Hudson Commerce Studio
Last Updated: November 10, 2026
 

These Terms and Conditions (“Terms”) govern your access to and use of the Hudson Commerce Studio website, digital products, consulting services, advertising services, and related offerings.
 

By accessing this website, submitting an intake form, booking a consultation, purchasing a digital product, signing a proposal or service agreement, or engaging Hudson Commerce Studio for services, you (“Client,” “you,” or “your”) acknowledge that you have read, understood, and agree to be bound by these Terms, to the extent applicable.
 

If you do not agree to these Terms, you should not use this website or purchase or engage Hudson Commerce Studio's services.
 

1. ABOUT HUDSON COMMERCE STUDIO

Hudson Commerce Studio (“Hudson Commerce Studio,” “Hudson,” “we,” “us,” or “our”) provides digital marketing strategy, paid advertising strategy and management, marketing consulting, account audits, and related educational products and services.

Our services may include, without limitation:

• Meta advertising strategy, management, and optimization;

• Paid social advertising strategy;

• Meta Ads account audits and account health assessments;

• Advertising account setup and restructuring;

• Campaign strategy and optimization;

• Audience, creative, offer, and messaging strategy;

• Marketing and growth consulting;

• Strategic planning and advisory services;

• Training, education, and one-on-one consulting;

• Digital products, guides, templates, and educational materials; and

• Other services described in an applicable proposal, statement of work (“SOW”), invoice, or service agreement.

The specific services provided to a Client will be established separately in the applicable proposal, SOW, service agreement, or other written agreement.
 

2. AGREEMENT DOCUMENTS

These Terms establish the general terms governing your relationship with Hudson Commerce Studio.

Specific commercial and engagement terms—including, where applicable, the scope of services, deliverables, fees, payment schedule, engagement term, cancellation provisions, and other client-specific requirements—will be set forth in the applicable proposal, SOW, invoice, or service agreement.
 

If a signed proposal, SOW, or service agreement contains terms that conflict with these Terms, the signed agreement will control with respect to that specific engagement.
 

Any modification or exception to these Terms must be agreed to in writing by both parties.
 

3. ELIGIBILITY AND AUTHORITY

You must be at least eighteen (18) years old to purchase services or digital products from Hudson Commerce Studio.

If you are purchasing or engaging Hudson Commerce Studio on behalf of a company, organization, or other business entity, you represent and warrant that you have the authority to enter into these Terms on behalf of that entity.

4. CLIENT RESPONSIBILITIES

Client agrees to provide the cooperation, information, access, materials, approvals, and resources reasonably necessary for Hudson Commerce Studio to perform the agreed services.

Client responsibilities may include:

• Providing timely access to advertising and business accounts;

• Providing accurate business, product, service, pricing, and customer information;

• Providing required creative assets, brand materials, images, videos, and copy;

• Maintaining accurate billing and payment information;

• Reviewing and approving materials when requested;

• Responding to requests for information or approval in a timely manner;

• Maintaining functional websites, landing pages, checkout processes, and other business systems necessary for the agreed services; and

• Ensuring that Client's products, services, advertising claims, website content, and business practices comply with applicable laws and platform policies.
   

Where applicable, Client is responsible for reviewing and approving advertising creative, messaging, offers, pricing, campaign budgets, and other materials before publication or implementation, unless otherwise agreed in writing.
 

Client remains responsible for the accuracy, legality, and substantiation of claims made regarding its products or services.
 

Hudson Commerce Studio is not responsible for delays, missed deadlines, reduced performance, or additional costs resulting from Client's failure to provide required information, access, approvals, assets, or cooperation.
 

5. NO GUARANTEE OF RESULTS

Hudson Commerce Studio does not guarantee any particular business, financial, advertising, marketing, lead-generation, sales, revenue, return-on-ad-spend (“ROAS”), cost-per-lead, conversion rate, or other result.
 

