Terms of Service

The Company provides advertising, marketing, lead generation, prospect screening, and business development services, which may include, without limitation:

• Identification and qualification of prospective business leads;
• Data structuring, standardization, and export in CRM-compatible formats;
• Design, placement, and management of digital, social, print, and other advertising campaigns;
• Marketing strategy, creative production, and campaign performance reporting;
• Related consulting and business development services as agreed in a separate statement of work, order form, or services agreement ("Order").

Specific deliverables, timelines, fees, and performance metrics for a given engagement will be set forth in an applicable Order. In the event of a conflict between these Terms and an Order, the Order controls solely with respect to the subject matter it addresses.

1. You must be at least 18 years old and have the authority to bind the business entity on whose behalf you are acting to use our Services.
2. You are responsible for the accuracy of information provided to us and for maintaining the confidentiality of any account credentials or portal access we provide.
3. You agree to notify us promptly of any unauthorized use of your account or any other breach of security.

As a Client, you agree to:

• Provide timely, accurate, and complete information reasonably necessary for us to perform the Services;
• Obtain and maintain any rights, licenses, consents, or approvals necessary for us to use materials, trademarks, or content you provide in connection with a campaign;
• Ensure that your own use of leads, data, and marketing materials provided by us complies with applicable law, including consumer protection, telemarketing, email marketing (CAN-SPAM), text messaging (TCPA), and data privacy laws;
• Pay all fees in accordance with the applicable Order and Section 6 below.

We are not responsible for a Client's downstream use of leads, data, or marketing deliverables, including the Client's compliance with laws governing outbound sales, telemarketing, or solicitation.

Certain Services involve identifying, screening, and delivering business lead data sourced from public records, licensed data providers, and other lawful sources. Clients acknowledge that:

• Lead and firmographic data is provided "as available" and may become outdated, incomplete, or inaccurate over time;
• We do not guarantee that any lead will result in a business relationship, funding transaction, or sale;
• Clients are solely responsible for independently verifying material information about a prospective lead before relying on it for funding, credit, or investment decisions;
• Use of delivered lead data is limited to the Client's internal business development and marketing purposes unless otherwise agreed in writing, and may not be resold or redistributed without our prior written consent.

1. Unless otherwise agreed, the Company may use industry-standard creative, copywriting, and media-buying practices to execute campaigns and has discretion over tactical execution consistent with the agreed strategy and budget.
2. Client is responsible for reviewing and approving creative and campaign content prior to launch where a review period is provided in the applicable Order.
3. Campaign performance estimates (e.g., impressions, clicks, leads, conversions) are projections only and are not guarantees of specific results, except to the extent expressly guaranteed in a signed Order.
4. Third-party advertising platforms (e.g., social media networks, search engines, ad exchanges) have their own terms, policies, and approval processes that may affect campaign delivery; we are not responsible for platform-side rejections, suspensions, or policy changes outside our reasonable control.

1. Fees for Services will be set forth in the applicable Order and are due according to the payment schedule specified therein.
2. Unless otherwise stated, invoices are due within thirty (30) days of the invoice date. Late payments may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law.
3. Ad spend, media budgets, and third-party costs advanced or managed on a Client's behalf are billed separately from professional service fees and are non-refundable once committed to media placements, unless otherwise agreed.
4. We reserve the right to suspend Services for any account with amounts more than fifteen (15) days past due, upon notice to the Client.
5. All fees are exclusive of applicable taxes, which are the Client's responsibility unless otherwise stated.

1. These Terms remain in effect for as long as you use our website or Services. Individual engagements are governed by the term specified in the applicable Order.
2. Either party may terminate an ongoing engagement for convenience upon thirty (30) days' written notice, unless a different notice period is specified in the applicable Order.
3. We may suspend or terminate Services immediately upon notice if: (a) Client fails to pay amounts due; (b) Client breaches these Terms or an Order and fails to cure within ten (10) days of notice; (c) Client's use of the Services violates applicable law or a third-party platform's policies; or (d) continued performance would expose the Company to legal or reputational risk.
4. Upon termination, Client remains responsible for payment of fees and costs incurred through the effective date of termination, including any non-cancelable media commitments.

