Terms of
service.

1. The agreement

These Terms of Service ("Terms") form a binding agreement between you ("Client") and Onbrandward ("Onbrandward," "we," "us") and govern every statement of work, proposal, or engagement we accept (each, an "Engagement"). By signing a proposal, paying an invoice, or otherwise using our services, you accept these Terms.

If a signed statement of work conflicts with these Terms, the statement of work controls for that Engagement only.

2. Our services

Onbrandward produces visual content for direct-to-consumer brands, including AI-generated product photography, synthetic UGC and avatar content, generative and motion video, performance ad creative, and editorial campaign assets (the "Services"). The exact deliverables, timelines, and revision rounds for each Engagement are defined in the applicable proposal or statement of work.

We may use third-party and proprietary AI tools, models, and pipelines to produce deliverables. We will flag material AI involvement in deliverables on request, and we will not knowingly produce content that impersonates a real person without written consent and disclosure.

3. Client responsibilities

You agree to provide timely access to products, brand assets, claims documentation, and approvals. Delays in feedback beyond five business days may shift agreed timelines and delivery dates.

You represent that all materials you provide (product images, claims, testimonials, music, likenesses) are owned or licensed by you and do not infringe any third-party rights. You are responsible for the accuracy of product claims and for ensuring deliverables comply with the advertising rules of the platforms and markets where you run them.

4. Fees and payment

Engagements are billed per project or on monthly retainer as stated in the proposal. Unless stated otherwise, invoices are due within fourteen (14) days of receipt. We may pause work on any Engagement more than fourteen (14) days past due.

Retainers cover the monthly scope in your plan and do not roll over. Late payments accrue interest at 1.5% per month or the maximum rate permitted by law, whichever is lower. Fees are non-refundable except where required by law or expressly stated in writing.

5. Intellectual property

Upon full payment for an Engagement, you own the final approved deliverables (the "Final Assets") delivered under that Engagement, including all rights needed to use them in your marketing.

We retain ownership of our pre-existing tools, prompts, pipelines, templates, model configurations, methodologies, and know-how (the "Onbrandward IP"). Nothing in these Terms transfers Onbrandward IP, and we may reuse general techniques and non-confidential learnings developed during an Engagement.

Work-in-progress, drafts, and unused concepts remain our property until incorporated into Final Assets and paid for.

6. AI-generated content

You acknowledge that deliverables produced with generative AI may be subject to the terms of the underlying model providers and that intellectual-property treatment of purely AI-generated output varies by jurisdiction. To the extent we can secure rights under applicable provider terms, we assign those rights to you with the Final Assets.

We warrant that AI-produced deliverables will not knowingly reproduce copyrighted watermarked material or the likeness of any identifiable person without proper consent. Beyond that, we make no representation that any registry or office will recognize ownership of purely machine-generated elements.

7. Revisions and acceptance

Each deliverable includes the revision rounds stated in your proposal. Additional rounds are billed at our then-current hourly rate. Deliverables are deemed accepted if we receive no written feedback within five (5) business days of delivery.

8. Confidentiality

Each party will protect the other's non-public business information (sales data, unreleased products, campaign plans, pricing) with at least reasonable care and use it only for the Engagement. This obligation survives for three (3) years after the last Engagement ends.

We may reference the Engagement in our portfolio and case studies after public launch of the work, or earlier with your written consent.

9. Term and termination

These Terms apply while any Engagement is active. Either party may terminate an Engagement for convenience with fourteen (14) days' written notice, or immediately for material breach that is not cured within ten (10) days of notice.

On termination, you pay for all work performed and expenses incurred through the termination date. Fully paid Final Assets are delivered to you; unpaid work-in-progress is not.

10. Warranties and liability

We warrant that Services will be performed in a professional and workmanlike manner. Except for that warranty, Services are provided "as is," and we disclaim all other warranties, express or implied, including fitness for a particular purpose and non-infringement.

Neither party is liable for indirect, incidental, special, or consequential damages, or for lost profits or lost revenue. Our total liability under any Engagement is limited to the fees you paid us for that Engagement in the six (6) months before the claim arose.

11. General

These Terms are governed by the laws of the State of Delaware, USA, without regard to conflict-of-laws rules. The parties consent to the exclusive jurisdiction of the state and federal courts located in Delaware.

Neither party may assign these Terms without the other's written consent, except in connection with a merger or sale of substantially all assets. If any provision is unenforceable, the rest stays in force. These Terms, together with each signed proposal, are the entire agreement regarding the Services.