Advertising and marketing performance depends on numerous factors outside Hudson Commerce Studio's control, including, without limitation:

• Client's product or service;

• Pricing and offer;

• Market conditions;

• Competition;

• Brand reputation;

• Website and landing-page performance;

• Sales processes;

• Historical account data;

• Advertising budget;

• Creative assets;

• Audience behavior;

• Tracking and attribution;

• Platform algorithms;

• Platform policies;

• Platform outages or technical issues; and

• Consumer behavior.

Any examples, case studies, testimonials, performance figures, revenue figures, advertising results, or other examples presented by Hudson Commerce Studio represent specific historical experiences or illustrative examples only. Past performance is not a guarantee of future results.
Client acknowledges that Hudson Commerce Studio does not promise or guarantee that Client will achieve any particular level of revenue, sales, leads, ROAS, return on investment, or other performance metric.

6. ADVERTISING PLATFORM ACCESS AND POLICIES

Certain services may require access to third-party advertising platforms, including Meta, Facebook, Instagram, Google, and other platforms.

Client acknowledges that these platforms are independently operated by third parties and are subject to their own terms, policies, algorithms, review processes, and technical requirements.
 

Hudson Commerce Studio does not control:

• Whether an advertisement is approved or rejected;

• Whether an account, page, profile, or business is restricted or suspended;

• Platform algorithms;

• Platform reporting or attribution;

• Platform pricing;

• Platform outages;

• Changes to platform policies or functionality; or

• The availability of particular advertising features.
   

Hudson Commerce Studio is not responsible for actions taken by third-party platforms that affect Client's account, advertising, data, campaigns, or results, except to the extent directly caused by Hudson Commerce Studio's own breach of an applicable agreement or other conduct for which liability cannot lawfully be excluded.
 

Client authorizes Hudson Commerce Studio to access and manage applicable advertising accounts solely for purposes of performing the agreed services.
 

Client remains the owner and administrator of its advertising accounts and is responsible for maintaining appropriate account ownership, administrator access, security, and payment methods.
 

Advertising Budgets and Media Spend

Advertising media spend is separate from Hudson Commerce Studio's professional service fees unless expressly stated otherwise in a written agreement.
 

Client is solely responsible for advertising charges billed directly by Meta or other advertising platforms.
 

Client agrees to:

• Maintain valid payment methods within applicable advertising accounts;

• Ensure sufficient funds are available for approved advertising budgets;

• Review advertising charges and platform billing statements;

• Approve advertising budgets and material budget increases; and

• Remain responsible for charges incurred through its advertising accounts.
   

Hudson Commerce Studio is not responsible for unexpected platform charges, billing discrepancies, delivery fluctuations, or platform spending behavior outside its reasonable control.
 

Unless otherwise agreed in writing, Hudson Commerce Studio will not be responsible for funding Client's advertising expenditure.
 

7. INTELLECTUAL PROPERTY

Hudson Commerce Studio retains all right, title, and interest in its pre-existing intellectual property and proprietary materials, including its:

• Strategies;

• Frameworks;

• Methodologies;

• Processes;

• Templates;

• Checklists;

• Campaign structures;

• Audit frameworks;

• Training materials;

• Educational materials;

• Systems;

• Workflows;

• Know-how; and

• Other proprietary business materials.

Unless otherwise agreed in writing, payment for services does not transfer ownership of Hudson Commerce Studio's underlying intellectual property. Upon Client's full payment of amounts due under the applicable engagement, Client receives a non-exclusive right to use deliverables specifically created for Client for its own internal business purposes, subject to the applicable proposal, SOW, or service agreement.

Hudson Commerce Studio retains ownership of its underlying methodologies, reusable frameworks, templates, processes, and general know-how incorporated into or used to create such deliverables. Client may not sell, sublicense, distribute, reproduce, publish, transfer, or commercially exploit Hudson Commerce Studio's proprietary frameworks, templates, methodologies, educational materials, or systems without prior written permission.

Digital products are licensed to the purchaser for personal or internal business use only and may not be resold, shared, copied, uploaded, distributed, or commercially reproduced.
 