1. Except as otherwise agreed in an Order, the Company retains ownership of its pre-existing tools, templates, methodologies, software, and know-how used to deliver the Services ("Company IP").
2. Upon full payment, Client is granted a non-exclusive, worldwide license to use campaign deliverables created specifically for the Client (e.g., final ad creative, copy) for Client's own marketing purposes, excluding any underlying Company IP, third-party licensed elements, or stock assets subject to separate license terms.
3. Client grants the Company a limited license to use Client's trademarks, logos, and provided content solely as necessary to perform the Services and, unless Client opts out in writing, to display completed work in the Company's portfolio and marketing materials.
4. All rights not expressly granted are reserved by their respective owners.

Each party agrees to protect the other party's non-public business, financial, technical, and strategic information ("Confidential Information") disclosed in connection with the Services, using at least the same degree of care it uses to protect its own confidential information, and not to disclose such information to third parties except as necessary to perform its obligations, as required by law, or as otherwise agreed in writing. This obligation survives termination of the relationship for a period of three (3) years, or indefinitely with respect to trade secrets.

The Services, website, and any deliverables are provided "as is" and "as available," without warranties of any kind, whether express, implied, or statutory, including without limitation implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. The Company does not warrant that any campaign, lead, or marketing activity will result in any particular business outcome, funding result, or financial return. The Company is not a lender, broker-dealer, or financial advisor, and nothing in the Services constitutes financial, legal, or investment advice.

To the maximum extent permitted by law, in no event shall the Company or its respective officers, employees, or agents be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or business opportunity, arising out of or related to these Terms or the Services, even if advised of the possibility of such damages. The Company's total aggregate liability arising out of or related to these Terms or any Order shall not exceed the total fees paid by Client to the Company for the Services giving rise to the claim during the three (3) months preceding the event giving rise to liability.

Client agrees to indemnify, defend, and hold harmless the Company and its respective officers, employees, and agents from and against any third-party claims, damages, liabilities, and expenses (including reasonable attorneys' fees) arising out of: (a) Client's breach of these Terms or an Order; (b) Client's content, trademarks, or materials provided for use in a campaign; (c) Client's non-compliant use of lead data or marketing deliverables; or (d) Client's violation of applicable law.

X-It Media Solutions is the contracting entity for all Services under these Terms. Where the Company operates through affiliated entities, subsidiaries, or divisions (including NoBass Media Group) for administrative, billing, or operational purposes, references to "the Company" encompass those affiliated entities for purposes of service delivery, billing, and enforcement of these Terms, unless a specific Order identifies a different contracting entity.

The Services may involve or link to third-party advertising platforms, social networks, analytics tools, and other third-party services. We are not responsible for the availability, content, policies, or practices of any third-party platform, and your use of such platforms is subject to their own terms.

1. These Terms are governed by the laws of the State of Florida, without regard to its conflict-of-laws principles.
2. The parties agree to first attempt to resolve any dispute through good-faith negotiation between authorized representatives.
3. If a dispute cannot be resolved informally within thirty (30) days, the parties agree that the exclusive venue for any action shall be the state or federal courts located in Hillsborough County, Florida, and each party consents to personal jurisdiction there.
4. Each party waives any right to a jury trial and to participate in a class, collective, or representative action, to the maximum extent permitted by law.

We may update these Terms from time to time. Material changes will be posted on our website with an updated Effective Date, or communicated directly for active Client engagements. Continued use of the website or Services after changes take effect constitutes acceptance of the revised Terms. Changes will not retroactively apply to a fully executed Order without mutual written consent.

Client may not assign or transfer these Terms or any Order without the Company's prior written consent. The Company may assign these Terms in connection with a merger, acquisition, corporate reorganization (including within the Company's corporate family), or sale of all or substantially all of its assets.

If any provision of these Terms is held unenforceable, the remaining provisions will remain in full force and effect. The failure of either party to enforce any provision shall not be deemed a waiver of future enforcement of that or any other provision.

These Terms, together with any applicable Order, Privacy Policy, and any other referenced policies, constitute the entire agreement between the parties regarding the subject matter herein and supersede all prior or contemporaneous agreements, understandings, and communications, whether written or oral.

Questions about these Terms should be directed to:

X-It Media Solutions
Attn: Legal Department
101 E Kennedy Blvd #2160, Tampa, FL 33602
Email: xitmediasoulutions@gmail.com