Terms and Conditions

These Terms and Conditions (the "Terms") are a binding agreement between Net Sphere LLC, a Florida limited liability company ("Net Sphere," "we," "us," or "our"), and the business or individual that engages our services or uses our website ("Client," "you," or "your"). Please read them carefully. Sections 5, 6, 15, 16, 17, and 18 limit our liability, require you to obtain certain permissions, require you to indemnify us, and require disputes to be resolved through individual arbitration.

Definitions

"Services" means all services Net Sphere provides, including those described in Section 2, any free promotional shoot, and any related consulting, strategy, or support.

"Content" means all video, photographs, audio, graphics, captions, scripts, ad creative, landing pages, and other materials that Net Sphere captures, creates, edits, or publishes for you, including raw footage.

"Service Agreement" means any proposal, order form, onboarding form, invoice, plan description, or other written document (including email or electronic form) that describes the plan, pricing, deliverables, or schedule for your Services.

"Location" means any property, job site, home, business, vehicle, or other place where filming occurs or that appears in Content, including its exterior, interior, contents, and condition.

"Third Party" means any person or entity other than Net Sphere and you, including your customers, property owners, occupants, tenants, neighbors, employees, subcontractors, and members of the public.

1. Acceptance of These Terms

1.1 How you accept. You accept these Terms, on behalf of yourself and the business you represent, when you do any of the following: (a) sign or electronically accept a Service Agreement or onboarding form that references these Terms; (b) book, schedule, or allow any shoot to take place, including a free promotional shoot; (c) pay any invoice or authorize any recurring charge; or (d) otherwise use the Services.

1.2 Authority. If you accept on behalf of a business, you represent that you have authority to bind that business, and "you" refers to both you and the business.

1.3 Order of precedence. Your Service Agreement controls pricing, deliverables, and scheduling. These Terms control everything else. If a Service Agreement conflicts with these Terms, these Terms control unless the Service Agreement expressly identifies the section of these Terms it is overriding.

1.4 Electronic communications. You agree that notices, agreements, approvals, and signatures may be delivered electronically, including by email, text message, and online forms, and that they have the same effect as signed paper documents.

2. Our Services

2.1 Scope. Net Sphere provides content marketing services, which may include: on-site video production (short form and long form); photography; editing and post-production; publishing to Facebook, Instagram, TikTok, YouTube, Google Business Profile, and other platforms; paid advertising management; landing pages, sales funnels, and video sales letters; reputation management and automated review requests; and creative strategy. Your specific Services are those listed in your Service Agreement.

2.2 Plans and deliverables. Shoot days and deliverable quantities are set by your plan for each billing period. Unused shoot days and deliverables do not roll over and do not create a credit or refund, unless the shortfall was caused by Net Sphere or we agree otherwise in writing.

2.3 Creative discretion. Net Sphere has reasonable creative discretion over filming, editing, music, captions, formatting, and publishing schedules, consistent with your brand and any written guidelines you provide.

2.4 Scheduling and rescheduling. We may reschedule a shoot for weather, safety concerns, illness, equipment failure, or other circumstances outside our reasonable control. If you cancel or reschedule with less than 24 hours' notice, or if our team arrives and cannot film because the Location is unavailable, unsafe, or lacks required permission, the shoot day may be counted as used.

2.5 Revisions. We will make reasonable revisions to edited Content when you request them in writing within 7 days of delivery. Requests that require re-filming, substantial re-editing, or work outside your plan may be billed separately with your approval.

2.6 Timelines. Delivery and posting timelines are good-faith estimates, not guarantees.

2.7 Team and contractors. We may use employees and independent contractors, including video editors located outside the United States, to perform the Services. Net Sphere remains responsible for their performance under these Terms.

2.8 Free promotional shoot. If we provide a free promotional shoot, there is no charge and no obligation to purchase. These Terms, including Sections 5, 6, 7, 16, and 17, apply to that shoot and its Content.

2.9 Exclusivity. Any industry or market exclusivity applies only if it is stated in your Service Agreement, only for the industry and area stated there, and only while your account is active and paid in full.

2.10 Software and AI-assisted tools. Our Content is built from real footage that we film. We may use software tools, including AI-assisted features, for tasks such as transcription, captions, audio cleanup, color correction, and scheduling. We do not use AI to create synthetic depictions of you, your team, or your customers without your written approval.

3. No Guarantee of Results

3.1 No guaranteed outcomes. Net Sphere does not guarantee any particular result, including views, followers, engagement, reach, leads, calls, appointments, sales, revenue, search rankings, review volume or ratings, advertising performance, cost per lead, or return on investment. Results depend on many factors outside our control, including your offer, pricing, market, competition, reputation, sales process, and platform algorithms.