Third-party materials and software remain subject to their respective owners' intellectual property rights and licensing terms.
 

8. CLIENT CONTENT AND MATERIALS

Client retains ownership of materials, information, logos, trademarks, photographs, videos, copy, data, and other content supplied by Client (“Client Materials”). Client grants Hudson Commerce Studio a limited, non-exclusive license to use, reproduce, modify, and display Client Materials solely as reasonably necessary to perform the agreed services. Client represents and warrants that it has the necessary rights and permissions to provide and authorize the use of Client Materials. Client is responsible for ensuring that Client Materials do not infringe the rights of any third party or violate applicable law.

Hudson Commerce Studio will not use Client Materials for unrelated purposes without Client's permission, except as otherwise permitted by law or these Terms.
 

9. CONFIDENTIALITY

Each party agrees to use reasonable care to protect the other party's confidential, non-public business information disclosed in connection with an engagement.
 

Confidential information may include business plans, financial information, customer information, marketing strategies, account information, passwords, proprietary processes, and other information that a reasonable person would understand to be confidential.
 

Confidential information does not include information that:

• Is or becomes publicly available through no breach of these Terms;

• Was lawfully known to the receiving party before disclosure;

• Is independently developed without using the other party's confidential information;

• Is lawfully received from a third party without a confidentiality obligation; or

• Must be disclosed under applicable law, regulation, or court order.
   

Where legally permitted, a party required to disclose confidential information will provide reasonable notice to the other party.
 

Each party agrees to use confidential information only for purposes related to the applicable engagement and not disclose it to unauthorized third parties.
 

Hudson Commerce Studio will take reasonable steps to protect Client account credentials and sensitive business information and will not knowingly share such information except as necessary to perform the agreed services or as otherwise authorized or required by law.

These confidentiality obligations will continue after the termination of the applicable engagement.
 

10. FEES AND PAYMENT TERMS

Fees for services, consulting, audits, digital products, and other offerings will be communicated through the applicable proposal, SOW, invoice, checkout page, or other written agreement.
 

Unless otherwise agreed in writing:

• Fees are payable according to the payment schedule communicated at the time of purchase or engagement.

• Invoices must be paid by the stated due date.

• Deposits, setup fees, and initial payments may be required before work begins.

• Ongoing services may require advance monthly payment.

• Client is responsible for applicable taxes, excluding taxes based on Hudson Commerce Studio's income.
   

Hudson Commerce Studio reserves the right to suspend work or withhold deliverables when payments are overdue.
 

Where permitted by law, overdue amounts may be subject to reasonable late payment charges as specified in the applicable agreement or invoice.
 

Client agrees to reimburse reasonable collection costs, including attorneys' fees, where recoverable under applicable law.

Hudson Commerce Studio reserves the right to update its pricing for future services and engagements. Any pricing changes affecting an existing engagement will be communicated in advance and handled in accordance with the applicable agreement.
 

11. CANCELLATIONS, REFUNDS, AND TERMINATION

Service Cancellations

Cancellation provisions for consulting, advertising management, and other professional services will be established in the applicable proposal, SOW, or service agreement.

Unless otherwise agreed in writing, fees for services already performed, work completed, and approved expenses incurred remain payable.

Where an engagement includes an advance payment or deposit, the applicable agreement will specify whether and under what circumstances it is refundable.
 

Digital Products

Due to the nature of downloadable and immediately accessible digital products, purchases are generally non-refundable once access or delivery has been provided, except where required by applicable law or expressly stated otherwise at the time of purchase.

Nothing in these Terms limits any mandatory consumer rights that cannot legally be waived.

Termination by Either Party

Either party may terminate an engagement in accordance with the termination provisions of the applicable agreement.

If no specific termination provision exists, either party may terminate an ongoing engagement by providing thirty (30) days' written notice.

Hudson Commerce Studio may suspend or terminate services immediately where:

• Client fails to make required payments;

• Client materially breaches the applicable agreement;

• Client engages in unlawful, fraudulent, abusive, or inappropriate conduct;

• Client's business or advertising practices create material legal or reputational risks; or

• Continued performance becomes unlawful or commercially impracticable.
   

