These Terms and Conditions (“Terms”) govern your purchase of and access to the Flagship Media LLC do-it-yourself product suite, including the Flagship Kickstart Program, the Flagship App, the Flagship Community Center, the Flagship training modules, any one-time launch services, and any related products, content, tools, communities, training materials, or services offered by Flagship Media LLC (collectively, the “DIY Program”). By checking the terms-and-conditions acknowledgment box on the checkout page, by submitting payment in any amount, by accessing the DIY Program, or by otherwise indicating acceptance, you (“Client,” “you,” or “your”) expressly agree to be bound by these Terms in full.

Acceptance, Clickwrap, Entity-Level Binding & No Signature Required

By checking the terms-and-conditions acknowledgment box on the Flagship Media LLC checkout page, by submitting any payment in connection with the DIY Program, or by accessing or using any portion of the DIY Program, the Client expressly accepts and agrees to be bound by these Terms in their entirety. No physical signature, electronic signature, or separate agreement is required for these Terms to be binding and enforceable, and the Client expressly waives any requirement that these Terms be signed, separately delivered, or individually negotiated.

The Client expressly acknowledges and agrees that submission of payment, regardless of amount, regardless of payment method, and regardless of whether the Client checked the terms-and-conditions acknowledgment box prior to payment, constitutes full and conclusive acceptance of these Terms. The Client expressly waives any claim, defense, or argument that these Terms are unenforceable, inapplicable, or non-binding on the basis that the Client did not read these Terms, did not acknowledge these Terms, did not understand these Terms, or did not personally review these Terms prior to payment. It is the sole responsibility of the Client to review these Terms prior to or after submitting payment, and Flagship Media LLC has no obligation to deliver, present, or otherwise communicate these Terms to the Client beyond their availability on the Flagship Media LLC checkout page and website.

These Terms are entered into on a company-to-company or individual-to-company basis and bind the Client in full, including all owners, partners, shareholders, officers, directors, managers, employees, contractors, agents, affiliates, and any other person or entity associated with the Client. If payment is submitted by any person on the Client’s behalf, including but not limited to an owner, officer, employee, contractor, family member, friend, third party, or any other individual, such payment shall be conclusively deemed payment made on behalf of the Client and shall bind the Client to these Terms in full. The identity of the payer is irrelevant to acceptance, enforceability, or binding effect of these Terms.

Operating Policy, Default Binding Effect & Payment-As-Acceptance

The Client expressly acknowledges and agrees that these Terms constitute the standard operating policy and company policy of Flagship Media LLC, and that any payment of any amount submitted to Flagship Media LLC, including a payment as small as one dollar ($1.00), constitutes initiation into Flagship Media LLC’s operating procedure, automatic entry into a working operating relationship with Flagship Media LLC, and full and conclusive acceptance of these Terms in their entirety. The Client expressly acknowledges and agrees that these Terms double as Flagship Media LLC’s company operating policy, and that submission of payment automatically subjects the Client to all provisions herein as a matter of operational reality, regardless of the Client’s knowledge, awareness, review, acknowledgment, or consent.

Flagship Media LLC is under no obligation, contractual or otherwise, to: (a) proactively send, deliver, present, transmit, or otherwise affirmatively share these Terms with the Client at any time, before or after payment; (b) verify, confirm, or document that the Client has read, reviewed, understood, or acknowledged these Terms; (c) obtain a signature, electronic acceptance, checkbox confirmation, or any other form of explicit assent prior to enforcing these Terms; (d) explain, summarize, paraphrase, translate, or interpret these Terms to the Client; or (e) re-deliver, re-present, or re-circulate these Terms upon any modification, update, or revision. The Client expressly waives any claim, defense, or argument that these Terms are unenforceable, inapplicable, or non-binding on the basis that Flagship Media LLC did not proactively share, deliver, or call attention to these Terms, that the Client was unaware of these Terms, that the Client did not know these Terms existed, that the Client did not see the terms-and-conditions acknowledgment box, or that the Client did not personally read or review these Terms at any point.

By submitting payment, the Client conclusively accepts and ratifies these Terms in full, and these Terms are conclusively presumed to govern the relationship between the Client and Flagship Media LLC from the moment of payment forward. Any payment, in any amount, through any payment method, by any party, for any product, tier, service, or add-on, constitutes binding acceptance of these Terms by the Client entity and all persons associated with the Client. The Client expressly waives any right to argue, claim, or assert that the absence of explicit assent, the absence of a signature, the absence of an acknowledgment, the absence of an opportunity to review, or the absence of pre-payment notice renders these Terms unenforceable, voidable, or otherwise inapplicable.

The Client further expressly acknowledges and agrees that it is the Client’s sole and exclusive responsibility to share these Terms with any associated members, owners, partners, officers, employees, contractors, affiliates, family members, or other parties who may be involved in, affected by, or acting on behalf of the Client’s relationship with Flagship Media LLC. Flagship Media LLC has no obligation, duty, or responsibility to ensure that any associate, partner, officer, employee, or affiliate of the Client is familiar with, has read, has reviewed, or has agreed to these Terms. Any internal dispute within the Client entity regarding awareness of, agreement to, or authority to bind the entity to these Terms shall be resolved solely within the Client entity and shall not affect the binding effect of these Terms on the Client entity as a whole. The Client expressly waives any claim, defense, or argument that these Terms are unenforceable as to any individual, owner, officer, partner, employee, or affiliate of the Client on the basis that such person did not personally read, review, acknowledge, or agree to these Terms.

Once payment has been submitted to Flagship Media LLC, these Terms are automatically assumed, binding, and enforceable in full, and the need for a physical signature, electronic signature, separate delivery, individual acknowledgment, or any other form of explicit consent is expressly waived and nullified by the established working operating relationship and Flagship Media LLC company policy. The Client expressly agrees that the operating relationship initiated by payment is itself sufficient to bind the Client to these Terms, and that no further action by Flagship Media LLC is required to render these Terms enforceable against the Client.

The Client further expressly acknowledges and agrees that the Client’s initial entry into the DIY Program, regardless of which tier or product the Client first purchased, constitutes the Client’s acceptance of these Terms in their entirety as the standing operating policy governing the Client’s entire relationship with Flagship Media LLC, and that such acceptance applies to and binds all subsequent purchases, upgrades, additional products, additional tiers, additional services, additional add-ons (including but not limited to the Launch Service), and any other transaction between the Client and Flagship Media LLC, regardless of the time elapsed between the initial purchase and any subsequent purchase. Without limitation, if the Client purchased the Flagship Kickstart Program, the Flagship App tier, or any other DIY product at any prior time, and at any later time (whether days, weeks, months, or years later) elects to purchase the Launch Service or any other Flagship Media LLC product, tier, service, or add-on, the Client expressly acknowledges and agrees that these Terms remain in full force and effect, that no re-presentation, re-acknowledgment, re-acceptance, refreshed disclosure, or new agreement is required for these Terms to govern the subsequent purchase, and that the Client’s subsequent purchase is itself a continuation and ratification of the original operating relationship and these Terms. The Client expressly waives any claim, defense, or argument that the passage of time, the lapse between purchases, the absence of refreshed terms presentation at the time of subsequent purchase, or any change in product, tier, or service renders these Terms inapplicable, voidable, or unenforceable as to any subsequent transaction.

Business Purpose Representation & Consumer Protection Waiver

By submitting payment and accessing the DIY Program, the Client expressly represents, warrants, and covenants that the Client is purchasing the DIY Program for legitimate business, commercial, professional, or entrepreneurial purposes, and not as a consumer purchasing for personal, family, or household use. The Client expressly represents that the Client is engaged in or is preparing to engage in the business of automotive sales, automotive marketing, lead generation for automotive professionals, or related commercial activity, and that the Client’s purchase of the DIY Program is in furtherance of such business activity.

