Last Updated: June 30, 2025
These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and DaVinci Agency ("Company," "we," "our," or "us") regarding your use of our marketing services, website, and related content and services (collectively, the "Services").
By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use our Services.
DaVinci Agency provides marketing services for window tinting businesses, including but not limited to:
The specific services to be provided to you will be outlined in a service agreement or proposal that we provide to you, which is incorporated into these Terms by reference.
Upon entering into a service agreement with us, you may be granted exclusive territorial rights for our services in a specific geographic area. This means that we will not provide the same or substantially similar services to other window tinting businesses within your designated territory while our agreement is in effect.
Territorial exclusivity is limited to the specific geographic area defined in your service agreement and only applies to window tinting businesses. We reserve the right to provide our services to businesses in other industries within your geographic area.
You agree to pay all fees specified in your service agreement. Unless otherwise stated, all fees are quoted in US Dollars and are non-refundable except as provided in our satisfaction guarantee.
A one-time setup fee is required to begin our services. This fee covers the implementation of our marketing systems, initial content creation, and campaign setup.
A recurring monthly service fee will be charged for the ongoing management of your marketing campaigns, content creation, and system maintenance.
Additional fees may apply for each lead delivered, as specified in your service agreement.
Payments will be processed using the payment method you provide. By providing payment information, you represent and warrant that you are authorized to use the designated payment method and authorize us to charge your payment method for all fees due.
Late payments may result in suspension of services. We reserve the right to charge late fees and interest on overdue amounts at the maximum rate permitted by law.
The initial term of our service agreement will be as specified in your service agreement. Unless otherwise stated, the agreement will automatically renew for successive periods equal to the initial term unless either party provides written notice of non-renewal at least 30 days prior to the end of the current term.
You may terminate your agreement with us by providing written notice as specified in your service agreement. Early termination may be subject to fees as outlined in your service agreement.
We may terminate your agreement for cause if you breach any material provision of these Terms or your service agreement and fail to cure such breach within 15 days of receiving written notice. We may also terminate your agreement immediately if you:
Upon termination, all rights granted to you under these Terms and your service agreement will immediately cease. You will remain liable for all fees accrued and payable as of the effective date of termination.
We offer a satisfaction guarantee as described in your service agreement. If eligible, refunds will be processed according to the terms and conditions specified in your service agreement.
To qualify for a refund under our satisfaction guarantee, you must have:
All content, materials, software, designs, techniques, methods, processes, algorithms, and technology used to provide our Services are protected by intellectual property rights owned by or licensed to us. Nothing in these Terms grants you any right, title, or interest in any of our intellectual property.
You retain all rights to any content, materials, or information you provide to us in connection with our Services ("Client Content"). You grant us a non-exclusive, worldwide, royalty-free license to use, reproduce, modify, adapt, publish, and display your Client Content solely for the purpose of providing our Services to you.
Content generated by our AI systems for your business is licensed to you for your use during the term of our agreement. Upon termination, you may retain and continue to use any content that has been published on your website or used in your marketing materials prior to termination.
Each party agrees to maintain the confidentiality of any proprietary or confidential information disclosed by the other party in connection with our Services. Confidential information includes, but is not limited to, business plans, marketing strategies, customer data, pricing information, and proprietary methodologies.
This confidentiality obligation will survive the termination of our agreement for a period of two (2) years.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:
OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF THE SERVICES SHALL NOT EXCEED THE AMOUNT PAID BY YOU TO US DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY.
You agree to indemnify, defend, and hold harmless DaVinci Agency and its officers, directors, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from or relating to:
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
WE DO NOT GUARANTEE ANY SPECIFIC RESULTS FROM THE USE OF OUR SERVICES. WE MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS.
WHILE WE USE REASONABLE EFFORTS TO ENSURE THAT THE INFORMATION PROVIDED THROUGH OUR SERVICES IS ACCURATE AND UP-TO-DATE, WE MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY CONTENT.
These Terms shall be governed by and construed in accordance with the laws of the United States and the State of California, without regard to its conflict of law provisions.
Any dispute arising from or relating to these Terms or your use of the Services shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall be conducted in San Francisco, California, and judgment on the arbitration award may be entered in any court having jurisdiction thereof.
We may modify these Terms at any time by posting the revised Terms on our website. Your continued use of our Services after any such changes constitutes your acceptance of the new Terms.
It is your responsibility to check these Terms periodically for changes. If you do not agree to any of the changes to these Terms, you must stop using our Services.
These Terms, together with your service agreement and any other agreements expressly incorporated by reference, constitute the entire agreement between you and us regarding your use of the Services.
You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, without our prior written consent. We may assign these Terms at any time without notice.
If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect.
Our failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by our authorized representative.
We will not be liable for any delay or failure to perform resulting from causes outside our reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.
If you have any questions about these Terms, please contact us at:
DaVinci Agency
Email: legal@davinci-agency.com
Website: davinci-agency.com