Where reasonably possible, Hudson Commerce Studio will provide notice and an opportunity to remedy a material breach before termination.

Effect of Termination

Upon termination:

• Client remains responsible for fees and approved expenses incurred through the effective termination date;

• Any outstanding invoices become payable according to the applicable agreement;

• Hudson Commerce Studio will cease performing services unless otherwise agreed;

• Client's access to applicable deliverables will be handled in accordance with payment and intellectual property provisions; and

• Each party will continue to honor applicable confidentiality obligations.
   

Termination does not affect provisions that by their nature are intended to survive termination, including intellectual property, confidentiality, payment obligations, limitation of liability, indemnification, and dispute resolution.
 

12. LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, Hudson Commerce Studio will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, revenue, business opportunities, anticipated savings, goodwill, or data, arising out of or related to the use of its website, services, or digital products.
 

Hudson Commerce Studio's total aggregate liability arising out of or relating to a particular engagement will not exceed the total professional fees actually paid or payable by Client to Hudson Commerce Studio under that engagement during the three (3) months immediately preceding the event giving rise to the claim.
 

This limitation applies regardless of the legal theory under which a claim is brought, including contract, negligence, or otherwise.
 

The limitations in this section do not apply to liability that cannot legally be limited or excluded under applicable law, including liability arising from fraud, willful misconduct, or other non-waivable legal obligations.
 

Nothing in this section limits either party's payment obligations or rights expressly established in a separate written agreement.
 

13. INDEMNIFICATION

To the maximum extent permitted by applicable law, Client agrees to indemnify, defend, and hold harmless Hudson Commerce Studio and its owners, representatives, contractors, and service providers from and against third-party claims, damages, liabilities, costs, and reasonable attorneys' fees arising out of or relating to:

• Client's products or services;

• Client's business operations;

• Client's advertising claims, representations, or promotional offers;

• Client Materials supplied to Hudson Commerce Studio;

• Client's violation of applicable laws, regulations, or third-party rights;

• Client's breach of these Terms or an applicable agreement; or

• Client's misuse of advertising platforms or other third-party services.
   

This indemnification obligation will not apply to the extent a claim arises directly from Hudson Commerce Studio's negligence, willful misconduct, or breach of its own contractual obligations.
 

Hudson Commerce Studio agrees to provide reasonable notice of any indemnifiable claim and reasonable cooperation in its defense. Client may not settle a claim in a manner that imposes liability or obligations on Hudson Commerce Studio without its prior written consent.
 

14. THIRD-PARTY SERVICES AND LINKS

Hudson Commerce Studio may use or interact with third-party websites, software, platforms, tools, payment processors, analytics services, and advertising systems.
 

These services may include Meta, Facebook, Instagram, Google, Wix, and other third-party providers.
 

Hudson Commerce Studio does not own or control these third-party services and is not responsible for their availability, functionality, security, policies, pricing, or performance.
 

Your use of third-party services is governed by the applicable third-party terms and privacy policies.
 

Links to third-party websites are provided for convenience and do not constitute an endorsement or guarantee of those websites or their content.
 

15. WEBSITE USE AND ACCEPTABLE CONDUCT

You agree to use the Hudson Commerce Studio website for lawful purposes only.
 

You agree not to:

• Use the website in violation of applicable laws or regulations;

• Attempt to gain unauthorized access to the website, its systems, or related accounts;

• Interfere with the operation or security of the website;

• Copy, reproduce, distribute, or exploit website content without permission;

• Introduce malicious software, viruses, or harmful code;

• Submit false, misleading, or fraudulent information; or

• Use the website in a manner that infringes the rights of Hudson Commerce Studio or any third party.
   

Hudson Commerce Studio reserves the right to restrict or terminate access to the website where reasonably necessary to protect its operations, users, or legal interests.
 