3.2 Estimates and examples. Any projection, estimate, calculator, roadmap, case study, testimonial, or example on our website, in proposals, or in conversation is for illustration only. It is not a promise, and past results do not predict future results.

3.3 Reach cannot be controlled. Once Content is published, neither Net Sphere nor you can control how widely it is viewed, shared, downloaded, commented on, reposted, or covered by others. Content may reach an audience far larger than expected, including people who know the individuals or Locations shown. You accept this risk when Content is published.

3.4 No affiliation. Net Sphere is not affiliated with, endorsed by, or acting on behalf of Meta, Google, YouTube, TikTok, or any other platform. We do not control their algorithms, policies, enforcement, outages, or changes.

4. Your Responsibilities

You agree to:

• Provide accurate, complete information about your business, offers, licenses, pricing, warranties, and claims, and promptly correct anything that changes.
• Be available, or provide an on-site contact, for scheduled shoots, and give reasonable notice of schedule changes.
• Provide timely access to the accounts and platforms we manage for you.
• Obtain all consents, authorizations, and releases described in Section 5 before each shoot.
• Comply with all laws, regulations, licensing rules, and industry or professional standards that apply to your business and its advertising, including any requirement to display license numbers, fair housing and real estate advertising rules, consumer protection laws, and rules on pricing, warranty, financing, and health or safety claims.
• Review Content for factual accuracy about your business. You are responsible for statements made by you, your team, and your customers in Content, including testimonials.
• Tell us in advance about any hazards at a Location, as described in Section 13.
• Not ask us to create or publish anything that is false, misleading, defamatory, infringing, unlawful, or that violates a platform's rules.

5. Filming Locations, Property, and Consent

5.1 Your responsibility for permissions. Before each shoot, you are solely responsible for obtaining every permission needed to film at the Location and to publish the resulting Content, including:

• (a) consent from every person who will appear or be identifiable, including your employees, subcontractors, customers, residents, guests, and anyone else present;
• (b) authorization from the owner, and from any occupant or tenant, of each Location where filming occurs or that appears in Content, whether or not that owner or occupant appears on camera;
• (c) any permission required from a landlord, homeowners' association, property manager, general contractor, or other party with authority over the Location; and
• (d) consent from a parent or legal guardian for any minor who may appear.

By allowing a shoot to proceed, you represent that you have obtained all of these permissions.

5.2 Property shown in Content. Content may show a Location's exterior, interior, contents, surroundings, and condition, including damage, mold, water intrusion, pest activity, code issues, disrepair, or the "before" state of a project. Net Sphere is not responsible for the inclusion, appearance, or condition of any Location in Content, or for any objection by an owner, occupant, buyer, seller, neighbor, or other Third Party that a Location appears in Content at all.

5.3 Our filming practices. Net Sphere makes reasonable efforts to avoid capturing sensitive or identifying details, such as house numbers, street signs, license plates, family photos, mail, documents, screens, security systems, valuables, and the faces or names of people who have not agreed to appear. We will not intentionally state a Location's address in captions unless you instruct us to. We will honor reasonable on-site requests to avoid filming specific areas, items, or people. These are reasonable efforts, not guarantees. Identifying details may still appear incidentally, including in backgrounds, reflections, or through recognizable surroundings.

5.4 Releases. We strongly urge you to obtain a signed photo and video release from each property owner, occupant, and identifiable person before any shoot, especially when filming inside a home or filming any condition a person may consider sensitive. Net Sphere may provide a sample release form for your convenience. A sample form is not legal advice, and you are responsible for adapting it, having it signed, and keeping it. You agree to provide copies of signed releases to us on request.

5.5 Right to decline. Net Sphere may decline to film, stop filming, or decline to publish any Content if we believe consent or authorization is missing, a Location is unsafe, or publishing would create legal or reputational risk.

5.6 Aerial footage. If your Services include drone footage, it will be flown by an appropriately certified pilot in accordance with applicable FAA rules. Flights depend on airspace, weather, and authorizations and may be canceled without penalty to Net Sphere. You are responsible for permission to take off, land, and fly over property under your control or your customer's control.

6. Publishing, Account Access, and Removal Requests

6.1 Publishing authorization. You authorize Net Sphere to publish Content to the accounts and platforms you designate, on a schedule we determine. You may request in writing to approve some or all Content before it is published. If you have not made that request, Content we publish is deemed approved by you. If you have made that request and do not respond within 2 business days after we submit Content for approval, it is deemed approved.

