TERMS & CONDITIONS

Effective Date: 6/25/2026

These Terms & Conditions (“Agreement”) govern the purchase and use of services provided by Nicole Boss Williams Creative LLC, a Wisconsin limited liability company doing business as No Vacancy Marketing, located Madison, WI(“Consultant,” “we,” “us,” or “our”). By booking, purchasing, or participating in any service, including the No Vacancy Marketing Audit, you (“Client,” “you,” or “your”) agree to be bound by this Agreement.

1. SERVICES PROVIDED

Consultant provides marketing consulting, strategic guidance, and content-related recommendations for bed & breakfasts, inns, and boutique hotels. Services (“Services”) may include, but are not limited to:

  • Review of marketing channels

  • Review of messaging and positioning

  • Review of content creation processes

  • A written audit summary delivered via email

Implementation, execution, or ongoing support is not included in the No Vacancy Marketing Audit and may be offered separately under a different agreement and invoice.

2. NO VACANCY MARKETING AUDIT

The No Vacancy Marketing Audit (“Audit”) includes:

  • A 60‑minute live session conducted via video call

  • Review of Client’s marketing channels, messaging, and content processes

  • A written summary delivered via email within five (5) business days of the Audit

  • Consultant’s proprietary insights, recommendations, and observations

The Audit does not include implementation, ongoing support, or additional consulting beyond the scope described above.

3. BOOKING, PAYMENT & FEES

3.1 Payment

Payment is required in full at the time of booking through the Acuity Scheduling system, which processes payments via Stripe. Your appointment is not confirmed until payment is successfully completed.

3.2 Stripe Fees

If a refund is issued under the terms of this Agreement, Stripe processing fees will also be refunded.

3.3 Questionnaire Requirement

Client must complete the required questionnaire during the booking process. The appointment cannot be confirmed without submission of the questionnaire.

4. RESCHEDULING, CANCELLATIONS & NO‑SHOWS

4.1 Rescheduling

Client may reschedule an appointment as many times as needed, provided the change is made at least 24 hours in advance. No fees apply.

4.2 Late or Missed Appointments

  • Arrivals more than 60 minutes late are considered no‑shows.

  • Late arrivals and no‑shows are non‑refundable.

4.3 Consultant-Initiated Rescheduling

Consultant may reschedule an appointment due to illness, emergency, or other reasonable circumstances. In such cases, Client will be offered the next available appointment time.

5. RECORDING POLICY

Consultant may record the Audit session for internal reference and to provide a recording to Client. Client may not record the session in any form.

6. CLIENT RESPONSIBILITIES

Client agrees to:

  • Provide accurate, complete, and timely information

  • Participate actively in the Audit

  • Implement recommendations at their own discretion and risk

  • Maintain professional, respectful communication

Failure to meet these responsibilities may limit Consultant’s ability to perform the Services.

7. WORK PRODUCT OWNERSHIP

7.1 Consultant Intellectual Property

Consultant retains all rights, title, and interest in:

  • Proprietary frameworks

  • Templates

  • Processes

  • Methodologies

  • Internal tools

  • Pre‑existing intellectual property

Nothing in this Agreement transfers ownership of Consultant’s intellectual property to Client.

7.2 Client Ownership of Deliverables

Client owns the final written audit summary delivered as part of the Audit.

7.3 License to Use Deliverables

Client receives a non‑exclusive, non‑transferable license to use the audit summary solely for internal business purposes.

Client may not:

  • Redistribute

  • Republish

  • Resell

  • Share publicly

  • Use Consultant’s proprietary frameworks or methods outside their own business

7.4 Consultant License Back

Client grants Consultant a perpetual, royalty‑free license to use anonymized portions of the Work Product for marketing, advertising, and self‑promotion.

8. CONFIDENTIALITY

Consultant will not at any time or in any manner, either directly or indirectly, use for the personal benefit of Consultant, or divulge, disclose, or communicate in any manner any information that is proprietary to the Client. The Client will indicate to Consultant, in writing, whether any information is proprietary and confidential.  Consultant will protect such information and treat it as strictly confidential. This provision shall continue to be effective after the termination of this Agreement. Upon termination of this Agreement, Consultant will return to the Client all proprietary and confidential records, notes, documentation and other items that were used, created, or controlled by Consultant during the term of this Agreement.

9. RIGHT TO REFUSE OR DISCONTINUE SERVICE

Consultant may refuse, suspend, or discontinue service if Client:

  • Violates this Agreement

  • Engages in abusive, discriminatory, or inappropriate conduct

  • Provides inaccurate or incomplete information

  • Fails to meet payment obligations

  • Otherwise makes it impractical or unsafe for Consultant to perform the Services

Consultant will not refuse service for arbitrary or discriminatory reasons.