The Client expressly acknowledges and agrees that, to the maximum extent permitted by applicable law, the Client knowingly and voluntarily waives any rights, protections, claims, or defenses that may otherwise be available to the Client under any federal, state, or local consumer protection statute, including but not limited to the Federal Trade Commission Act, state-level consumer protection statutes, state-level automatic-renewal laws (including but not limited to California’s Automatic Renewal Law, New York’s automatic renewal statutes, and similar laws in other states), state-level unfair and deceptive practices acts, and any other consumer-oriented statute or regulation. The Client expressly acknowledges that this waiver is a material inducement to Flagship Media LLC’s willingness to provide the DIY Program at the price points offered, and that Flagship Media LLC would not offer the DIY Program at such price points absent this representation and waiver.

The Client further expressly acknowledges and agrees that any misrepresentation by the Client regarding the Client’s status as a business or commercial purchaser, including but not limited to the Client’s subsequent assertion that the Client is or was a consumer for purposes of any consumer protection statute, shall constitute a material breach of these Terms, fraudulent inducement of contract, and grounds for termination of access without refund. The Client expressly waives any claim, defense, or argument that the Client may invoke consumer protection rights despite having represented and warranted business purpose at the time of purchase. To the extent any consumer protection statute is determined to apply notwithstanding the Client’s waiver, such statute shall apply only to the minimum extent required by law, and all other provisions of these Terms shall remain in full force and effect.

DIY Program Tiers, Subscription Structure & Pricing

The DIY Program is offered across multiple tiers, including but not limited to: (i) the Flagship Kickstart Program, providing access to introductory training videos covering basic Meta lead generation and access to the Flagship Community Center; (ii) the Flagship App tier, providing access to the Flagship App (a proprietary configured snapshot containing Flagship Media LLC’s templates, automations, pipelines, workflows, qualification frameworks, and related infrastructure), the full library of Flagship training modules, and continued access to the Flagship Community Center; and (iii) one-time professional launch services, in which Flagship Media LLC personnel build, configure, and launch certain components of the Client’s system on the Client’s behalf as a one-time professional services add-on to the Client’s underlying DIY subscription.

The applicable subscription fees, one-time fees, billing cadence, renewal frequency, and tier structure shall be the amounts and structures presented to the Client at the time of purchase, including but not limited to amounts set forth in any checkout page, order form, pricing modal, electronic confirmation, or other written or recorded communication delivered to the Client prior to or contemporaneous with payment, all of which are incorporated into these Terms by reference. By submitting payment in any amount, the Client expressly confirms, accepts, and ratifies the fee, billing cadence, and tier structure presented to the Client at the point of sale, and such presented amounts shall be conclusively deemed the agreed fees for purposes of these Terms, regardless of whether such amounts were repeated, restated, or memorialized within the body of these Terms.

The Client expressly acknowledges and agrees that DIY subscriptions are auto-renewing and that the Client has been clearly and conspicuously notified of the auto-renewal structure at the time of purchase, including the renewal amount and renewal frequency. By submitting payment, the Client expressly authorizes Flagship Media LLC to automatically charge the payment method on file at the recurring billing cadence presented to the Client at the point of sale, until and unless properly cancelled in accordance with these Terms. No additional notice, reminder, confirmation, or authorization shall be required prior to each renewal charge.

License Grant, Scope & Restrictions

Subject to the Client’s continuing payment of all applicable subscription fees and continued compliance with these Terms, Flagship Media LLC grants the Client a limited, revocable, non-exclusive, non-transferable, non-sublicensable, non-assignable license to access and use the Flagship App, the Flagship training modules, the Flagship Kickstart Program content, the Flagship Community Center, and any related tools, content, frameworks, templates, automations, pipelines, workflows, training materials, or proprietary infrastructure made available to the Client as part of the Client’s subscription tier (collectively, the “Licensed Materials”), solely for the Client’s own internal business operations and solely during the active subscription period.

The Licensed Materials are licensed, not sold. No portion of any payment made by the Client constitutes purchase, transfer, or assignment of ownership of the Licensed Materials, and no ownership interest in the Licensed Materials is conveyed to the Client at any time, during or after the subscription period. All right, title, and interest in and to the Licensed Materials, including all intellectual property rights, trade secrets, copyrights, trademarks, methodologies, frameworks, structures, training content, video content, written content, configurations, templates, automations, pipelines, workflows, qualification logic, naming conventions, and related proprietary materials, are and shall remain the sole and exclusive property of Flagship Media LLC.

The Client expressly agrees not to, and shall not permit any other person or entity to: (a) copy, reproduce, duplicate, mirror, archive, download, screen-record, screen-capture, screenshot for redistribution, transcribe, translate, or otherwise reproduce any portion of the Licensed Materials, including but not limited to the Flagship training videos, Flagship App configuration, training documentation, community discussions, or any other Licensed Material; (b) distribute, publish, post, share, sell, resell, sublicense, lease, rent, or otherwise transfer the Licensed Materials or access to the Licensed Materials to any third party, including but not limited to other businesses, competitors, social media platforms, file-sharing services, messaging platforms, or training programs; (c) use the Licensed Materials to create, develop, train, or improve any competing product, service, training program, course, software, or system; (d) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source, structure, methodology, or underlying logic of the Licensed Materials except to the extent expressly permitted by applicable law; (e) remove, obscure, or alter any proprietary notices, watermarks, branding, or attribution within the Licensed Materials; (f) share, transfer, sell, or otherwise provide the Client’s login credentials to any third party, or permit any third party to access the Licensed Materials using the Client’s account; or (g) use the Licensed Materials in any manner not expressly authorized by these Terms.

The Client acknowledges and agrees that breach of any of the foregoing license restrictions shall constitute a material breach of these Terms, infringement of Flagship Media LLC’s intellectual property rights, and misappropriation of trade secrets, and shall entitle Flagship Media LLC to immediate termination of the Client’s access, all rights and remedies available under applicable law (including injunctive relief, monetary damages, exemplary and punitive damages where permitted, and attorneys’ fees and costs), and the right at Flagship Media LLC’s sole discretion to assess and bill liquidated damages reflecting the value of the misappropriated content, the duration of unauthorized use, the scope of distribution, the dilution of Flagship Media LLC’s competitive position, and the reputational and competitive harm sustained. The amount of such liquidated damages shall be determined by Flagship Media LLC in its sole discretion and shall be billed to any payment method on file or pursued through legal action at Flagship Media LLC’s election, without further notice or consent from the Client.

The Client expressly acknowledges and agrees that the license granted under these Terms is strictly personal to the named account holder identified at the time of subscription purchase. Only the named account holder is permitted to access, use, view, or interact with the Licensed Materials. The Client expressly agrees not to share, transfer, disclose, or provide login credentials, access tokens, account information, or any other access mechanism to any other person or entity, including but not limited to: (a) employees, whether full-time, part-time, W-2, 1099, or otherwise; (b) contractors, consultants, agencies, virtual assistants, or freelancers; (c) family members, friends, business partners, investors, or affiliates; (d) any third-party service provider or representative; or (e) any other individual not specifically identified as the named account holder. If the Client wishes for any additional person to access the Licensed Materials, that additional person must purchase their own separate subscription. Sharing of credentials, simultaneous use by multiple persons, account pooling, or any other form of unauthorized access shall constitute a material breach of these Terms and shall entitle Flagship Media LLC to immediate termination of access, recovery of unpaid subscription fees that would have been owed had the additional users purchased their own subscriptions, and all other remedies available under these Terms and applicable law.

The Client further expressly acknowledges and agrees that each subscription to the Flagship App or any other tier of the DIY Program licenses use for one (1) business entity and one (1) doing-business-as (“DBA”) name only. The Client may not use a single subscription to operate, support, manage, or facilitate marketing for multiple business entities, multiple DBAs, multiple brands, multiple dealerships, multiple lots, or multiple operating units, regardless of common ownership, common management, or any other affiliation. Each additional business entity or DBA requires a separate subscription. The Client expressly waives any claim, defense, or argument that common ownership, holding-company structures, related entities, or shared operations excuse the requirement of one subscription per entity or DBA. If Flagship Media LLC determines, at its sole discretion, that the Client is using a single subscription to support multiple business entities or DBAs, Flagship Media LLC may, at its sole discretion: (a) require immediate purchase of additional subscriptions; (b) bill the Client for prior unauthorized multi-entity use at the standard subscription rate per additional entity per month of unauthorized use; (c) terminate access; or (d) pursue any other remedy available under these Terms and applicable law.

