Terms of Service.

01Acceptance of these Terms

These Terms of Service (the “Terms”) form a binding agreement between you and CAL Marketing LLC (“CAL Marketing,” the “Company,” “we,” “us,” or “our”). “Services” means our websites, software, subscriptions, digital products, automation tools, consulting, creative work, marketing services, and related offerings.

CAL Marketing LLC operates offerings that may be presented under CAL Marketing, CIKVI, AIVRYA, and LIYNO. These Terms apply to those operated brands unless a separate written agreement expressly provides otherwise.

02Eligibility and account responsibility

You must be at least 18 years old and legally able to enter into a binding agreement. If you use a Service for an organization, you represent that you have authority to bind that organization.

You must provide accurate, current information and protect all credentials and access links. You are responsible for activity under your account except to the extent caused by our breach of these Terms. Notify us promptly if you suspect unauthorized access.

03Services and changes

The scope, deliverables, schedule, support, usage limits, and fees for a Service may be described at checkout, in a proposal, statement of work, order form, or other written agreement (each, an “Order”). If an Order conflicts with these Terms, the Order controls only for that Service and only to the extent of the conflict.

We may improve, modify, suspend, or discontinue features. When reasonably practicable, we will provide advance notice of a material change that significantly reduces a paid Service during its current term.

04Fees, subscriptions, and cancellation

You agree to pay the fees, taxes, usage charges, and other amounts disclosed in the applicable Order. By providing a payment method, you authorize us and our payment processors, including Stripe, to charge it as described at purchase.

• Renewal. A recurring subscription automatically renews for the stated billing period until canceled.
• Cancellation. You may cancel using the account or billing controls provided with the Service, or through the support channel identified in your Order. Cancellation takes effect at the end of the current paid period unless stated otherwise.
• Refunds. Except where an Order, refund policy, or applicable law says otherwise, fees already paid are non-refundable and unused time is not credited.
• Failed payments. We may retry a failed charge and may suspend or limit a Service while an amount remains overdue.
• Price changes. We may change recurring prices prospectively by giving notice before the change applies to a future renewal.

If you believe a charge is incorrect, contact us promptly so we can investigate. This does not limit any rights you have under applicable law.

05Client materials and instructions

You retain ownership of files, prompts, data, credentials, brand assets, and other materials you provide (“Client Materials”). You grant us a limited, non-exclusive license to host, copy, modify, and use Client Materials solely as needed to provide, secure, and support the Services.

You represent that you have all rights and permissions required for our use of Client Materials and your instructions. You are responsible for their accuracy, legality, and completeness. We are not responsible for delays or defects caused by incomplete, inaccessible, inaccurate, or improperly licensed Client Materials.

06Acceptable use

You may not use a Service to:

• violate law, another person’s rights, or a third-party platform’s applicable rules;
• send spam, deceptive content, malware, or fraudulent or harmful automations;
• gain unauthorized access, disrupt systems, evade limits, or test vulnerabilities without written permission;
• scrape, reverse engineer, copy, or extract proprietary prompts, logic, workflows, or data except where applicable law prohibits that restriction;
• misrepresent your relationship with or endorsement by the Company; or
• use outputs without the review, permissions, disclosures, or human oversight appropriate to your use case.

07Intellectual property

We and our licensors retain all rights in the Services and in our pre-existing or reusable software, designs, templates, prompts, methods, documentation, workflows, and know-how (“Company Materials”). Except for rights expressly granted in an Order, no right or license is granted by implication.

Ownership or license rights in custom final deliverables are governed by the applicable Order and are conditioned on full payment. A transfer of rights in a final deliverable does not transfer Company Materials embedded in or used to create it; we grant you the license to those Company Materials reasonably necessary to use the paid deliverable for its intended purpose.

If you voluntarily provide feedback, you permit us to use it without restriction or compensation, provided we do not identify you publicly without permission.

