Terms of Service

1.1 Overview

Antigravity Marketing provides digital marketing, advertising, brand identity, web design and development, marketing automation, paid media management, SEO, analytics, and consulting services (collectively, the “Services”). Specific service scopes, deliverables, timelines, and fees are detailed in individual proposals, statements of work (“SOWs”), or service agreements executed between Antigravity and the client.

1.2 Third-Party Platforms

Our Services may involve accessing and managing accounts on third-party platforms including but not limited to TikTok Ads Manager, Meta Business Manager, Google Ads, AXS, GoHighLevel, and Square. You acknowledge that:

• Use of third-party platforms is governed by their respective terms of service
• We are not responsible for the availability, functionality, or policies of third-party platforms
• You are responsible for maintaining valid accounts and providing necessary access permissions
• You retain full ownership of your advertising accounts, pixels, data, and historical performance metrics

1.3 Account Access

When you grant us access to your advertising or business accounts, you represent that you have the authority to do so. We will use such access solely for the purposes of delivering the contracted Services. You may revoke access at any time through the respective platform’s settings.

As a client, you agree to:

• Provide accurate and complete information, creative assets, and business requirements
• Grant timely access to advertising platforms, analytics tools, and other necessary systems
• Review and approve deliverables, campaigns, and creative materials in a timely manner
• Ensure that all materials provided to us do not infringe on third-party intellectual property rights
• Comply with applicable advertising laws, regulations, and platform policies
• Maintain current billing information and make payments in accordance with agreed terms
• Promptly communicate any changes to business objectives, budgets, or scope

3.1 Fees

Fees for Services are as set forth in the applicable proposal, SOW, or service agreement. Unless otherwise specified, all fees are quoted in U.S. dollars and are exclusive of applicable taxes.

3.2 Ad Spend

Advertising spend budgets are separate from Antigravity service fees. Ad spend is billed directly to your corporate payment method by the respective advertising platforms (e.g., Meta, TikTok, Google). Antigravity does not mark up or collect ad spend on your behalf unless explicitly stated in writing.

3.3 Payment Schedule

Payment terms are as specified in the applicable agreement. Unless otherwise agreed, retainer fees are due at the beginning of each service period. Invoices are payable within 15 days of receipt. Late payments may accrue interest at a rate of 1.5% per month or the maximum rate permitted by law, whichever is lower.

3.4 Refunds

Service fees are non-refundable once work has commenced, unless otherwise stated in the applicable agreement. Prepaid retainer fees for future service periods that have not yet begun may be refunded on a pro-rata basis at our discretion.

4.1 Client Materials

You retain all rights, title, and interest in the materials, brand assets, creative content, and data you provide to us. You grant us a non-exclusive, limited license to use such materials solely for the purpose of delivering the Services.

4.2 Antigravity Work Product

Unless otherwise specified in the applicable agreement, upon full payment of all fees, you receive a perpetual, non-exclusive license to use the deliverables created by Antigravity for your business purposes. Antigravity retains ownership of its proprietary tools, methodologies, frameworks, templates, and general know-how.

4.3 Portfolio Rights

Unless expressly prohibited in writing, Antigravity reserves the right to showcase work performed for clients in its portfolio, case studies, and marketing materials, subject to the exclusion of confidential business information.

4.4 Open-Source and Third-Party Software

Deliverables may incorporate open-source or third-party software components. Such components are subject to their own respective license terms, which will be disclosed upon request.

Both parties agree to maintain the confidentiality of proprietary and sensitive information disclosed during the course of the engagement, including but not limited to business strategies, pricing, client lists, campaign data, analytics, and trade secrets. Confidential information shall not be disclosed to third parties without prior written consent, except as required by law or as necessary for the performance of the Services (e.g., sharing campaign data with advertising platforms).

Obligations of confidentiality survive the termination of the engagement for a period of two (2) years.

6.1 Service Warranty

We warrant that our Services will be performed in a professional and workmanlike manner consistent with generally accepted industry standards.

6.2 No Guarantee of Results

Marketing inherently involves risk and uncertainty. While we apply best practices, data-driven strategies, and aggressive optimization, we do not guarantee specific results, including but not limited to:

• Specific return on ad spend (ROAS) or return on investment (ROI)
• Number of sales, conversions, leads, or ticket purchases
• Search engine rankings or organic traffic volumes
• Social media follower counts, engagement rates, or viral reach

6.3 Disclaimer

EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SITE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ANTIGRAVITY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, REGARDLESS OF THE CAUSE OF ACTION OR THEORY OF LIABILITY.

ANTIGRAVITY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO ANTIGRAVITY DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

You agree to indemnify, defend, and hold harmless Antigravity and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your breach of these Terms or any applicable agreement
• Your violation of any applicable law or regulation
• Materials or content you provide that infringe on third-party rights
• Your use of the Services or advertising campaigns authorized by you
• Any third-party claim arising from advertising content approved by you

9.1 Termination by Either Party

Either party may terminate the engagement by providing 30 days’ written notice, unless a different notice period is specified in the applicable agreement.

9.2 Termination for Cause

Either party may terminate immediately upon written notice if the other party materially breaches these Terms or the applicable agreement and fails to cure such breach within 15 days of receiving written notice of the breach.

9.3 Effect of Termination

Upon termination:

• All outstanding fees for Services rendered become immediately due and payable
• We will provide reasonable transition assistance, including transferring ad account access and campaign data
• Access tokens and credentials stored in our systems will be revoked within 30 days
• You retain full ownership of your advertising accounts, data, pixels, and creative assets
• Provisions relating to intellectual property, confidentiality, limitation of liability, and indemnification survive termination

10.1 Acceptable Use

You agree not to use the Site to:

• Engage in any unlawful, fraudulent, or deceptive activity
• Attempt to gain unauthorized access to our systems or networks
• Interfere with the proper functioning of the Site
• Reproduce, distribute, or modify any content on the Site without our written consent
• Use automated systems, bots, or scrapers to access the Site

10.2 Proposals and Restricted Content

Certain pages of the Site, including client proposals and restricted content areas, are intended only for their designated recipients. Unauthorized access, distribution, or reproduction of proposal content is prohibited.

Neither party shall be liable for any failure or delay in performing obligations under these Terms due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, government actions, internet or telecommunications failures, power outages, cyberattacks, or platform outages affecting third-party advertising services.

12.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions.

12.2 Arbitration

Any disputes arising out of or relating to these Terms or the Services shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Los Angeles County, California. The arbitrator’s decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

12.3 Class Action Waiver

You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.

13.1 Entire Agreement: These Terms, together with any applicable proposals, SOWs, or service agreements, constitute the entire agreement between the parties and supersede all prior agreements, representations, and understandings.

13.2 Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.

13.3 Waiver: The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

13.4 Assignment: You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

13.5 Notices: All notices under these Terms shall be in writing and sent to the contact information provided by each party.

We reserve the right to modify these Terms at any time. Changes will be effective upon posting to this page. Your continued use of the Site or Services after modifications are posted constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically.

If you have any questions about these Terms of Service, please contact us: