, or lost revenue resulting from the suspension, deactivation, or takedown of services due to non-payment or termination. Reinstatement of services may require payment of all past-due amounts and a reinstatement fee at Overark's discretion.

10.1 Client Materials — Client retains ownership of materials, trademarks, logos, content, data, and other intellectual property supplied to Overark by Client.

10.2 Overark Materials — Overark retains ownership of its pre-existing and independently developed materials, systems, processes, methodologies, templates, frameworks, tools, software, workflows, know-how, and other intellectual property.

10.3 Client Deliverables — Subject to Client's full payment of all amounts due, Client receives the ownership or license rights expressly provided for custom deliverables in the applicable SOW.

10.4 Embedded Materials — If Overark Materials are incorporated into a deliverable, Overark retains ownership of those materials and grants Client a limited right to use them as part of the applicable deliverable, subject to this Agreement.

10.5 Unpaid Work — Overark is not required to transfer ownership, source files, credentials, or final deliverables for work that has not been fully paid for.

Each Party may receive confidential or proprietary information belonging to the other. Each Party agrees to use the other's confidential information only for purposes of the business relationship and to protect it using reasonable care.

Confidential information does not include information that is publicly available through no breach, was already lawfully known, is independently developed, or is safely obtained from another source without a confidentiality obligation. A Party may disclose confidential information when legally required to do so.

Overark's services may depend upon third-party platforms, including search engines, AI systems, hosting providers, domain registrars, social platforms, advertising platforms, analytics providers, APIs, software providers, and other services. Overark does not control and is not responsible for third-party algorithm changes, policy changes, account suspensions, or indexing decreases, service outages, data losses, or modifications to third-party terms of service that may affect the performance or delivery of Overark's services.

13.1 General Disclaimer — Except as expressly stated in a signed writing by an authorized representative of Overark, all services and deliverables are provided on an "as is" and "as available" basis. To the maximum extent permitted by law, Overark disclaims all warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, title, non-infringement, and warranties arising from course of dealing or usage of trade.

13.2 No Guarantee of Results or Performance — Overark does not guarantee, represent, or warrant any specific outcome, result, ranking, or business performance from the services. Without limiting the foregoing, Overark makes no guarantee regarding: (a) search engine rankings, placement, indexing, or inclusion in search results; (b) organic or paid traffic volumes, click-through rates, impressions, or conversions; (c) AI engine visibility, citations, mentions, or Generative Engine Optimization (GEO) results; (d) lead generation, sales, revenue, return on investment, or any specific business outcome; (e) advertising performance, return on ad spend, cost-per-click, or campaign results; (f) website uptime, speed, accessibility, or availability beyond any express uptime stated in a service description; (g) influencer reach, engagement, follower growth, or campaign performance; or (h) the continued availability, functionality, or policies of any third-party platform, API, advertising network, AI system, or search engine.

13.3 Fluctuation and Third-Party Control — Search algorithms, AI systems, advertising networks, social platforms, and other third-party technologies change frequently and are outside Overark's control. Results from SEO, GEO, advertising, content, and related services may fluctuate, decline, or disappear over time due to factors beyond Overark's control, including algorithm updates, policy changes, competitor activity, and market conditions. Past or current performance does not indicate or guarantee future results.

13.4 No Reliance on Marketing Statements — No proposal, marketing material, website content, conversation, estimate, or communication by Overark or its representatives constitutes a guarantee, warranty, or promise of results unless expressly stated in a signed writing by an authorized representative of Overark. Client acknowledges that any examples, case studies, or illustrations are illustrative only and not a guarantee of similar results.

To the maximum extent permitted by law, in no event will Overark be liable for any indirect, incidental, consequential, special, or punitive damages, or loss of profits, revenue, data, or business opportunity. Overark's total aggregate liability for any claims arising out of this Agreement will not exceed the total fees actually paid by Client to Overark in the one (1) month (or thirty (30) days) preceding the event giving rise to the liability.

This Agreement is governed by the laws of the State of Florida, without regard to conflict of law principles. Any dispute, controversy, or claim arising out of or relating to this Agreement will be resolved exclusively in the state or federal courts located in Charlotte County, Florida, and both parties consent to the personal jurisdiction of those courts.

All search engine simulations, advertisement examples, chat visualizations, and company names displayed in animations on overark.com are fictional and shown for illustrative and informational purposes only.

Any resemblance to actual businesses, products, or services is purely coincidental and does not imply any affiliation, endorsement, sponsorship, or partnership with Overark.

All third-party trademarks, logos, and brand names (including Google and the Google logo) are the property of their respective owners and are referenced on this site solely for descriptive and educational purposes.

Overark is not affiliated with, endorsed by, or sponsored by Google LLC or any other third-party brand shown in our examples.