The Client expressly acknowledges and agrees that the license restrictions, confidentiality obligations, and intellectual property protections set forth in these Terms extend to and bind any third party who receives, accesses, views, or comes into possession of the Licensed Materials, in whole or in part, through the Client or through any breach of these Terms by the Client. Any third party who knowingly receives, accesses, or uses any portion of the Licensed Materials following misappropriation by the Client shall be deemed to have notice of and shall be bound by the same restrictions, including but not limited to prohibitions on copying, distribution, public posting, resale, sublicensing, training of competing products, and any other unauthorized use. Flagship Media LLC is an intended third-party beneficiary of these restrictions as applied to such third parties and shall have direct standing to enforce these restrictions against any such third party.

The Client further expressly agrees to indemnify, defend, and hold harmless Flagship Media LLC from and against any and all claims, losses, damages, costs, expenses, and reasonable attorneys’ fees arising from or relating to: (a) any misappropriation, leak, distribution, sharing, or unauthorized disclosure of the Licensed Materials by the Client or by any person or entity who obtained the Licensed Materials through the Client; (b) any breach by the Client of the license restrictions, confidentiality obligations, or credential-sharing prohibitions set forth in these Terms; (c) any cost incurred by Flagship Media LLC in pursuing third parties who misappropriated the Licensed Materials through the Client, including investigation costs, legal fees, takedown costs, and litigation costs; and (d) any reputational, competitive, or financial harm sustained by Flagship Media LLC as a result of such misappropriation. The Client’s indemnification obligation under this section is in addition to, and not in lieu of, any other remedy available to Flagship Media LLC under these Terms or applicable law, and shall survive the termination, cancellation, expiration, or non-renewal of the Client’s subscription.

Flagship Community Center, Conduct & Discretionary Removal

Access to the Flagship Community Center is a privilege granted at the sole and exclusive discretion of Flagship Media LLC. The Client expressly acknowledges and agrees that Flagship Media LLC reserves the absolute, unconditional, and unreviewable right to remove, suspend, restrict, ban, mute, deactivate, or otherwise terminate the Client’s access to the Flagship Community Center at any time, for any reason or for no reason, with or without prior notice, with or without explanation, and with or without continued billing. The Client expressly waives any claim, defense, or expectation that removal from the Flagship Community Center requires cause, justification, prior warning, opportunity to cure, due process, or any other procedural protection.

The Client expressly acknowledges and agrees that Flagship Media LLC’s discretion under this section is absolute and applies regardless of: (a) whether the Client is current on payment; (b) whether the Client has violated any specific rule, policy, or guideline; (c) whether other members have engaged in similar conduct without removal; (d) whether the Client wishes to continue paying for access; (e) whether Flagship Media LLC’s reasoning is communicated to the Client; or (f) any other circumstance. Removal from the Flagship Community Center, regardless of the Client’s payment status, shall not entitle the Client to any refund, credit, proration, or recovery of any subscription fees previously paid.

The Client further expressly acknowledges and agrees that any conduct within the Flagship Community Center, including communications, posts, messages, screenshots, recordings, or any other activity, may be subject to monitoring, recording, removal, archival, or use as evidence in any dispute, chargeback, arbitration, or legal proceeding. The Client expressly agrees not to: (a) harass, threaten, defame, or harm any other member of the community; (b) post or share content that is unlawful, fraudulent, infringing, harmful, or that violates the rights of any third party; (c) recruit, solicit, or attempt to redirect other members of the community to competing services, products, or platforms; (d) share, screenshot, record, transcribe, distribute, or otherwise reproduce community discussions, member questions, Flagship Media LLC responses, or any other community content outside the Flagship Community Center; (e) use the community to advertise, promote, or sell products or services not affiliated with Flagship Media LLC; or (f) engage in any other conduct that Flagship Media LLC, in its sole discretion, determines to be inappropriate, disruptive, or contrary to the interests of Flagship Media LLC or the community.

All communications, discussions, content, and information shared within the Flagship Community Center, including content posted by Flagship Media LLC, by other members, or by the Client themselves, shall be treated as confidential, proprietary, and subject to the license restrictions of these Terms. The confidentiality obligations of this section shall survive the termination, cancellation, expiration, or non-renewal of the Client’s subscription and shall remain in full force and effect indefinitely.

The Client further expressly acknowledges and agrees that for a period of twelve (12) months following the termination, cancellation, expiration, non-renewal, or any other cessation of the Client’s subscription or community access, the Client shall not, directly or indirectly, through any medium or platform (including but not limited to email, text messaging, social media, direct messaging, in-person contact, telephone, or any other form of communication): (a) solicit, recruit, contact, or attempt to solicit, recruit, or contact any current or former member of the Flagship Community Center for the purpose of selling, marketing, promoting, or offering any product, service, training, course, software, system, or business opportunity that competes with, replicates, or is similar to any Flagship Media LLC product or service; (b) introduce any current or former member of the Flagship Community Center to any competing product, service, or business opportunity; or (c) use any contact information, name, identity, or other identifier of any current or former member of the Flagship Community Center that the Client learned, obtained, or accessed through participation in the Flagship Community Center for any commercial, promotional, or solicitation purpose. The Client expressly acknowledges that the contact information, identities, business profiles, and presence of members within the Flagship Community Center constitute confidential, proprietary, and competitively sensitive information of Flagship Media LLC, that such information has independent economic value to Flagship Media LLC, and that any post-termination solicitation of community members causes direct and quantifiable harm to Flagship Media LLC.

In the event of breach of the post-termination non-solicitation obligation set forth above, the Client expressly agrees to pay Flagship Media LLC liquidated damages in the amount of two thousand five hundred dollars ($2,500) per solicited member, per instance of solicitation, which the parties acknowledge represents a fair and reasonable estimate of the harm caused by such solicitation, including the difficulty of quantifying actual damages stemming from competitive dilution, member churn, opportunity cost, and reputational harm. This liquidated damages amount is not a penalty and reflects a good-faith pre-estimation of damages that would otherwise be difficult to calculate. Flagship Media LLC is expressly authorized to charge such liquidated damages to any payment method on file pursuant to the recovery provisions of these Terms, and to pursue all other remedies available under these Terms and applicable law, including injunctive relief, in addition to liquidated damages. The Client expressly acknowledges that Flagship Media LLC’s right to seek injunctive relief is independent of and in addition to its right to liquidated damages, and that liquidated damages alone may not adequately compensate Flagship Media LLC for the irreparable harm caused by post-termination solicitation.

Flagship Campaign Infrastructure & Post-Termination Deletion Rights

The Client expressly acknowledges and agrees that any and all advertising campaigns, ad sets, advertisements, audiences, qualification surveys, landing pages, funnels, automations, workflows, pipelines, and related assets that are created, built, configured, deployed, launched, or modified by the Client (or by any person, contractor, or party acting on the Client’s behalf) using the Licensed Materials, the Flagship App, the Flagship training modules, or any other Flagship Media LLC tool, framework, methodology, template, or proprietary infrastructure during the course of any active paid subscription with Flagship Media LLC (collectively, the “Flagship-Derived Infrastructure”) constitute derivative works of Flagship Media LLC’s proprietary intellectual property and trade secrets, and are subject to the license restrictions, deletion rights, and post-termination obligations set forth in these Terms.

The Client expressly acknowledges and agrees that the Client’s right to operate, maintain, or use any Flagship-Derived Infrastructure is conditional upon the Client’s continuing active paid subscription, and that upon any termination, cancellation, non-renewal, lapse of payment, expiration of billing cycle without renewal, or any other cessation of the Client’s active subscription, Flagship Media LLC reserves the right, exercisable at its sole and absolute discretion, to require the Client to delete, deactivate, archive, or otherwise remove all Flagship-Derived Infrastructure from the Client’s advertising accounts, business manager accounts, or other platforms.