6.2 You are the publisher. Content we publish for you appears on accounts you own and control, under your business name. As between you and Net Sphere, you are the publisher of that Content and are responsible for it once published, subject to Section 17.

6.3 Account access and security. You remain the owner of all your accounts. Where possible, you will grant us access through partner, business manager, or user roles rather than sharing passwords. You are responsible for account security, including two-factor authentication, and for actions taken by anyone else with access. Net Sphere is not responsible for platform suspensions, restrictions, removals, policy enforcement, demonetization, loss of followers or content, or unauthorized access not caused by our negligence.

6.4 Comments, messages, and leads. Unless your Service Agreement includes community management, Net Sphere does not monitor or respond to comments, direct messages, reviews, or leads. You are responsible for responding to your customers and prospects.

6.5 Music and licensed elements. We may use music, sound effects, fonts, or other elements licensed through a platform's library or under royalty-free licenses. Platform-library music is licensed only for use on that platform. If you reuse Content elsewhere (for example, on your website, television, or another platform's ads), you are responsible for obtaining any licenses needed. Platforms may mute or remove audio at any time.

6.6 Removal requests. If any person, property owner, occupant, or other Third Party objects to Content, our recommendation is to remove it promptly. When you request removal in writing (email is sufficient), we will remove the Content from accounts we manage and from Net Sphere's own channels and portfolio within 2 business days and will not use it again. If a Third Party contacts Net Sphere directly, we will notify you, may remove the Content from our own channels at our discretion, and may pause any further publishing of that Content pending your instruction.

6.7 Limits of removal. Removing Content does not remove copies that others have already downloaded, screen-recorded, shared, reposted, archived, or that search engines have indexed. Net Sphere is not responsible for those copies. Removal of Content does not entitle you to a refund or credit, and removing Content is not an admission of fault or liability by you or Net Sphere.

7. Ownership and Licenses

7.1 Your Content. Once the fees for the applicable billing period are paid in full, you own the final edited Content delivered to you and the raw footage captured for you, and you may use it however you choose, subject to Section 6.5. On request during the retention period in Section 7.5, we will provide raw footage in a reasonable digital format.

7.2 Net Sphere's portfolio license. You grant Net Sphere a perpetual, worldwide, royalty-free, non-exclusive license to use published Content, excerpts of it, and your business name and logo in our portfolio, website, social media, case studies, proposals, advertising, and internal training. You may opt out in writing at any time. We will stop new uses and remove the Content from channels we control within 14 business days, or within 2 business days when the request involves a Third Party's privacy or property objection.

7.3 Net Sphere's property. Net Sphere retains all rights in its processes, frameworks, templates, strategies, presets, standard operating procedures, editing project files, software, online tools and calculators, and know-how, including anything we develop or improve while serving you. Editing project files are not deliverables.

7.4 Your materials. You grant Net Sphere a license to use your logos, trademarks, footage, photos, and other materials you provide, solely to perform the Services and as permitted in Section 7.2. You represent that you have the right to grant this license and that our use will not infringe anyone's rights.

7.5 Storage and retention. Net Sphere is not an archive or backup service. We may delete raw footage and project files 90 days after capture, and all remaining Content 30 days after your Services end. You are responsible for downloading and keeping copies of anything you want to retain.

8. Paid Advertising

If your Services include paid advertising management:

• Ad spend is separate from Net Sphere's fees and is paid by you directly to the advertising platform. You are responsible for all charges the platform bills, including any amounts that exceed budgets because of platform billing practices.
• Ads run in ad accounts you own, and you are the advertiser of record. You are responsible for compliance with platform advertising policies and laws, including special ad category rules for housing, employment, credit, and similar categories.
• Platforms may reject, restrict, or remove ads or accounts at their discretion. Net Sphere does not guarantee approval, delivery, or performance.
• You are responsible for lawful handling of leads and data collected through your ads, forms, and pixels, including maintaining your own privacy policy and obtaining any consent required before contacting leads.
• We will not launch paid advertising until we both agree that your brand, content, and funnel are ready to support it.

9. Reputation Management and Messaging

9.1 You are the sender. When we send review requests, follow-ups, or other messages to your customers through our platforms, we do so on your behalf, using contact information you provide. You are the sender and the party responsible for those messages.

9.2 Your consent obligations. You represent that you have every consent legally required to contact each person whose information you provide, including consent required under the Telephone Consumer Protection Act, the Florida Telephone Solicitation Act, and the CAN-SPAM Act. You will promptly tell us about any opt-out you receive, and we will honor opt-outs received through our systems.

