Terms of Service

Nikonomics LLC d/b/a Ki Marketing

Effective Date: December 7, 2025

These Terms of Service ("Terms") govern your access to and use of the services, website, and communications provided by Ki Marketing (the "Agency," "we," "us," or "our"), including those provided to our marketing Clients and our affiliated content Creators. By accessing or using any part of our services, you agree to be bound by these Terms.

PART I: General Terms Applicable to All Users

1. Acceptance of Terms

By utilizing our services, you affirm that you are at least 18 years old and capable of forming a binding contract. If you are accepting these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms.

2. Modification of Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. We will notify users of material changes. Your continued use of the services after any such changes constitutes your acceptance of the new Terms.

3. Limited License to Use Services

We grant you a non-exclusive, non-transferable, revocable license to use our services solely for their intended business purpose, subject to your compliance with these Terms.

PART II: Financial, Liability & Legal Clauses (Maximum Protection)

4. Indemnification (Transfer of Risk)

You agree to defend, indemnify, and hold harmless Ki Marketing, its affiliates, clients, officers, and employees from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt (including but not limited to attorney's fees) arising from:

  • Your violation of any term of these Terms.
  • Your use of the services.
  • Any claim that content provided by you (Creator) infringes upon the rights of any third party, including copyright, trademark, privacy, or publicity rights.
  • Any misrepresentation made by you.

5. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL KI MARKETING BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES.

IN ALL CASES, KI MARKETING'S TOTAL AGGREGATE LIABILITY TO ANY USER (CLIENT OR CREATOR) IS LIMITED TO THE AMOUNT PAID BY THE AGGRIEVED PARTY TO KI MARKETING IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE CLAIM.

6. Disclaimer of Warranties

The services are provided on an "AS IS" and "AS AVAILABLE" basis. We disclaim all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We make no warranty that the services will be uninterrupted, timely, secure, or error-free.

7. Governing Law and Dispute Resolution

Governing Law: These Terms shall be governed by the laws of the State of Maryland, without regard to its conflict of law provisions.

Binding Arbitration: Any controversy or claim arising out of or relating to these Terms, or the breach thereof, shall be settled exclusively by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules.

Venue: Arbitration shall take place in Montgomery County, Maryland, or conducted virtually, at the Agency's discretion. The arbitrator shall have the authority to award monetary relief and equitable relief.

PART III: Creator Specific Terms (Content and Compensation)

8. Full Assignment of Content Ownership

This clause supersedes any implied license and represents the strongest possible transfer of rights.

A. Assignment: In consideration for the fees paid by Ki Marketing, the Creator irrevocably, perpetually, and absolutely assigns, transfers, and conveys to Ki Marketing (and its Clients) all right, title, and interest in and to the content created under any Statement of Work (the "Content"). This includes, without limitation, all Copyrights, trademark rights, and all other proprietary rights, in any medium now known or later devised.

B. Waiver of Moral Rights: The Creator expressly and irrevocably waives any and all claims the Creator may now or hereafter have in any jurisdiction to Moral Rights (Droit Moral) with respect to the Content.

C. Modification Rights: Ki Marketing and its Clients shall have the perpetual, unrestricted right to modify, edit, crop, remix, translate, use for training artificial intelligence (AI) models, adapt, and create derivative works from the Content in any manner without further permission or compensation to the Creator.

D. Representations & Warranties: The Creator warrants that the Content is entirely original, does not infringe on any third party's intellectual property rights, and that the Creator has obtained all necessary releases (e.g., for identifiable persons or music used).

9. Compensation and Payment

A. Payment Schedule: All payments to the Creator shall be processed on the 1st and 15th of each month (Net 15) following Ki Marketing's receipt of the final, approved Content and any required invoicing or tax documentation.

B. Unlimited Revisions: The Creator agrees to perform an unlimited number of revisions requested by Ki Marketing Management or the Client until the Content is formally approved by the Agency. No additional payment shall be due for these revisions.

C. Cancellation Policy (Proration): In the event a project is cancelled by the Client or Ki Marketing after work has commenced, the Creator shall be compensated on a prorated basis for deliverables completed and approved by the Agency up to the point of cancellation, as determined solely by the Agency. The Creator is not entitled to any cancellation fee or the full agreed-upon payment.

10. Exclusivity Covenant

For a period of one hundred and twenty (120) days following the final delivery date of the Content, the Creator shall not provide services, create content, or enter into any arrangement with a direct competitor of the specific Client for whom the Content was created. Breach of this clause may result in immediate termination of all agreements and forfeiture of outstanding payments.

11. Disclosure and Content Standard

The Creator warrants that the Content will not contain libelous, defamatory, or illegal material. The Creator is responsible for adhering to all platform-specific guidelines. Ki Marketing does not require explicit FTC disclosures (e.g., #ad) but the Creator remains solely responsible for legal compliance.

PART IV: Contact Information

For any questions regarding these Terms, please contact us at:

Ki Marketing
Attention: Legal & Compliance
Email: contact@kimarketing.xyz
Mailing Address: 22509 Castle Oak Road, Clarksburg MD, 20871