10. TERMINATION

10.1 Termination by Consultant (For Cause)

Consultant may terminate this Agreement with written notice if:

  • Client has outstanding invoices past due

  • Client fails to comply with Client Responsibilities

  • Client uses profane, discriminatory, or hateful rhetoric

  • Client breaches this Agreement

If Work is pending at the time of termination, Consultant may issue a refund at Consultant’s discretion.

10.2 Termination by Client

Client may cancel the Audit in accordance with Section 4. Refunds are not provided except as expressly stated in this Agreement.

11. WARRANTY & DISCLAIMER

Consultant shall provide the Services and complete the Work and meet obligations under this Agreement in a timely and workmanlike manner, using knowledge and recommendations for performing the Services which meet generally acceptable standards in the marketing communications industry, and will provide a standard of care equal to, or superior to, care used by service providers similar to Consultant on similar projects. Consultant cannot guarantee any specific results from the deliverables, nor that they will be error-free.

12. LIMITATION OF LIABILITY

Neither party shall be liable to the other party in any circumstances for any indirect, economic, special or consequential loss or damage including but not limited to loss of revenue, loss of production or loss of profit. Notwithstanding any other clause in this Agreement, the total aggregate liability of Consultant to Client for any claims, losses, costs or damages arising out of or in connection with Consultant’s performance of the Agreement, whether under the law of contract, tort (including negligence), statute or otherwise, shall be limited to the total compensation received by Consultant pursuant to this Agreement in the previous twelve month period, or the limits of the relevant insurance policies, if accepted for the relevant claim, whichever is greater.

13. INDEMNIFICATION

a.     Client, at its own expense, agrees to indemnify, defend and hold harmless Consultant, its officers, directors, employees and agents from all claims, demands, losses, costs, expenses, obligations, liabilities, damages, recoveries, and deficiencies, including interest, penalties, attorneys’ fees, and costs that Consultant may incur as a result of any lawsuit against Consultant relating to or arising out of:

                                        i.     Any breach of this Agreement by Client;

                                       ii.     Any allegation that the materials provided by Client to Consultant violates the intellectual property rights, privacy rights, or other rights of any third party;

                                     iii.     Any claim or action brought by a third party arising from the use or distribution of the Services or any materials incorporating the Services, excepting any claim or action based solely upon unaltered written word provided by Consultant to Client; or

                                     iv.     Any claim or action alleging that the Services or any materials incorporating the Services contain defamatory, libelous or otherwise unlawful content, excepting any claim or action based solely upon unaltered written word provided by Consultant to Client.

b.     Consultant, at its own expense, agrees to indemnify, defend and hold harmless Consultant, its officers, directors, employees and agents from all claims, demands, losses, costs, expenses, obligations, liabilities, damages, recoveries, and deficiencies, including interest, penalties, attorneys’ fees, and costs that Client may incur as a result of any lawsuit against Client arising out of:

                                        i.     Any breach of this Agreement by Consultant; or

                                       ii.     Any allegation that the Services infringes or violates the intellectual property rights, privacy rights, or other rights of any third party, except where the Services has been modified in whole or in part by Client, in which case any indemnification under this Section is inapplicable.

14. NON‑DISPARAGEMENT

Both Parties agree not to make any disparaging, negative, or derogatory remarks, whether written or oral, about the other party, its affiliates, directors, officers, employees, products, services, or business practices, to any third party. Nothing herein shall prevent either party from making truthful statements or disclosures that are required by law, regulation, legal process, or governmental authority. This non-disparagement clause shall survive the termination or expiration of this Agreement.

15. FORCE MAJEURE

Neither party shall be held liable or considered in breach of this Agreement for failure or delay in fulfilling any obligation under this Agreement caused by events beyond the reasonable control of the affected party and that have a substantial impact on the affected party’s business ("Force Majeure"), including, but not limited to, fire, floods, embargoes, war, acts of war, insurrections, riots, strikes, lockouts, other labor disturbances, or acts of God. However, the affected party shall make reasonable commercial efforts to mitigate the impact of such events and resume performance with reasonable dispatch once such events are resolved. Both parties shall promptly notify each other of any delays or failures resulting from force majeure.

16. APPLICABLE LAW

This Agreement shall be governed by the laws of the State of Wisconsin, and any conflict hereto shall be resolved in the courts of the state of Wisconsin.

SEVERABILITY

If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.

17. ENTIRE AGREEMENT

This Agreement contains the entire agreement of the parties, and there are no other promises or conditions in any other agreement whether oral or written.

18. CONTACT INFORMATION

For questions regarding these Terms & Conditions, contact:

Nicole Boss Williams Creative LLC dba No Vacancy Marketing Madison, WI Email: nicole@novacancymarketing.com