08Privacy and confidentiality

Our processing of personal information is described in any privacy notice made available with the relevant Service. Each party will use reasonable care to protect the other party’s non-public information and will use it only to perform or receive the Services, exercise rights, or comply with law. Confidentiality obligations do not apply to information that is public through no breach, already lawfully known, independently developed, or rightfully received without a duty of confidentiality.

09Third-party services and integrations

Services may interoperate with payment processors, hosting providers, AI systems, advertising platforms, CRMs, analytics tools, and other third parties. Your use of a third-party service is governed by its own terms. We are not responsible for third-party services or for outages, policy changes, security events, data loss, or performance failures caused by them, except to the extent the law provides otherwise.

10Disclaimers

To the maximum extent permitted by law, the Services are provided “as is” and “as available.” We disclaim all implied warranties, including merchantability, fitness for a particular purpose, title, and non-infringement.

We do not guarantee uninterrupted or error-free operation or any particular revenue, lead volume, campaign result, platform approval, or business outcome. Marketing, AI, and automation outputs may be incomplete or inaccurate and should be independently reviewed before use. Results depend on factors outside our control, including your inputs, market, budget, execution, compliance, and third-party platforms.

Nothing in the Services is legal, tax, accounting, investment, or other regulated professional advice.

11Limitation of liability

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, goodwill, business opportunities, anticipated savings, or data, arising from or related to the Services.

To the maximum extent permitted by law, the Company’s total aggregate liability arising from or related to a Service will not exceed the fees you paid to the Company for that Service during the three months immediately preceding the event giving rise to the claim.

These limitations do not apply to liability that cannot lawfully be excluded or limited. Some jurisdictions do not allow certain exclusions, so some of the above may not apply to you.

12Indemnification

To the extent permitted by law, you will defend, indemnify, and hold harmless the Company and its owners, personnel, and service providers from third-party claims, losses, liabilities, and reasonable legal fees arising from your Client Materials, your instructions, your unlawful or unauthorized use of a Service, or your material breach of these Terms. We will promptly notify you of a claim and reasonably cooperate in the defense. You may not settle a claim in a manner that admits fault by or imposes obligations on us without our written consent.

13Suspension and termination

We may suspend or terminate access if you materially breach these Terms, fail to pay amounts due, create a legal or security risk, abuse our personnel or systems, or if continued provision would violate law. When the issue can reasonably be cured, we may provide notice and an opportunity to cure.

Upon termination, your right to use the affected Service ends. Payment obligations and provisions that by their nature should survive—including intellectual property, confidentiality, disclaimers, liability limitations, indemnification, and dispute provisions—will survive.

14Governing law and disputes

These Terms are governed by the laws of the State of New York, without regard to conflict-of-laws rules. Subject to any rights that cannot be waived under applicable law, the state and federal courts located in New York will have exclusive jurisdiction over disputes arising from these Terms or the Services, and each party consents to personal jurisdiction and venue there.

Before filing a claim, each party agrees to give the other written notice describing the dispute and to attempt in good faith to resolve it for at least 30 days. This requirement does not prevent either party from seeking urgent injunctive relief.

15General terms

These Terms, the applicable Order, and policies expressly incorporated by reference are the entire agreement regarding the relevant Service. You may not assign these Terms without our written consent; we may assign them in connection with a merger, reorganization, sale of assets, or by operation of law. The parties are independent contractors, and these Terms create no partnership, joint venture, employment, or agency relationship.

If a provision is unenforceable, it will be modified to the minimum extent necessary and the remainder will stay effective. A failure to enforce a provision is not a waiver. Headings are for convenience only. Electronic communications and signatures satisfy any writing requirement to the extent permitted by law.

We may update these Terms prospectively. We will post the revised version and update the effective date; if a change is material, we will provide additional notice when reasonably practicable. Continued use after the effective date of revised Terms constitutes acceptance.

16Notices and contact

Questions, billing concerns, legal notices, and other communications should be sent through the contact or support channel displayed on the applicable CAL Marketing website, account, Order, or invoice. A notice is effective when received. You are responsible for keeping your account contact information current.