Flagship Media LLC’s exercise of its deletion rights under this section is wholly discretionary. Flagship Media LLC may, in its sole discretion, elect to enforce, partially enforce, defer, or decline to enforce its deletion rights with respect to any individual Client. Any such election, deferral, or non-enforcement in any individual case shall not constitute a waiver of Flagship Media LLC’s deletion rights with respect to the same Client at any future time, with respect to any other Client at any time, or generally, and Flagship Media LLC retains the full and continuing right to enforce its deletion rights at any future time, in any future case, at its sole discretion.

When Flagship Media LLC elects to enforce its deletion rights, the Client shall be obligated to cooperate with Flagship Media LLC to ensure deletion is completed in full. Such cooperation shall include, at minimum, attending a scheduled video conference (Zoom or comparable platform) with Flagship Media LLC, sharing the Client’s screen, opening the relevant advertising or business manager account in the presence of Flagship Media LLC personnel, and executing the deletion of the Flagship-Derived Infrastructure live and in full view of Flagship Media LLC, such that Flagship Media LLC may verify complete and permanent removal.

Failure or refusal by the Client to attend such a verification session within seven (7) calendar days of Flagship Media LLC’s request, failure to share the Client’s screen during such session, failure to fully execute deletion during such session, or any conduct that obstructs, delays, or frustrates Flagship Media LLC’s ability to verify deletion shall constitute a material breach of these Terms and a wrongful, bad-faith termination of the working relationship. In the event of such breach, the Client expressly agrees to pay a liquidated damages fee of five thousand dollars ($5,000), which the parties acknowledge represents a fair and reasonable estimate of the harm caused by the Client’s interference with Flagship Media LLC’s deletion rights, including the difficulty of quantifying actual damages stemming from continued unauthorized use of proprietary infrastructure, dilution of competitive advantage, exposure of trade secrets, and reputational harm. This liquidated damages fee is not a penalty and reflects a good-faith pre-estimation of damages that would otherwise be difficult to calculate. Flagship Media LLC is expressly authorized to charge this fee to any payment method on file without further consent or notice.

If Flagship Media LLC subsequently determines, through any means including but not limited to public visibility of advertisements, Meta Ad Library searches, third-party reports, account audits, screenshots, or industry observation, that the Client has continued to operate, modify, copy, replicate, repurpose, hand off to third parties, or otherwise utilize any portion of the Flagship-Derived Infrastructure following termination of the subscription without Flagship Media LLC’s express written consent, such conduct shall constitute a separate and additional material breach of these Terms, misappropriation of trade secrets, infringement of Flagship Media LLC’s proprietary rights, and unauthorized use of confidential business assets, entitling Flagship Media LLC to all available legal and equitable remedies as set forth in the License Grant section.

Nothing in this section shall be construed to prevent the Client from independently building, launching, or operating new advertising campaigns, ad sets, advertisements, audiences, or assets after termination of the subscription and after deletion (where required by Flagship Media LLC) has been completed, provided that such new assets are created independently and do not incorporate, replicate, or derive from the Flagship-Derived Infrastructure or the Licensed Materials.

One-Time Launch Services Add-On, Pricing, Timeline Estimates & Allocation Of Responsibility

The Client may, at the Client’s option and at additional cost, purchase a one-time launch service in which Flagship Media LLC personnel build, configure, and launch certain components of the Client’s system on the Client’s behalf as a one-time professional services add-on to the Client’s underlying do-it-yourself subscription (the “Launch Service”). By purchasing a Launch Service, the Client expressly acknowledges and agrees that the Client remains a do-it-yourself subscriber receiving a one-time professional services add-on, and does not become a managed-services client at any tier as a result of purchasing the Launch Service.

The fee for any Launch Service is set on a quote-by-quote basis and varies based on the scope of work requested, the complexity of the Client’s account state, the condition of the Client’s existing advertising and platform assets, the volume of corrective or preparatory work required, the Client’s responsiveness, and any other factors determined by Flagship Media LLC in its sole discretion. The fee, scope, and parameters applicable to any individual Launch Service shall be the amounts and parameters presented to the Client at the time of purchase, including but not limited to amounts set forth in any checkout page, invoice, order form, written quote, electronic confirmation, or other written or recorded communication delivered to the Client prior to or contemporaneous with payment, all of which are incorporated into these Terms by reference and govern the Launch Service notwithstanding any general, marketed, advertised, or previously communicated pricing for the Launch Service. The Client expressly waives any claim, defense, or argument that any general, marketed, or previously communicated pricing for the Launch Service supersedes, limits, or contradicts the specific quoted price presented to the Client at the time of purchase.

The Client expressly acknowledges and agrees that any timeline communicated by Flagship Media LLC in connection with a Launch Service, including but not limited to any seventy-two (72) hour timeline, expedited timeline, target completion date, projected go-live date, or any similar scheduling commitment (collectively, a “Target Timeline”), is an aspirational estimate only, and is not a guaranteed delivery commitment, contractual deadline, time-of-the-essence provision, or warranty of performance. The Client expressly waives any claim, defense, or argument that the Target Timeline constitutes a binding deadline, that delays beyond the Target Timeline constitute non-delivery, breach, or grounds for refund, or that Flagship Media LLC is liable for any consequence, loss, missed opportunity, or damages arising from delays in launch.

The Client expressly acknowledges and agrees that the Target Timeline assumes ideal account conditions, full Client cooperation, immediate Client responsiveness, and the absence of platform-level interference, and that actual launch timelines may extend significantly beyond the Target Timeline due to factors that Flagship Media LLC cannot predict, control, or fully anticipate prior to commencing work. Such factors include, without limitation:

(a) Meta platform issues, including but not limited to: Meta account verification requirements; Meta Business Manager status, restrictions, or limitations; ad account flags, holds, restrictions, deactivations, or disablements; appeal processes required to restore ad account access; Meta-initiated identity verification, business verification, or domain verification; Meta-initiated review of advertising content; Meta policy changes; account warmup requirements; spending limits; pixel verification or domain verification requirements; or any other action, inaction, delay, or restriction imposed by Meta;

(b) Client account asset issues, including but not limited to: missing, incomplete, or improperly configured Facebook business pages; missing, incomplete, or improperly configured Instagram accounts; missing, incomplete, or improperly configured ad accounts; missing or invalid payment methods on Meta; entangled, mismanaged, or misconfigured assets remaining from prior advertising attempts; conflicting permissions or access settings; expired or invalid domain configurations; missing or invalid pixel installations; missing or invalid conversion tracking; or any other state of the Client’s existing assets that requires unwinding, correction, reconfiguration, or rebuilding before the launch can proceed;

(c) Client cooperation and responsiveness issues, including but not limited to: delays by the Client in scheduling or attending video conferences required to grant Flagship Media LLC access to advertising assets, business manager accounts, ad accounts, Facebook pages, Instagram accounts, or any other platform; delays by the Client in providing required information, content, branding assets, business details, or legal information; delays by the Client in approving or providing access to payment methods; delays by the Client in completing identity verification, business verification, or platform-required submissions; delays by the Client in responding to Flagship Media LLC’s communications, requests, or questions; or any other Client conduct, inaction, or unavailability that obstructs, delays, or extends the launch process;

(d) Required asset creation or correction not anticipated at the time of quote, including but not limited to: discovery during the build that the Client lacks Meta assets necessary for launch (such as a configured Facebook business page, Instagram account, ad account, or business manager) and that Flagship Media LLC must create, configure, or set up such assets on the Client’s behalf; discovery of misconfigurations, errors, or violations within the Client’s existing assets that must be corrected before launch; discovery of platform-level issues with the Client’s account that must be appealed, escalated, or resolved through Meta support; or any other corrective, preparatory, or remediation work that becomes apparent only after Flagship Media LLC has commenced the build;

(e) Third-party platform issues, including but not limited to: Flagship App platform outages, slowdowns, or feature availability; Stripe or other payment processor delays in account verification or payment method addition; domain registrar delays; email deliverability platform delays; SMS provider verification delays; or any other third-party service interruption, delay, or limitation; and

(f) Any other event, circumstance, or condition outside Flagship Media LLC’s reasonable control that affects the Client’s account state, the Client’s platform access, the readiness of the Client’s assets, or the launch process generally.

