Terms of Service

1. Agreement to Terms

By accessing or using the services provided by NMN Digital Consulting ("we," "us," or "our"), including our website at nmndigitalconsulting.com (the "Site"), client portal, and any related services (collectively, the "Services"), you agree to be bound by these Terms of Service (the "Terms"). If you do not agree to these Terms, you may not access or use the Services.

2. Description of Services

NMN Digital Consulting provides AI-powered digital infrastructure services, including but not limited to brand identity architecture, automated content generation, reputation management systems, and client portal access. The specific scope of services for each client engagement will be defined in a separate service agreement or statement of work.

3. AI-Generated Content Disclaimer and Indemnification

THIS SECTION CONSTITUTES A MATERIAL TERM OF THIS AGREEMENT.

All content produced through our Services, including but not limited to social media captions, blog posts, visual assets, brand strategy documents, and review responses, is generated in whole or in part by artificial intelligence systems. AI-generated content is provided on an "as-drafted" basis and requires human review by the Client before any publication, distribution, or use.

Client Responsibility. The Client is solely responsible for reviewing, approving, and verifying the accuracy, appropriateness, and legal compliance of all AI-generated content before it is published or distributed. The Client acknowledges that AI systems may produce content that contains factual inaccuracies, unintended similarities to existing copyrighted works, or statements that may not accurately represent the Client's business.

Limitation of Liability. NMN Digital Consulting shall not be held liable for any claims, damages, losses, or expenses arising from the publication or use of AI-generated content that has been approved by the Client for publication. This includes, without limitation, claims related to copyright infringement, trademark infringement, defamation, factual inaccuracies, regulatory non-compliance, or any other intellectual property or legal claims.

Indemnification. The Client agrees to indemnify, defend, and hold harmless NMN Digital Consulting, its officers, agents, and affiliates from and against any and all claims, liabilities, damages, judgments, costs, and expenses (including reasonable attorneys' fees) arising out of or related to the Client's use, publication, or distribution of any AI-generated content delivered through the Services.

4. Human-in-the-Loop Approval Process

All content generated through our platform is delivered to the Client's portal in "Draft" status. No content is published or distributed without the Client's explicit approval. By approving content for publication through the client portal or any other written authorization, the Client assumes full responsibility for the accuracy and legal compliance of that content.

5. Client Portal Access

Upon engagement, the Client will be provided with access to a proprietary client portal. The Client agrees to maintain the confidentiality of their login credentials and to notify us immediately of any unauthorized access to their account.

The client portal and all underlying technology, software architecture, automation workflows, and system configurations are the proprietary property of NMN Digital Consulting and are not transferred to the Client as part of any service engagement.

6. Intellectual Property

Client-Owned Assets. Brand DNA Architecture documents, brand strategy deliverables, and final approved content assets are owned by the Client upon delivery and full payment. The Client retains these assets permanently, including in the event of service termination.

Agency-Owned Systems. All automation systems, workflows, portal configurations, AI prompts, templates, and proprietary processes developed by NMN Digital Consulting remain the exclusive intellectual property of NMN Digital Consulting.

AI-Generated Content. The Client acknowledges that AI-generated content may not be eligible for copyright protection under applicable law. NMN Digital Consulting makes no representations or warranties regarding the copyrightability of AI-generated content.

7. Payment Terms

Service fees are billed on a monthly recurring basis as defined in the applicable service agreement. Payment is due upon receipt of invoice or as otherwise agreed in writing. Late payments may result in suspension of Services.

All fees are non-refundable unless otherwise specified in a separate written agreement. Clients may cancel their subscription with 30 days' written notice to [email protected].

8. Service Level and Availability

We strive to maintain continuous availability of our Services, but we do not guarantee uninterrupted access. Services may be temporarily unavailable due to maintenance, updates, or circumstances beyond our control. We are not liable for any damages resulting from service interruptions.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NMN DIGITAL CONSULTING SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, REGARDLESS OF THE CAUSE OF ACTION OR THE THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL AGGREGATE LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CLIENT IN THE THREE (3) MONTHS PRECEDING THE CLAIM.

10. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or sensitive information shared during the course of the engagement. This obligation survives the termination of any service agreement.

11. Termination

Either party may terminate a service engagement with 30 days' written notice. NMN Digital Consulting reserves the right to terminate Services immediately if the Client breaches these Terms or engages in conduct that is harmful to our business or reputation.

Upon termination, the Client retains ownership of all delivered Brand DNA documents and approved content assets. Access to the client portal will be deactivated within 7 business days of the effective termination date.

12. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Maryland, without regard to its conflict of law provisions. Any disputes arising from these Terms shall be resolved in the state or federal courts located in the State of Maryland.

13. Modifications

We reserve the right to modify these Terms at any time. Any changes will be posted on this page with an updated "Last updated" date. Continued use of the Services after any modification constitutes acceptance of the revised Terms.

14. Contact

For questions regarding these Terms of Service, please contact:

NMN Digital Consulting
Email: [email protected]
Website: nmndigitalconsulting.com