Effective Date: July 21, 2026

These Terms of Service govern products and services offered by VYS GROUP LLC, a Washington limited liability company doing business as “Vibe Your SaaS” (“VYS,” “we,” “us,” or “our”).

By purchasing, subscribing to, or using our products or services, the person or entity purchasing or receiving them (“Client” or “you”) agrees to these Terms of Service.

1. Services

VYS provides strategic communications, marketing, and content consulting services. Depending on the scope agreed upon with the Client, these services may include:

1. Marketing and communications strategy.

2. Strategy sessions and advisory services.

3. Content strategy and planning.

4. Ghostwriting and content creation.

5. Social media strategy and management.

6. Marketing plans and recommended action plans.

7. Guides, templates, frameworks, and workshops.

8. Other services described in a proposal, order form, email, statement of work, or other written agreement.

The precise services, deliverables, schedule, and fees may be stated in a separate proposal, order form, statement of work, invoice, email, or other written agreement accepted by both parties. If that agreement conflicts with these Terms, the more specific written agreement will control for that engagement.

2. Client Responsibilities

The Client agrees to provide information, access, materials, approvals, and feedback reasonably required for VYS to perform the services.

The Client is responsible for reviewing and approving deliverables before they are published, distributed, or otherwise used. Unless otherwise agreed in writing, the Client remains responsible for final business, legal, compliance, financial, and publishing decisions.

Delays in providing materials, approvals, or feedback may result in changes to the delivery schedule. Such delays do not suspend or eliminate the Client’s payment obligations.

3. Fees and Payment

The applicable fees, payment schedule, and service period will be presented when the Client purchases or agrees to the products or services.

VYS offers several types of engagements:

1. Recurring services. Consulting or content services billed on a recurring basis, typically monthly.

2. One-time services. Services purchased for a single fee, including workshops, strategy sessions, audits, consulting packages, and fixed scope projects.

3. Digital products. Guides, templates, frameworks, recordings, courses, research, and other downloadable or electronically delivered materials.

4. Custom engagements. Services governed by a separate proposal, statement of work, order form, invoice, or written agreement.

Unless otherwise stated in writing:

1. Payment is due in advance. Recurring services automatically renew at the end of each billing period until canceled.

2. The applicable price and billing frequency will be disclosed before purchase. By purchasing a recurring service, the Client authorizes VYS to charge the selected payment method at the beginning of each billing period until the service is canceled.

3. One-time services and digital products do not automatically renew.

4. Fixed scope projects end when the agreed services have been completed.

5. Fees are nonrefundable once services begin or digital materials are delivered or accessed.

6. The Client is responsible for applicable taxes, excluding taxes imposed on VYS’s income.

VYS may suspend services if payment is overdue. The Client remains responsible for all fees earned or incurred before suspension or termination.

Any equity compensation, commissions, performance fees, or other alternative compensation must be addressed in a separate written agreement signed by both parties.

4. Term, Cancellation, and Termination

Recurring Services

• Recurring services begin on the agreed start date and continue for successive billing periods until canceled.

• Either party may cancel recurring services by providing written notice at least seven days before the next billing date. If notice is received fewer than seven days before the next billing date, the engagement may renew for one additional billing period.

• Cancellation stops future renewals. It does not entitle the Client to a refund for the current billing period.

One Time Services and Fixed Scope Projects

• One-time services do not renew automatically.

• Unless otherwise stated in writing, a one-time engagement begins when payment is received and ends when the agreed service has been delivered or completed.

• If the Client cancels after work has begun, amounts already paid are nonrefundable. The Client also remains responsible for any approved fees or expenses incurred before cancellation.

• If a project depends on Client materials, access, approvals, or feedback and the Client does not provide them within 60 days after a written request, VYS may treat the project as completed and close the engagement without issuing a refund.

Digital Products

• Purchases of digital products are final and nonrefundable once the product has been delivered, downloaded, accessed, or made available to the Client, except where otherwise required by law.

• Purchasing a digital product provides only the license described in these Terms. It does not include consulting, customization, implementation, updates, or ongoing support unless expressly stated at the time of purchase.

Termination for Breach

• Either party may terminate an active engagement if the other party materially breaches these Terms and does not remedy the breach within seven days after receiving written notice.

• VYS may immediately suspend or terminate access for nonpayment, unlawful conduct, abusive conduct, infringement, unauthorized distribution of VYS IP, or conduct that could reasonably expose VYS to legal, reputational, or security risks.

• If VYS ends a paid engagement without cause before providing the purchased services, VYS will refund the portion of prepaid fees reasonably attributable to services not provided.

• Payment, confidentiality, intellectual property, disclaimers, limitations of liability, indemnification, dispute resolution, and provisions that by their nature should survive will remain effective after the engagement ends.

5. Confidentiality

Each party may receive confidential or proprietary information belonging to the other party.