The Client expressly acknowledges and agrees that the existence of any of the foregoing factors, or any combination thereof, shall extend the Target Timeline without constituting non-delivery, breach, failure to perform, or grounds for refund, partial refund, prorated credit, dispute, or chargeback. The Client further expressly acknowledges and agrees that Flagship Media LLC is not required to disclose, anticipate, predict, warn about, or pre-quote any of the foregoing factors prior to commencing work, and that the Client bears the sole risk of any extension to the Target Timeline arising from any such factor.

For the avoidance of doubt and notwithstanding any other provision of these Terms or any communication between the parties, no aspect, component, deliverable, milestone, or phase of the Launch Service is contractually bound, tied, hooked, or otherwise committed to the Target Timeline, including any seventy-two (72) hour timeline. The Target Timeline applies, if at all, only to the launch of advertising campaigns as a holistic, end-to-end objective, and even as to that holistic objective the Target Timeline remains an aspirational estimate and not a guaranteed delivery commitment. No individual component of the Launch Service—including but not limited to the configuration of the Flagship App, the creation or design of advertising creatives or copy, the construction of landing pages or qualification surveys, the setup or remediation of Meta business manager accounts, ad accounts, Facebook pages, Instagram accounts, pixels, or related advertising assets, the configuration of conversion tracking or audiences, or the final launch and activation of campaigns—is independently bound to the Target Timeline. The Client expressly waives any claim, defense, or argument that any individual component of the Launch Service was required to be completed within the Target Timeline.

The Client further expressly acknowledges and agrees that even where Flagship Media LLC has fully completed its internal work on every component within Flagship Media LLC’s direct control within the Target Timeline, any extension of the overall launch beyond the Target Timeline arising from any work, intervention, troubleshooting, appeal, correction, organization, configuration, creation, or remediation that Flagship Media LLC must perform on the Client’s Meta assets, advertising assets, business manager accounts, ad accounts, Facebook pages, Instagram accounts, pixels, domains, or any other Client-owned platform asset shall not constitute non-delivery, breach, failure to perform, or grounds for refund, partial refund, prorated credit, dispute, or chargeback, regardless of: (a) whether the Client disclosed, accurately represented, or affirmatively stated that the Client possessed or did not possess such assets at the time of purchase; (b) whether the Client represented that such assets were ready, configured, or operational; (c) whether Flagship Media LLC accepted such representation in good faith and quoted, scheduled, or commenced the Launch Service in reliance on such representation; (d) whether Flagship Media LLC subsequently discovered that such assets were missing, misconfigured, restricted, flagged, deactivated, entangled, or otherwise unready for launch; (e) whether Flagship Media LLC was required to create, set up, configure, or repair such assets on the Client’s behalf; or (f) any other circumstance pertaining to the state, readiness, or availability of the Client’s assets. The Client expressly assumes all risk that the actual state of the Client’s Meta and platform assets differs from any representation made by the Client at the time of purchase, and expressly waives any claim that such variance excuses the Client from any obligation under these Terms or entitles the Client to any refund, partial refund, credit, or dispute right.

The Client further expressly acknowledges and agrees that Flagship Media LLC is under no obligation, contractual or otherwise, to demonstrate, document, prove, evidence, or otherwise establish to the Client what work was completed within the Target Timeline, what work was completed after the Target Timeline, or how internal time was allocated during the Launch Service. The Client expressly waives any claim, defense, demand, or right of inquiry seeking proof of timing, milestone documentation, internal work logs, time-stamped deliverables, completion certifications, or any other evidentiary showing of when individual components were completed. Flagship Media LLC’s internal allocation of time, labor, and resources during the Launch Service is a matter of internal operations not subject to disclosure, justification, or proof to the Client, and any dispute, complaint, or chargeback premised on the Client’s inability to verify timing, the Client’s belief that work was not completed within the Target Timeline, or the Client’s demand for evidentiary proof of timing shall constitute a direct and material breach of these Terms.

The Launch Service consists of multiple components which may be performed in parallel or in sequence, including but not limited to: configuration of the Client’s Flagship App; creation, design, or adaptation of advertising creatives, copy, landing pages, qualification surveys, and related assets; setup or remediation of the Client’s Meta business manager, ad account, Facebook page, Instagram account, pixel, or related advertising assets; configuration of conversion tracking, audiences, or campaign structures; coordination with Meta or other platforms regarding verification, approval, or appeal processes; and final launch and activation of advertising campaigns. The Client expressly acknowledges and agrees that completion of any individual component of the Launch Service constitutes partial delivery of the Launch Service, that completion of all components constitutes full delivery, and that the Launch Service is not a divisible service for purposes of partial refunds, prorated credits, or component-specific disputes. The Client expressly waives any claim, defense, or argument that the Launch Service may be apportioned, prorated, or partially refunded based on which components were or were not completed within any specific timeframe.

The Client further expressly acknowledges and agrees that the Launch Service fee covers Flagship Media LLC’s labor, expertise, time allocation, system access, and operational resources, and is fully earned upon commencement of work, regardless of which components are ultimately completed, regardless of how long the launch process takes, and regardless of whether the launch ultimately succeeds, is delayed, is interrupted, or is rendered impossible by factors described in this section. Once Flagship Media LLC has commenced work on a Launch Service, the Launch Service fee is non-refundable, non-prorated, and non-disputable in whole or in part.

The Client expressly acknowledges and agrees that Flagship Media LLC bears no obligation to provide ongoing evidentiary documentation of work performed during a Launch Service, including but not limited to timestamps, screenshots, build logs, configuration records, internal team communications, work product summaries, or proof of completion of individual components. Flagship Media LLC’s internal records, project management logs, team communications, system access logs, and operational records, whether maintained or not, shall be sufficient evidence of work performed in the event of any dispute, and the Client expressly waives any claim, defense, or argument that the absence of Client-facing documentation, the timing of credential delivery, the timing of access transfer, or any other Client-side observable event constitutes evidence that work was not performed within the Target Timeline. Flagship Media LLC may, in its sole discretion, deliver login credentials, system access, or completion notifications to the Client at any point during or after the Launch Service, and the timing of such delivery shall not be construed as evidence regarding when the underlying work was completed.

The Client further expressly acknowledges and agrees that the Launch Service is a one-time professional services add-on and not a service-level commitment, and that the Client is not entitled to consequential damages, business interruption damages, lost profits, missed opportunity damages, lost sales, lost leads, or any other damages arising from delays, extensions, or extensions of the Target Timeline, even where the Client has scheduled events, sales pushes, marketing campaigns, or business activities in reliance on the Target Timeline. The Client expressly waives any reliance-based claim, promissory estoppel claim, or detrimental reliance claim arising from communication of the Target Timeline.

Upon completion of the Launch Service and handoff to the Client, Flagship Media LLC’s involvement with the Client’s system reverts to the Client’s underlying do-it-yourself subscription, and Flagship Media LLC has no further obligation to monitor, supervise, troubleshoot, maintain, optimize, or manage the Client’s system. The Client expressly acknowledges and agrees that following handoff, the Client is fully responsible for all aspects of operating, monitoring, maintaining, and managing the Client’s system, and that any issues, breakages, performance reductions, account restrictions, lead volume changes, or other operational matters arising after handoff are the sole responsibility of the Client.

The Launch Service fee is fully earned upon commencement of work, is strictly non-refundable, non-prorated, and non-disputable, and is governed by all of the no-refund, no-dispute, no-chargeback protections of these Terms. The Client’s sole and exclusive remedy in the event of dissatisfaction with any aspect of the Launch Service is to discontinue the underlying do-it-yourself subscription pursuant to the Cancellation, Termination & Access Revocation section of these Terms. Under no circumstances shall dissatisfaction, delays, or any other Launch Service issue entitle the Client to a refund, credit, proration, or dispute of any payment.