9.3 Honest reviews only. Net Sphere does not write, buy, post, or remove reviews, and does not offer incentives for reviews or ask only satisfied customers to leave reviews where platform rules or law prohibit it, including the FTC rule on consumer reviews and testimonials. You agree not to ask us to do any of these things. We cannot guarantee review volume or ratings and cannot remove reviews posted by others.

9.4 Carrier registration. Text messaging may require carrier registration using accurate information about your business. Carriers may filter, delay, or block messages, and Net Sphere is not responsible for messages that are not delivered.

10. Fees, Billing, and Payment

10.1 Fees. Fees are set in your Service Agreement and are billed in advance at the start of each billing period. By subscribing, you authorize Net Sphere and its payment processors to charge your selected payment method on a recurring basis until you cancel. Fees do not include sales tax, ad spend, or approved third-party costs such as permits, props, or travel outside our standard service area.

10.2 Late or failed payments. If a payment fails or is late, we may pause the Services, including filming and publishing, until your account is current. Accounts more than 15 days past due may be terminated.

10.3 Chargebacks. You agree to contact us first to resolve any billing concern. Filing a chargeback for Services that were delivered is a breach of these Terms, and you will reimburse our reasonable costs of disputing it.

10.4 Price changes. We may change pricing with at least 30 days' written notice. Continued Services after the change takes effect means you accept the new price.

11. Cancellation and Refunds

11.1 Cancellation. There are no long-term contracts and no cancellation fees. You may cancel at any time by written notice. To avoid the next charge, give notice before your next billing date. Cancellation takes effect at the end of your current paid billing period, and we will complete and deliver the work scheduled for that period.

11.2 Satisfaction refund. If you are not satisfied with the Services, you may request in writing, within 30 days after a charge, a refund of the Net Sphere fee for that most recent billing period. Approved refunds are initiated within 5 business days; your bank controls when the funds arrive. A refund ends your Services. Refunds do not include ad spend or third-party costs. You may keep Content that was already published or delivered before the refund, and Content not yet delivered remains with Net Sphere.

12. Term, Suspension, and Termination

12.1 Term. Services continue month to month until either party ends them by written notice.

12.2 Suspension or termination by Net Sphere. We may suspend or terminate the Services immediately if you fail to pay; breach these Terms; act in an unlawful, unethical, abusive, or harassing way toward our team or others; create unsafe conditions; fail to obtain required consents or authorizations; or act in a way that harms our reputation or our ability to serve other clients.

12.3 Effect of termination. When Services end, we will deliver completed, paid-for work, remove our access to your accounts within a reasonable time, and you should change any shared passwords. Sections 3, 5, 6.2, 6.7, 7, 10.3, 12.3, 12.4, and 14 through 22 survive termination.

12.4 Non-solicitation. During your Services and for 12 months after they end, you will not directly hire or engage any Net Sphere employee or contractor (including editors and videographers) whom you worked with through the Services, without our written consent.

13. Job Site Safety and Conduct

13.1 Safe access. You are responsible for providing safe access to each Location and for telling us in advance about known hazards, including mold, asbestos, chemicals, electrical or fall hazards, active construction, animals, and any required protective equipment. We may decline to enter any area we consider unsafe.

13.2 Property damage. Net Sphere is not responsible for pre-existing conditions or for damage we did not cause. If our team causes damage, we will tell you promptly.

13.3 Respectful conduct. Both parties will treat each other's team with professionalism and respect.

14. Confidentiality

Each party will keep confidential any non-public information it receives from the other that is identified as confidential or should reasonably be understood to be confidential, including account credentials, pricing, customer lists, and Net Sphere's processes. This does not apply to information that is public through no fault of the receiving party, already known to it, independently developed, or required to be disclosed by law.

15. Disclaimer of Warranties

TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICES, CONTENT, WEBSITE, AND ONLINE TOOLS ARE PROVIDED "AS IS" AND "AS AVAILABLE." NET SPHERE DISCLAIMS ALL WARRANTIES NOT EXPRESSLY STATED IN THESE TERMS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND THAT ANY PLATFORM OR SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.

16. Limitation of Liability

16.1 Excluded damages. TO THE FULLEST EXTENT PERMITTED BY LAW, NET SPHERE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA, REPUTATIONAL HARM, OR BUSINESS INTERRUPTION, ARISING FROM OR RELATED TO THE SERVICES OR CONTENT, EVEN IF ADVISED OF THEIR POSSIBILITY.