16. DISCLAIMER OF WARRANTIES

The Hudson Commerce Studio website, digital products, educational materials, and services are provided on an “as is” and “as available” basis, except as otherwise expressly stated in a written agreement or required by applicable law.
 

To the maximum extent permitted by law, Hudson Commerce Studio disclaims all implied warranties, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
 

Information, recommendations, strategies, and educational materials are provided for general informational and business purposes and should not be interpreted as legal, accounting, tax, financial, or other regulated professional advice.
 

Client is responsible for obtaining independent professional advice where appropriate.
 

17. PRIVACY AND DATA PROTECTION

Your use of the Hudson Commerce Studio website and services is also subject to our Privacy Policy, which describes how personal information is collected, used, stored, and disclosed.
 

By using our website or submitting information through our forms, you acknowledge that your information may be handled in accordance with our Privacy Policy and applicable law.
 

Client remains responsible for ensuring that its own business practices, customer data collection, advertising activities, and use of personal information comply with applicable privacy and data protection requirements.
 

Where Hudson Commerce Studio processes personal information on behalf of a Client, the parties may enter into a separate data processing agreement or other appropriate written arrangement.
 

18. FORCE MAJEURE

Hudson Commerce Studio will not be responsible for delays or failure to perform obligations resulting from circumstances beyond its reasonable control.
 

Such circumstances may include natural disasters, severe weather, government actions, public emergencies, internet or telecommunications failures, power outages, labor disruptions, cyberattacks, third-party platform outages, and other events beyond reasonable control.
 

The affected party will make reasonable efforts to resume performance when circumstances permit.
 

If a force majeure event materially affects an engagement, the parties will work in good faith to determine an appropriate adjustment to the engagement or its timeline.
 

19. GOVERNING LAW AND DISPUTE RESOLUTION

These Terms will be governed by and interpreted in accordance with the laws of the State of New Jersey, without regard to its conflict-of-law principles.
 

The parties agree to make reasonable efforts to resolve disputes through good-faith discussions before initiating formal legal proceedings.

If a dispute cannot be resolved informally, it will be brought before the appropriate state or federal courts located in New Jersey, subject to applicable jurisdictional requirements.
 

Nothing in this section prevents either party from seeking appropriate emergency or injunctive relief where necessary.
 

20. CHANGES TO THESE TERMS

Hudson Commerce Studio reserves the right to update or modify these Terms from time to time.
 

Any changes will be posted on this website with an updated “Last Updated” date.
 

Your continued use of the website following the publication of revised Terms constitutes acceptance of the revised Terms to the extent permitted by applicable law.
 

Material changes to the terms governing an existing client engagement will be handled in accordance with the applicable written agreement and applicable law.
 

21. SEVERABILITY

If any provision of these Terms is determined to be invalid, unlawful, or unenforceable, the remaining provisions will remain in full force and effect to the maximum extent permitted by law.
 

Any invalid or unenforceable provision will be interpreted or modified to the minimum extent necessary to make it enforceable, where legally permissible.
 

22. NO WAIVER

Failure by Hudson Commerce Studio to enforce any provision of these Terms will not constitute a waiver of its right to enforce that provision or any other provision in the future.
 

Any waiver must be made in writing to be effective.
 

23. ENTIRE AGREEMENT

These Terms, together with any applicable proposal, SOW, service agreement, and Privacy Policy, constitute the applicable agreement framework governing your use of the website and engagement with Hudson Commerce Studio.
 

These Terms do not replace or override specific written commercial agreements governing individual client engagements.
 

24. ELECTRONIC COMMUNICATIONS AND SIGNATURES

By communicating with Hudson Commerce Studio electronically, you consent to receive communications electronically, including emails, invoices, proposals, service agreements, and other business communications.
 

Electronic signatures and electronically accepted agreements may be treated as legally binding to the extent permitted by applicable law.

25. CONTACT INFORMATION

If you have questions about these Terms or Hudson Commerce Studio's services, please contact:

Hudson Commerce Studio; hello@hudsoncommercestudio.com