No Refunds, No Disputes, Chargeback Waivers & Recovery Rights

All payments made to Flagship Media LLC under these Terms, including but not limited to subscription fees, recurring fees, one-time fees, launch service fees, and any other charges, are fully earned upon processing, strictly non-refundable, non-prorated, and non-disputable under all circumstances. The Client expressly waives any right to dispute, reverse, charge back, or otherwise reverse any payment made to Flagship Media LLC, regardless of whether the dispute is based on dissatisfaction, change of mind, non-use, lack of perceived value, system or platform changes, content updates, perceived inadequacy of training materials, removal from the Flagship Community Center, technical issues, or any other reason.

Flagship Media LLC does not permit chargebacks, disputes, or payment reversals of any kind. Any attempt by the Client to initiate a chargeback, dispute, reversal, or refund request through any payment processor, financing provider, bank, credit card issuer, or other channel shall constitute a direct and material breach of these Terms. In the event of such breach, Flagship Media LLC is expressly authorized to: (a) immediately suspend or terminate the Client’s access to the DIY Program; (b) reprocess the disputed amount through any payment method on file, including any personal, business, primary, secondary, or alternative payment method associated with the Client’s account or billing record, and through any payment processor or merchant descriptor available to Flagship Media LLC; (c) pursue all available legal, contractual, and equitable remedies; and (d) assess additional damages, fees, costs, and recovery charges as permitted under these Terms.

Reprocessing and recovery efforts may continue for a commercially reasonable recovery period not to exceed three (3) consecutive billing cycles or ninety (90) days from the date of the initial dispute or reversal. If a reprocessed charge is itself disputed or reversed, Flagship Media LLC may continue to reprocess the disputed amount until the originally disputed funds are successfully recovered or the dispute is fully resolved.

The Client expressly acknowledges and agrees that any payment processed through a third-party financing provider, buy-now-pay-later platform, lending partner, installment-payment processor, or other financing channel (collectively, “Financing Providers”) in connection with the DIY Program is fully subject to all of the no-refund, no-dispute, no-chargeback, and recovery protections of these Terms. Payments processed through Financing Providers shall be conclusively deemed payment made by the Client to Flagship Media LLC, regardless of the Client’s repayment status with the Financing Provider. Any chargeback, dispute, reversal, or clawback initiated by the Client through a Financing Provider, by the Financing Provider on the Client’s behalf, or by any party acting at the Client’s direction, shall constitute a direct and material breach of these Terms to the same extent as a direct chargeback against Flagship Media LLC, and Flagship Media LLC is expressly authorized to recover the full amount, including any associated fees, penalties, or costs, from the Client directly through any payment method on file without further notice or consent.

Multiple Payment Processors & Merchant Descriptor Authorization

The Client expressly acknowledges and agrees that Flagship Media LLC utilizes multiple payment processors, merchant accounts, billing platforms, and payment service providers in the ordinary course of business. In the event the Client blocks, restricts, disables, or disputes a payment method through one payment processor, Flagship Media LLC expressly reserves the right to reprocess, route, or recover the disputed or owed amount through an alternative payment processor without further notice.

The Client further expressly authorizes Flagship Media LLC to process charges through any such payment processor using varying merchant names, descriptors, billing identifiers, or account labels, provided that the charge corresponds to amounts owed under these Terms. The Client expressly waives any claim, dispute, or allegation of unauthorized billing, misrepresentation, or fraudulent charge on the basis that a payment was processed through a different payment processor or appeared under a different merchant name or descriptor.

Any attempt by the Client to evade payment obligations by blocking cards, disputing transactions, restricting processors, or asserting unfamiliarity with a merchant descriptor shall not relieve the Client of its obligations under these Terms and shall not limit Flagship Media LLC’s right to recover amounts owed through any lawful payment channel available. The Client expressly agrees that such recovery efforts constitute authorized recoupment of earned and non-refundable funds.

Failed Payment Accrual, Roll-Forward Billing & Recovery Period

The Client expressly acknowledges and agrees that submission of the initial payment constitutes continuing authorization for Flagship Media LLC to automatically process all recurring charges under these Terms. The Client expressly waives any requirement that Flagship Media LLC provide advance notice of upcoming charges, renewal dates, billing reminders, failed payment notifications, or processing confirmations.

If a scheduled billing attempt fails for any reason, Flagship Media LLC is expressly authorized to attempt to recover the outstanding balance by charging any payment method on file, associated with the Client’s billing profile, customer record, or payment authorization, regardless of whether such payment method is personal or business, primary or secondary, or belongs to an owner, officer, employee, contractor, affiliate, or authorized payer acting on behalf of the Client. Flagship Media LLC may route such charges through any available payment processor, including alternative processors, and charges may appear under different merchant names or descriptors.

If Flagship Media LLC is unable to successfully recover a failed payment during the applicable billing period—whether due to card restrictions, processor limitations, insufficient funds, blocked cards, charge attempts being declined, or payment method failure—the unpaid balance for that billing period shall automatically roll forward and accrue to the next billing cycle. Upon the next scheduled renewal, Flagship Media LLC is expressly authorized to charge the full accumulated balance, including the current billing period plus any unpaid prior amounts.

Unpaid balances may accrue for a maximum of three (3) consecutive billing cycles (ninety (90) days) while the Client’s subscription remains open, active, preserved, paused, inactive, or otherwise not fully terminated. During this period, Flagship Media LLC is authorized to stack and recover accrued charges (for example, charging two months’ fees if one prior month remains unpaid, or three months’ fees if two prior months remain unpaid). Such accumulation and recovery shall not constitute duplicate billing, improper charging, or unauthorized payment activity, but rather authorized recovery of earned fees under these Terms.

After the accrual of three (3) consecutive unpaid billing cycles, Flagship Media LLC may, at its sole discretion, suspend access, deactivate the Client’s account, liquidate Licensed Materials, and terminate the subscription in accordance with the Cancellation, Termination & Access Revocation provisions of these Terms. The accrual cap exists solely to define the maximum unpaid balance that may accumulate prior to access termination and does not create any grace period, waiver, forgiveness, or reduction of amounts owed.

Failure of payment, non-use of services, account inactivity, paused use, internal disputes, or lack of communication shall not suspend billing obligations during the accrual period. All accrued amounts remain due, payable, fully earned, non-refundable, and non-disputable in accordance with these Terms. The Client expressly waives any claim, defense, or objection based on billing start dates, deposit characterization, failed payment stacking, accrued billing, merchant descriptor variation, alternative processor usage, or the application of the ninety (90) day accrual limitation described herein.

Promotional Offers, Trial Pricing & Special Terms

The Client expressly acknowledges and agrees that Flagship Media LLC may, from time to time and at its sole discretion, offer promotional pricing, introductory pricing, discounted pricing, trial pricing, money-back guarantees, free trials, satisfaction guarantees, refund offers, or other special offers in connection with the DIY Program (collectively, “Promotional Offers”). Any Promotional Offer is governed by the specific terms of that offer as presented to the Client at the time of purchase, including any duration limits, eligibility requirements, refund mechanics, claim procedures, and any other conditions specific to the Promotional Offer. The specific terms of any Promotional Offer are exceptions to (and not modifications of) these Terms, and apply only to the specific Promotional Offer in question.

The Client expressly acknowledges and agrees that, except to the extent expressly provided in the specific terms of an applicable Promotional Offer, all other provisions of these Terms govern the Client’s relationship with Flagship Media LLC, including all no-refund, no-dispute, no-chargeback, license, deletion, and recovery provisions. The existence of a Promotional Offer does not modify, waive, or limit any other provision of these Terms not specifically addressed by the Promotional Offer’s terms. The Client expressly waives any claim, defense, or argument that a Promotional Offer modifies, supersedes, or limits the protections afforded to Flagship Media LLC under these Terms beyond what is expressly stated in the Promotional Offer’s specific terms.

Promotional pricing structures involving an introductory price followed by a recurring renewal price (such as twelve dollars ($12.00) for the first month followed by forty-nine dollars ($49.00) per month thereafter, or nineteen dollars ($19.00) for the first month followed by forty-nine dollars ($49.00) per month thereafter, or any similar structure) shall not be construed as a free trial, money-back guarantee, or refund-eligible offer. Such structures are discounted recurring subscriptions in which the introductory price reflects a one-time discount applied to the first billing period only, after which the standard recurring price applies. The introductory price is fully earned upon processing, is non-refundable, and the Client expressly waives any claim, defense, or argument that an introductory pricing structure constitutes a trial, refund-eligible offer, or basis for refund or dispute.