“Confidential Information” includes nonpublic business information, customer information, financial information, trade secrets, product plans, marketing plans, account credentials, internal communications, and other information that a reasonable person would understand to be confidential.

Each party agrees to:

1. Use Confidential Information only for purposes of the engagement.

2. Take reasonable measures to protect it.

3. Disclose it only to personnel or service providers who need access and are subject to confidentiality obligations.

4. Not disclose it to other parties without written permission, except as required by law.

Confidential Information does not include information that is publicly available without a breach of these Terms, independently developed without using the other party’s information, already lawfully known by the receiving party, or lawfully obtained from another source without a confidentiality obligation.

If disclosure is legally required, the receiving party will, when legally permitted, provide reasonable notice before making the disclosure.

6. Client Materials

The Client retains ownership of all materials, data, trademarks, content, and intellectual property provided by the Client to VYS (“Client Materials”).

The Client grants VYS a limited license to use, reproduce, edit, and process Client Materials as reasonably necessary to provide the services.

The Client represents that it has the necessary rights and permissions to provide Client Materials to VYS and to authorize their use. The Client is responsible for claims arising from materials, instructions, or representations supplied or approved by the Client.

7. Deliverables

Once all applicable fees have been paid, the Client will own the final materials created specifically for the Client and identified as final deliverables (“Client Deliverables”).

Client Deliverables do not include VYS IP, third party materials, preliminary concepts, rejected drafts, internal working materials, research files, processes, prompts, systems, or materials not specifically identified as deliverables.

To the extent Client Deliverables contain VYS IP, VYS grants the Client a perpetual, worldwide, nonexclusive, royalty-free license to use that VYS IP solely as incorporated into the Client Deliverables.

The Client may use, modify, publish, and distribute fully paid Client Deliverables for its business purposes.

8. VYS Intellectual Property

“VYS IP” means all intellectual property owned, created, acquired, or developed by VYS independently of a particular Client engagement, including:

1. The Vibe Marketing methodology.

2. Strategies, frameworks, processes, workflows, and systems.

3. Templates, guides, workshops, prompts, tools, and training materials.

4. Naming conventions, creative approaches, research methods, and content systems.

5. Software, libraries, technical methods, and automation systems.

6. Newsletter articles and materials published through Vibe Your SaaS.

7. Improvements, adaptations, and derivative works based on any of the foregoing.

VYS retains all ownership rights in VYS IP. No ownership of VYS IP is transferred to the Client except through a separate written assignment signed by VYS.

Materials provided during a consulting engagement may be used by the Client for its internal business purposes during the engagement, unless otherwise stated in writing.

A purchaser of a digital product receives a perpetual, nonexclusive, nontransferable, royalty-free license to use that product for the purchaser’s own personal or internal business purposes. The purchaser may not reproduce, sell, sublicense, publish, distribute, teach, commercialize, or provide the product to another person or entity without prior written permission from VYS.

9. Retained Knowledge and Similar Work

VYS retains the right to use its general knowledge, skills, experience, concepts, methods, processes, workflows, techniques, and ideas in providing services to other clients.

Nothing in these Terms prevents VYS from working with other companies, including companies in the same industry, unless the parties have signed a separate written exclusivity agreement.

VYS will not use or disclose the Client’s Confidential Information when performing services for another client.

10. Third Party Services

The services may involve third party platforms, software, artificial intelligence systems, contractors, social networks, scheduling systems, analytics services, or other providers.

VYS does not control and is not responsible for the availability, security, accuracy, policies, performance, or decisions of third party services. The Client’s use of those services may be governed by separate terms and privacy policies.

VYS is not responsible for account restrictions, platform changes, algorithm changes, service interruptions, lost reach, deleted content, or other actions taken by a third party platform.

11. Artificial Intelligence

VYS may use artificial intelligence tools and other technology to assist with research, analysis, drafting, editing, ideation, production, or administrative work.

VYS will exercise reasonable professional judgment when using such tools. However, the Client remains responsible for reviewing and approving final deliverables before publication or use.

The Client should not provide highly sensitive personal information, regulated data, protected health information, payment credentials, or legally privileged information unless the parties have specifically agreed on an appropriate process for handling it.

12. Results and No Guarantee

Marketing and communications results depend on factors outside VYS’s control, including the Client’s product, market, reputation, participation, budget, execution, platform activity, competition, and broader economic conditions.

VYS does not guarantee any particular number of impressions, followers, leads, customers, sales, media mentions, search rankings, partnerships, investments, or other results.

Any projections, examples, recommendations, or past results are provided for informational purposes and are not guarantees of future performance.

13. Publicity and Portfolio Use

Unless the Client objects in writing, VYS may identify the Client as a customer by displaying the Client’s name and logo in customer lists, presentations, proposals, and on VYS websites.

