Terms of Service
These terms govern marketing, web, and systems work performed by Paper St. Each engagement is custom, so the specifics of what gets built, what it costs, and when it is paid live in your order form or statement of work. These terms set the rules that sit underneath every engagement.
01Who these terms are between
These terms are an agreement between you (the client, the business engaging the service) and Paper St Systems LLC, a California limited liability company doing business as PaperSt.AI ("Paper St," "we," or "us").
Paper St may later operate through Paper St Marketing LLC. If that happens, this agreement, along with every order form, statement of work, and any rate protection granted to you, carries over to and binds that successor entity, and references to "Paper St" are read to mean Paper St Marketing LLC from the effective date of the change. We may assign this agreement to a successor entity, an affiliate, or a buyer of the business; you may assign it only with our written consent.
02The work we do
We perform marketing, web, and revenue-systems work on a per-engagement basis. The scope of each engagement, the deliverables, the schedule, and the fees are described in a written order form or statement of work (the "SOW") that you and we both sign. The SOW, together with these terms, is the full agreement for that engagement.
We engage as an independent contractor, not as your employee, partner, or joint venturer. We may use subcontractors or tooling to perform the work; we stay responsible to you for the result. Unless the SOW says otherwise, timelines are good-faith estimates that depend on you supplying access, content, approvals, and feedback when we need them.
Where an engagement touches advertising, reputation, or lead capture we hold to honest practice: we do not create, buy, or seed reviews, and we do not condition any review or testimonial on positive sentiment. Any reviews we help generate are organic. You are responsible for the accuracy of the claims, offers, license numbers, and other content you ask us to publish, and for your use of the systems we build.
03Fees and payment
Fees, the payment schedule, any minimum term, and any third-party pass-through costs are set out in your order form or SOW and the invoices issued under it. We do not hardcode a price in these terms because each engagement is priced to its scope.
Invoices are due on the terms stated in the SOW or on the invoice. Amounts already earned for work performed and costs incurred are not refunded; where an engagement is cancelled mid-stream, we provide an itemized account of work performed and costs incurred and refund any remaining prepaid balance. Fees are exclusive of any taxes you are responsible for.
The price stated in your SOW is the price. We do not present it as a discount off a higher figure. If your SOW grants a rate protection, it is a ceiling on future increases for the life of that engagement, not a markdown, and it carries to any successor entity as described in Section 01.
04Cancellation and termination
Either party may end an engagement on the notice and terms stated in the SOW, subject to any minimum term in it. On termination you pay for work performed and costs incurred through the effective date.
Either party may terminate for a material breach the other party does not cure within a reasonable period after written notice. On termination we hand over the deliverables you have paid for, and the ownership, confidentiality, and liability terms below survive.
05Ownership of what we build
On full payment for an engagement, the final deliverables created specifically for you under that SOW, such as your website copy and design, your ad creative, and the configuration built for your accounts, become yours. Your data and your accounts are and remain yours.
Paper St keeps ownership of its own tools and method: the frameworks, templates, internal libraries, code, processes, checklists, and general know-how we bring to the work or develop across clients. We grant you a license to use those only as embedded in your deliverables, for your own business. Nothing here transfers third-party or licensed components, which remain governed by their own licenses. We may describe the engagement in our portfolio at a general level unless your SOW restricts it.
06Your data and how we handle it
To deliver the service we process data you give us or that flows through the systems we build, which can include business contact details, lead and customer records, and account access. We act as your service provider: we process that data only to provide and improve the service for you and on your direction.
We do not sell your personal information, and we do not share it for cross-context behavioral advertising. We use reputable processors (for example for hosting, email delivery, form protection, and analytics) and require them to handle data consistently with these commitments. We keep data only as long as we need it for the engagement or as the law requires, and we apply reasonable safeguards. You are responsible for having the right to give us the data you provide and for any consents your end customers need.
07Warranties and liability
We perform the work in a professional and workmanlike manner. Beyond that, the service is provided as is, and we do not guarantee any specific revenue, ranking, lead volume, or business outcome. Marketing results depend on factors outside our control.
To the fullest extent the law allows, neither party is liable to the other for indirect, incidental, special, or consequential damages, or for lost profits or lost data, even if advised of the possibility. Our total liability for any engagement is limited to the fees you actually paid us under the SOW for that engagement. You agree to indemnify us against third-party claims arising from your content, your data, the consents you were responsible for, and your use of the systems we build. Nothing in this section limits liability that cannot be limited under California law.
08Electronic agreement and signature
You agree to transact with us electronically. You consent to receive this agreement, your SOW, invoices, and related notices in electronic form, and you agree that an electronic signature is as binding as a handwritten one under the federal E-SIGN Act and the California Uniform Electronic Transactions Act.
When you sign electronically, we record the signer name, the date and time, and the IP address used, and we deliver you a copy you can retain and reproduce. You may withdraw consent to transact electronically by writing to us, though doing so may prevent us from providing the service. To request a paper copy, contact us at the address below.
09Governing law and changes
These terms are governed by the laws of the State of California, without regard to its conflict-of-law rules, and the courts located in California are the venue for any dispute. If any provision is held unenforceable, the rest stays in effect.
We may update these terms from time to time and will post the current version here with an updated date. For an active engagement, the terms in effect when you signed your SOW govern that engagement unless we both agree in writing to a change.
10Contact
Questions about these terms or a request for a paper copy go to [email protected]. Paper St is Paper St Systems LLC, a California limited liability company doing business as PaperSt.AI.