Fraud Verification & Suspected Unauthorized Use

The Client expressly acknowledges and agrees that Flagship Media LLC reserves the right, exercisable at its sole discretion, to require additional identity verification, business verification, or know-your-customer (“KYC”) verification from the Client at any time when Flagship Media LLC has reasonable suspicion of fraud, unauthorized payment method use, identity misrepresentation, stolen card use, account takeover, or any other improper or unlawful access to the DIY Program. Such verification may include, without limitation, requests for: (a) government-issued photo identification; (b) business registration documentation, EIN, or formation documents; (c) proof of payment method ownership; (d) live video verification or comparable identity confirmation; or (e) any other reasonable form of verification.

Pending completion of any requested verification, Flagship Media LLC may, at its sole discretion, suspend, restrict, or revoke the Client’s access to the DIY Program in whole or in part. Failure or refusal by the Client to complete any requested verification within a reasonable time shall constitute grounds for immediate termination of access. In the event Flagship Media LLC determines, at its sole discretion, that any aspect of the Client’s purchase, payment, identity, or access involves fraud, unauthorized use, identity misrepresentation, or any other impropriety, Flagship Media LLC may immediately and permanently revoke access, terminate the subscription, retain all amounts paid as compensation for delivered Licensed Materials and incurred costs, retain all delivered Licensed Materials as the proprietary property of Flagship Media LLC, pursue all available legal and equitable remedies against the responsible parties, and report such fraud to applicable law enforcement, payment processors, and fraud prevention databases.

The Client expressly acknowledges and agrees that any Licensed Materials delivered, accessed, or made available to the Client in connection with a fraudulent or unauthorized transaction remain the sole and exclusive property of Flagship Media LLC, that the Client (and any party using the Client’s credentials or payment method) acquires no ownership, license, or right to use such materials, and that any continued possession, retention, or use of such materials following termination for fraud or unauthorized use constitutes ongoing misappropriation of trade secrets and infringement of Flagship Media LLC’s intellectual property rights, entitling Flagship Media LLC to all available legal and equitable remedies.

Cancellation, Termination & Access Revocation

The Client may cancel the Client’s subscription at any time by following the cancellation procedure made available by Flagship Media LLC, which may include cancellation through the Client’s account dashboard, by submitting a written cancellation request to a designated Flagship Media LLC email address, or by such other method as Flagship Media LLC may make available. Cancellation must be initiated at least seven (7) days prior to the next scheduled renewal date in order to prevent the next renewal charge. Cancellation requests submitted within seven (7) days of the next renewal date may not prevent the upcoming renewal charge, and Flagship Media LLC retains full discretion to determine whether the upcoming charge will still be processed.

Upon cancellation, the Client’s access to the DIY Program shall continue through the end of the then-current billing period, after which all access shall be revoked, all Licensed Materials shall be deactivated for the Client, the Client’s Flagship App configuration and any data, builds, configurations, or content within the Flagship App snapshot shall be permanently deleted, and the Client’s access to the Flagship Community Center shall be terminated. No refund, credit, or proration shall be issued for the unused portion of the then-current billing period, and the Client expressly waives any claim to such refund, credit, or proration.

The Client expressly acknowledges and agrees that following access revocation, the Client’s data, configurations, builds, and any content within the Flagship App snapshot are permanently and irretrievably deleted. Flagship Media LLC has no obligation to preserve, retain, archive, back up, export, or provide the Client with any data, configurations, builds, or content following cancellation, and the Client expressly waives any claim, defense, or expectation that such records exist or are available for retrieval. If the Client wishes to retain any data, exports, or summaries from the Flagship App prior to cancellation, the Client must affirmatively request and complete such export prior to the end of the then-current billing period.

If the Client subsequently elects to re-subscribe at any future time, the Client expressly acknowledges and agrees that the Client shall start fresh with a new Flagship App snapshot and shall not have any right or expectation to recover, restore, or access any prior data, configurations, builds, or content from any prior subscription period. All prior subscription data is permanently liquidated upon access revocation.

Flagship Media LLC reserves the right, exercisable at its sole and absolute discretion, to terminate, suspend, or revoke the Client’s access to the DIY Program at any time, for any reason or for no reason, with or without notice, with or without explanation, and with or without refund. Termination by Flagship Media LLC shall be effective immediately upon Flagship Media LLC’s election, and the Client expressly waives any claim, defense, or expectation that termination by Flagship Media LLC requires cause, justification, prior warning, opportunity to cure, or any other procedural protection.

No Results Guarantee, No Legal Compliance Responsibility & No Professional Advice

Flagship Media LLC makes no representation, warranty, or guarantee, express or implied, regarding the results, outcomes, performance, lead volume, lead quality, conversion rates, sales, revenue, or business outcomes that the Client may achieve through use of the DIY Program. The Client expressly acknowledges and agrees that all results depend on factors outside Flagship Media LLC’s control, including but not limited to the Client’s effort, execution, market conditions, advertising spend, ad account status, business model, sales process, follow-up practices, geographic location, industry, and competitive landscape. The Client expressly waives any claim, defense, or argument based on perceived underperformance, insufficient results, or unmet expectations.

The Client further expressly acknowledges and agrees that it is the Client’s sole and exclusive responsibility to understand, evaluate, and comply with all legal, regulatory, contractual, industry-specific, and internal obligations applicable to the Client’s business, products, services, advertising, promotions, incentives, pricing, disclosures, and representations. Flagship Media LLC does not provide legal advice, compliance review, regulatory approval, suitability determinations, or professional advice of any kind, and nothing in the DIY Program shall be construed as such. The Client acknowledges that any advertising structures, frameworks, templates, or content provided through the DIY Program are illustrative only, are not certified for compliance with the Client’s specific legal or regulatory obligations, and may require modification to comply with the Client’s applicable obligations. The Client expressly assumes all responsibility for compliance, regulatory adherence, and suitability of any advertising or marketing materials launched by the Client using the DIY Program.

Limitation of Liability

To the maximum extent permitted by applicable law, Flagship Media LLC’s total aggregate liability arising out of or relating to these Terms, the DIY Program, or any act or omission of Flagship Media LLC, whether based in contract, tort, statute, equity, strict liability, or otherwise, shall not exceed the total amount of fees actually paid by the Client to Flagship Media LLC during the thirty (30) days immediately preceding the event giving rise to the claim.

In no event shall Flagship Media LLC be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of business opportunity, business interruption, reputational harm, or anticipated savings, even if Flagship Media LLC has been advised of the possibility of such damages or such damages were reasonably foreseeable.

The Client expressly acknowledges and agrees that the fees paid under these Terms reflect the allocation of risk set forth herein and that Flagship Media LLC would not enter into these Terms without these limitations. These limitations shall apply notwithstanding any failure of essential purpose of any limited remedy.

Force Majeure

Flagship Media LLC shall not be liable for any failure or delay in performance arising from events beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, governmental actions, regulatory changes, platform outages, advertising account suspensions, carrier or network failures, payment processor disruptions, software or infrastructure outages, third-party service interruptions (including but not limited to Meta, Google, Stripe, the underlying platform infrastructure powering the Flagship App, or similar providers), or any other event outside Flagship Media LLC’s reasonable control. Such events shall not constitute a breach of these Terms, shall not excuse the Client’s payment obligations, and shall not give rise to any right of refund, credit, or termination beyond what is expressly provided herein.

Governing Law, Venue & Multi-Jurisdiction Operations

These Terms shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict of law principles. Any legal action, arbitration, mediation, or proceeding arising out of or relating to these Terms shall be brought exclusively in the state or federal courts located in New York County, New York, and the parties hereby expressly consent to personal jurisdiction and venue therein.