16.2 Cap. TO THE FULLEST EXTENT PERMITTED BY LAW, NET SPHERE'S TOTAL LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS, THE SERVICES, OR CONTENT WILL NOT EXCEED THE FEES YOU ACTUALLY PAID TO NET SPHERE DURING THE 30 DAYS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

16.3 Basis of the bargain. These limits apply to all theories of liability and are an essential part of the pricing of the Services. They do not limit liability that cannot be limited by law, including liability for gross negligence or willful misconduct where the law prohibits limiting it.

17. Indemnification

17.1 Your indemnity. You will defend, indemnify, and hold harmless Net Sphere LLC and its owners, members, employees, and contractors from all claims, demands, damages, losses, liabilities, costs, and expenses, including reasonable attorneys' fees, arising from or related to:

• (a) any Location you arranged, provided, or directed us to film, including claims by property owners, occupants, tenants, residents, neighbors, buyers, sellers, associations, or anyone shown or identifiable in Content;
• (b) your failure to obtain any consent, release, authorization, or permit required under Section 5 or by law;
• (c) Content published with your approval or deemed approval, and any information, materials, claims, or statements you, your team, or your customers supplied;
• (d) your products, services, advertising, lead handling, review solicitation, and messages sent to your customers or contacts;
• (e) your violation of any law or Third Party right; or
• (f) your breach of these Terms.

This indemnity does not apply to the extent a claim is caused by Net Sphere's gross negligence or willful misconduct.

17.2 Procedure. We will notify you of any claim covered by this Section. You will control the defense with counsel reasonably acceptable to us, and we may participate with our own counsel at our expense. You may not settle any claim in a way that admits fault by, or imposes an obligation on, Net Sphere without our written consent.

18. Dispute Resolution

18.1 Informal resolution first. Before starting any proceeding, a party must send written notice describing the dispute, and both parties will negotiate in good faith for 30 days.

18.2 Binding arbitration. Any dispute that is not resolved informally will be settled by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, in Sarasota County, Florida. Judgment on the award may be entered in any court with jurisdiction. Either party may instead bring an individual claim in small claims court, and either party may seek injunctive relief in court to protect its intellectual property or confidential information.

18.3 Class action and jury waiver. Disputes will be resolved only on an individual basis, not as a class, collective, or representative action. EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL.

18.4 Time limit. Any claim must be brought within one year after it arises, or it is permanently barred, to the extent permitted by law.

18.5 Attorneys' fees. The prevailing party in any arbitration or court proceeding is entitled to recover its reasonable attorneys' fees and costs.

18.6 Governing law and venue. These Terms are governed by the laws of the State of Florida, without regard to conflict-of-law rules. Any court proceeding permitted under these Terms will be brought exclusively in the state or federal courts serving Sarasota County, Florida.

19. Events Beyond Our Control

Net Sphere is not liable for delays or failures caused by events beyond its reasonable control, including hurricanes, tropical storms, flooding, severe weather, power or internet outages, platform outages or policy changes, illness, labor shortages, government orders, or acts of God. Affected shoots and deliverables will be rescheduled when reasonably possible.

20. Independent Relationship

Net Sphere is an independent contractor. Nothing in these Terms creates a partnership, joint venture, employment, franchise, or agency relationship, except the limited authority you give us to publish Content and manage accounts on your behalf.

21. Website and Online Tools

Our website and any online tools, calculators, roadmaps, or assessments are provided for general information only. Their outputs are estimates, not advice or promises. All website content, branding, and tools belong to Net Sphere, and you may not copy, scrape, resell, or misuse them. Links to third-party sites are provided for convenience, and we are not responsible for their content or practices.

22. General Terms

22.1 Entire agreement. These Terms, your Service Agreement, and our Privacy Policy are the entire agreement between us about the Services and replace all prior discussions.

22.2 Severability. If any provision is found unenforceable, it will be enforced to the maximum extent permitted, and the rest of these Terms remain in effect.

22.3 No waiver. A failure to enforce any provision is not a waiver of it.

22.4 Assignment. You may not assign these Terms without our written consent. Net Sphere may assign them in connection with a merger, acquisition, or sale of its business.

22.5 Notices. Notices to you may be sent to the email address on file. Notices to Net Sphere must be sent to [email protected].

22.6 Changes to these Terms. We may update these Terms by posting a new version with a new Effective Date. For active clients, we will email notice of material changes at least 15 days before they take effect. Continuing to use the Services after the effective date means you accept the updated Terms.