VYS will not publicly disclose confidential performance information, unpublished Client Deliverables, or details of the engagement without the Client’s permission.

The Client may withdraw permission for future uses of its name or logo by providing written notice. Withdrawal will not require VYS to recall materials already published or distributed.

14. Independent Contractor

VYS is an independent contractor and not an employee, partner, joint venturer, fiduciary, or legal representative of the Client.

Neither party may bind the other party or make commitments on the other party’s behalf unless expressly authorized in writing.

15. Disclaimer

Services and deliverables are provided on an “as is” and “as available” basis.

To the maximum extent permitted by law, VYS disclaims all implied warranties, including warranties of merchantability, fitness for a particular purpose, title, and noninfringement.

VYS does not provide legal, tax, accounting, investment, employment, regulatory, or other licensed professional advice. The Client should obtain advice from qualified professionals when appropriate.

16. Limitation of Liability

To the maximum extent permitted by law, neither party will be liable to the other for indirect, incidental, special, exemplary, punitive, or consequential damages, or for lost profits, lost revenue, lost data, lost business opportunities, or reputational harm arising from the engagement.

VYS’s total aggregate liability arising from or related to a product, service, or engagement will not exceed the total fees paid by the Client for the specific product, service, or engagement giving rise to the claim.

These limitations apply regardless of the legal theory asserted and even if a party was advised that such damages were possible.

Nothing in these Terms limits liability that cannot lawfully be limited.

17. Indemnification

The Client agrees to defend, indemnify, and hold harmless VYS GROUP LLC and its owners, employees, contractors, and representatives from third-party claims, damages, liabilities, costs, and reasonable legal fees arising from:

1. Client Materials.

2. Instructions or factual representations supplied by the Client.

3. The Client’s products, services, business practices, or legal compliance.

4. The Client’s publication, distribution, modification, or use of deliverables.

5. The Client’s breach of these Terms.

VYS will promptly notify the Client of a covered claim and reasonably cooperate in its defense. The Client may not settle a claim in a manner that admits wrongdoing by or imposes an obligation on VYS without VYS’s written consent.

18. Dispute Resolution

Before starting formal proceedings, the parties agree to attempt in good faith to resolve any dispute through direct discussion.

If the dispute is not resolved, the parties will attempt mediation in King County, Washington. The parties will share the mediator’s fees equally unless they agree otherwise.

If mediation does not resolve the dispute, it will be decided through binding arbitration administered by the American Arbitration Association under its applicable commercial arbitration rules. Arbitration will take place in King County, Washington, before one arbitrator.

Either party may seek temporary or emergency court relief to protect confidential information or intellectual property while mediation or arbitration is pending.

The prevailing party in a proceeding arising from these Terms will be entitled to recover reasonable legal fees and costs to the extent permitted by law.

19. Governing Law

These Terms are governed by the laws of the State of Washington, without regard to conflict of law principles.

Subject to the arbitration provision above, any court proceeding permitted under these Terms must be brought in the state or federal courts located in King County, Washington. Each party consents to the jurisdiction of those courts.

20. Notices

Notices under these Terms must be provided through our website contact form, by email, or through another written method customarily used by the parties.

Notices to VYS may be submitted through the contact form available on our website. Cancellation notices should include the Client’s name, company, service, and account email address.

A notice is considered received when delivered, except that a cancellation notice submitted outside normal business hours will be considered received on the next business day.

21. Changes to These Terms

VYS may update these Terms from time to time.

Changes will apply prospectively. Material changes affecting an active recurring engagement will take effect at the beginning of the Client’s next billing period after reasonable notice has been provided.

Continued use of the products or services after the effective date of updated Terms constitutes acceptance of those Terms.

Any negotiated amendment applying to a particular Client must be confirmed in writing by both parties.

22. General Provisions

These Terms, together with any accepted proposal, statement of work, order form, invoice, or written amendment, constitute the entire agreement concerning the applicable products or services and replace prior discussions or representations regarding the same subject matter.

Neither party may assign the agreement without the other party’s written consent, except that VYS may assign it as part of a merger, reorganization, sale of substantially all assets, or transfer to an affiliated entity.

If any provision is found unenforceable, it will be modified only to the extent necessary to make it enforceable. The remaining provisions will continue in effect.

A party’s failure to enforce a provision does not waive its right to enforce that provision later.

Electronic signatures, online acceptance, email confirmation, and payment of an invoice may each demonstrate acceptance of these Terms.

23. Contact Information

VYS GROUP LLC
Doing business as Vibe Your SaaS
Seattle, Washington
Contact: Use this form to contact us
Website: www.vibeyoursaas.com

Acknowledgment

By purchasing, subscribing to, or using products or services provided by VYS GROUP LLC, doing business as Vibe Your SaaS, the Client acknowledges that it has read, understood, and agreed to these Terms of Service.