Terms and Conditions
Effective Date: March 20, 2026
Welcome to Nalu Strategies (“we,” “us,” or “our”). Nalu Strategies operates as a DBA of Amber Shae, LLC. These Terms & Conditions (“Terms”) govern your use of our website, services, and any agreements entered into with us. By accessing our website or engaging our services, you agree to these Terms.
1. SCOPE OF SERVICES
Nalu Strategies provides marketing strategy, storytelling development, fractional marketing support, and related consulting services (“Services”). All services will be defined in a separate proposal, agreement, or Statement of Work (“Agreement”). In the event of a conflict between these Terms and an executed Agreement, the Agreement will take precedence.
2. ENGAGEMENT & ACCEPTANCE
By signing a proposal, submitting payment, or providing written or electronic approval (including email), you agree to the scope, pricing, and timelines outlined in your Agreement. Electronic acceptance is considered legally binding.
3. PAYMENT TERMS
- Payment terms will be outlined in your Agreement or proposal.
- Retainer services are billed monthly in advance unless otherwise stated. 100% of the monthly retainer fee is due upon receipt of invoice.
- Hourly or project-based work is invoiced at the end of each calendar month for work completed during that period. Payment is due within 30 days of the invoice date.
- Project-based work may require a deposit prior to the start of work, as specified in the Agreement.
- Final deliverables may be withheld until full payment is received. All Work Product remains the property of Nalu Strategies until paid in full.
4. LATE PAYMENTS
- Invoices not paid within 30 days of the due date will be subject to a late fee of 10% per month on the outstanding balance, compounding monthly until paid in full.
- Nalu Strategies reserves the right to pause or suspend all active services for any client with an overdue balance. Resumption of services is not guaranteed and will be at the Agency’s discretion upon receipt of full payment.
- Client is responsible for any collection-related costs, including reasonable attorneys’ fees, if applicable.
5. CANCELLATION & KILL FEE
Either party may terminate services with a minimum of 30 days’ written notice, as outlined in the applicable Agreement. If the Client cancels a project or engagement after work has commenced:
- A kill fee of 50% of the remaining project value will be due immediately upon cancellation.
- Work that has been started or progressed toward a final deliverable will not be pro-rated. No refunds or partial credits will be issued for work in progress at the time of cancellation.
- Any work completed and delivered prior to cancellation must be paid in full, in addition to the kill fee.
- Deposits are non-refundable once work has commenced.
6. RUSH FEES
Requests requiring expedited turnaround outside of the timeline agreed upon in the applicable Agreement or Statement of Work will be subject to a rush fee. Rush fees will be specified in writing and must be approved by the Client before expedited work begins.
7. CLIENT RESPONSIBILITIES
To ensure success, clients agree to:
- Provide timely access to necessary materials, accounts, assets, and information.
- Deliver feedback, approvals, and revisions within agreed timelines.
- Ensure all provided content and assets are accurate, legally owned, or authorized for use.
- Designate a primary point of contact with authority to approve work and make decisions on behalf of the Client.
Delays in client response may impact project timelines and deliverables. Nalu Strategies is not responsible for missed deadlines caused by Client delays.
8. INTELLECTUAL PROPERTY
Client Ownership
Upon full payment, final deliverables created specifically for the Client will become the Client’s property, unless otherwise stated in writing.
Nalu Strategies Ownership
We retain ownership of:
- Pre-existing materials, frameworks, templates, and methodologies.
- General knowledge, skills, and processes used in delivering services.
- Any Work Product for which payment has not been received in full.
We reserve the right to showcase completed and paid-for work in our portfolio, case studies, and marketing materials, unless the Client requests confidentiality in writing prior to project commencement.
9. CONFIDENTIALITY
Both parties agree to maintain the confidentiality of proprietary or sensitive information shared during the course of the engagement, including business strategies, data, and any non-public information.
- General Confidential Information: Confidentiality obligations apply for 1 year following the termination or expiration of the engagement.
- Trade Secrets: Any information that qualifies as a trade secret under applicable law shall remain confidential indefinitely, for as long as it retains its status as a trade secret.
10. NON-SOLICITATION
During the term of any engagement and for 12 months following its conclusion, the Client agrees not to directly solicit, hire, or engage any employee, contractor, or vendor of Nalu Strategies who was introduced or became known through the Agency’s work, without prior written consent.
11. NO GUARANTEES
While we apply proven strategies and best practices, marketing outcomes depend on multiple factors beyond our control. We do not guarantee:
- Specific revenue outcomes or lead volume.
- Conversion rates or audience growth targets.
- Platform or algorithm performance.
All services are provided with the intent to improve performance, not to guarantee results.
12. THIRD-PARTY PLATFORMS & TOOLS
Nalu Strategies may utilize third-party tools, platforms, or services (e.g., CRM systems, analytics tools, AI platforms, scheduling software). We are not responsible for:
- Changes in third-party platform functionality or availability.
- Platform outages, restrictions, or algorithm changes.
- Data handling practices of third-party providers.
Clients are responsible for maintaining their own accounts and subscriptions unless otherwise agreed in writing.
13. LIMITATION OF LIABILITY
To the fullest extent permitted by law, Nalu Strategies shall not be liable for any indirect, incidental, consequential, punitive, or special damages arising from the use of our services, including but not limited to lost profits, lost revenue, or loss of business opportunity. Our total liability shall not exceed the total amount paid by the Client for services within the preceding three (3) months.
14. INDEMNIFICATION
Client agrees to indemnify and hold harmless Nalu Strategies and Amber Shae, LLC, and their respective owners, employees, and contractors, from any claims, damages, or liabilities arising from:
- Client-provided content or materials.
- Misuse of deliverables.
- Violation of applicable laws or third-party rights.
15. TERMINATION
Either party may terminate services as outlined in the applicable Agreement with a minimum of 30 days’ written notice. Nalu Strategies may terminate immediately for cause, including non-payment, breach of confidentiality, or conduct harmful to the Agency’s reputation or clients. Upon termination:
- All outstanding invoices become immediately due.
- Kill fees apply as outlined in Section 5 if work has commenced.
- Work completed up to the termination date will be billed accordingly.
- Access to ongoing services and platforms may be revoked immediately.
16. DISPUTE RESOLUTION
Any disputes arising from these Terms or any Agreement that cannot be resolved through good-faith negotiation shall be submitted to binding arbitration in Boise, Idaho, under the rules of the American Arbitration Association. The prevailing party shall be entitled to recover reasonable attorneys’ fees and costs.
17. GOVERNING LAW
These Terms shall be governed by and interpreted in accordance with the laws of the State of Idaho and the State of Montana, without regard to conflict of law principles.
18. MODIFICATIONS TO TERMS
We reserve the right to update these Terms at any time. Updates will be posted on our website at
nalustrategies.com/terms-and-conditions with a revised effective date. Continued use of our website or services following any update constitutes acceptance of the revised Terms.
19. PRIVACY POLICY
Your use of our website and services is also governed by our Privacy Policy, available at nalustrategies.com/privacy-policy, which is incorporated into these Terms by reference.
20. CONTACT INFORMATION
Nalu Strategies — A DBA of Amber Shae, LLC
784 S. Clearwater Loop, #4491
Post Falls, ID 83854