The Client expressly acknowledges and agrees that Flagship Media LLC is a New York-formed limited liability company and may conduct operations, maintain offices, utilize registered agents, perform services, process payments, host infrastructure, or manage Client accounts from New York, Florida (including Miami-Dade County), or any other domestic or international location, without such operations altering, expanding, or replacing the governing law or venue provisions of these Terms. The Client further acknowledges that the DIY Program is delivered digitally and remotely, and may be accessed across state lines and international borders, and that the Client’s physical location, residence, or domicile shall not affect or modify the governing law, venue, or enforceability of these Terms.

Class Action Waiver, Mass Arbitration Prohibition & Individual Claims Only

To the maximum extent permitted by applicable law, the Client and Flagship Media LLC each expressly agree that any dispute, claim, controversy, action, or proceeding arising out of or relating to these Terms, the DIY Program, or any transaction between the parties shall be brought, litigated, and resolved solely on an individual basis, and not as a plaintiff or class member in any purported class action, collective action, representative action, consolidated action, or mass action. The Client expressly waives any right to participate in, initiate, support, or maintain any class action, collective action, representative action, consolidated action, or mass action against Flagship Media LLC, whether in court, in arbitration, before any administrative body, or in any other forum.

The Client further expressly waives any right to coordinate, group, batch, or consolidate the Client’s individual claim with any other person’s individual claim against Flagship Media LLC, including but not limited to mass arbitration filings, coordinated arbitration proceedings, sequential or parallel arbitration filings against Flagship Media LLC by multiple claimants represented by common counsel, or any other strategy designed to aggregate individual claims for the purpose of imposing aggregate arbitration fees, settlement pressure, or coordinated proceedings on Flagship Media LLC. Any attempt by the Client to participate in mass arbitration, coordinated arbitration, or any similar coordinated dispute strategy shall constitute a material breach of these Terms and shall entitle Flagship Media LLC to seek immediate injunctive relief to prevent such participation, in addition to all other available remedies.

If any portion of this class action waiver or mass arbitration prohibition is found to be unenforceable, the unenforceable portion shall be severed and the remainder shall be enforced to the maximum extent permitted by applicable law. Notwithstanding any other provision of these Terms, if the class action waiver itself is found unenforceable as to any particular dispute, the remedy shall be that such dispute is heard in court (subject to the Governing Law and Venue provisions of these Terms) rather than in arbitration, and any arbitration provision shall not apply to such dispute.

Notice & Communication, Support Requests & Cancellation Procedure

All formal notices, legal communications, cancellation requests, termination requests, dispute communications, and any other formal correspondence from the Client to Flagship Media LLC shall be delivered in writing to [email protected], or to such other address as Flagship Media LLC may designate from time to time. Notices delivered to any other email address, social media account, community center post, in-person communication, telephone communication, or other channel shall not constitute valid notice under these Terms and shall not be effective for any contractual or legal purpose.

The Client expressly acknowledges and agrees that Flagship Media LLC processes support requests, notices, cancellation requests, and similar communications in the ordinary course of business, and that review, processing, and response to such communications may take several business days, weeks, or longer depending on volume, complexity, and operational priorities. The Client expressly waives any claim, defense, or argument that delayed review, delayed response, or delayed processing of any communication by Flagship Media LLC constitutes breach, negligence, failure to perform, or grounds for refund or dispute. The Client is solely responsible for submitting any time-sensitive notice (including but not limited to cancellation requests intended to prevent the next renewal charge) sufficiently in advance to allow for ordinary processing timelines, and Flagship Media LLC shall not be liable for any consequence of late submission, processing delays, or missed deadlines arising from the Client’s failure to submit notices with adequate lead time.

Flagship Media LLC may deliver notices, communications, billing alerts, terms updates, or any other communication to the Client through any reasonable means, including but not limited to email to the address on file, in-app notifications within the Flagship App or Flagship Community Center, account dashboard messages, or postings on the Flagship Media LLC website. The Client is responsible for maintaining accurate contact information on file and for monitoring the channels through which Flagship Media LLC delivers communications. Failure by the Client to receive, read, or respond to a communication shall not affect the validity or binding effect of such communication.

Privacy, Data Handling & Privacy Policy

Flagship Media LLC’s collection, use, storage, and disclosure of the Client’s personal information, business information, and account data is governed by Flagship Media LLC’s Privacy Policy, which is incorporated into these Terms by reference and made available on the Flagship Media LLC website. The Client expressly acknowledges and agrees to be bound by the Privacy Policy as it may exist from time to time, and acknowledges that continued use of the DIY Program following any update to the Privacy Policy constitutes acceptance of the updated Privacy Policy.

The Client expressly acknowledges and agrees that, to the extent applicable law (including but not limited to the California Consumer Privacy Act, the California Privacy Rights Act, similar state-level privacy laws, the European Union General Data Protection Regulation, or other privacy or data protection laws) grants the Client any rights with respect to personal information held by Flagship Media LLC, including any right to access, correct, delete, or opt out of certain processing, the Client may exercise such rights by submitting a written request to [email protected]. Flagship Media LLC shall respond to such requests within the timeframes required by applicable law and consistent with the Notice & Communication provisions of these Terms. The Client expressly acknowledges that exercise of such rights may result in limitation, suspension, or termination of access to the DIY Program where continued provision of services is incompatible with the Client’s exercised rights.

The Client further expressly acknowledges and agrees that Flagship Media LLC may collect, retain, and use anonymized, aggregated, or de-identified data derived from the Client’s use of the DIY Program for product improvement, analytics, training, system optimization, and similar internal business purposes, and that such use shall not constitute a violation of any privacy obligation under these Terms or applicable law. Anonymized, aggregated, or de-identified data is not personal information for purposes of these Terms or any privacy law.

No Fiduciary, Advisory or Professional Services Relationship

The Client expressly acknowledges and agrees that the relationship between the Client and Flagship Media LLC is solely a commercial subscription relationship for access to digital products and content, and that nothing in these Terms or in the Client’s participation in the DIY Program (including but not limited to participation in the Flagship Community Center, communications with Flagship Media LLC personnel, training content, or any other engagement with Flagship Media LLC) shall be construed to create a fiduciary relationship, advisory relationship, financial advisory relationship, legal advisory relationship, professional services relationship, employment relationship, agency relationship, partnership, joint venture, or any other relationship of trust, confidence, or professional duty between the parties.

The Client further expressly acknowledges and agrees that Flagship Media LLC is not the Client’s coach, mentor, business advisor, financial advisor, legal advisor, accountant, therapist, or counselor, and that any communications, content, training, advice, opinions, suggestions, recommendations, or guidance provided through the DIY Program (including within the Flagship Community Center) are general informational content offered for educational and operational purposes only, are not professional advice, and should not be relied upon as such. The Client is solely responsible for the Client’s business decisions, financial decisions, legal decisions, and personal decisions, and Flagship Media LLC bears no responsibility, liability, or duty of care for the consequences of any decision made by the Client in reliance on content provided through the DIY Program. The Client expressly waives any claim, defense, or argument based on detrimental reliance on Flagship Media LLC’s content, breach of fiduciary duty, breach of professional duty, or any similar theory.

Severability

If any provision of these Terms is determined by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be enforced to the maximum extent permitted by applicable law, and, if enforcement to such extent is not possible, shall be severed solely to the extent of such invalidity, illegality, or unenforceability. The remaining provisions shall remain in full force and effect, binding and enforceable, without impairment, modification, or limitation.

Unconscionability

To the maximum extent permitted by applicable law, the parties acknowledge and agree that these Terms reflect a commercially reasonable allocation of risk between sophisticated parties, were entered into voluntarily and with the opportunity to review, and shall not be deemed unconscionable, unenforceable, or invalid solely because they limit remedies, allocate discretion, or result in terms more favorable to one party under certain circumstances.

Good Faith & Commercial Reasonableness

Flagship Media LLC shall exercise its rights, discretion, and authority under these Terms in good faith and in a commercially reasonable manner consistent with industry practices, provided that nothing in this section shall limit Flagship Media LLC’s sole discretion, contractual authority, or rights expressly granted elsewhere in these Terms.

Survival

The provisions of these Terms relating to license restrictions, intellectual property protection, confidentiality, post-termination deletion rights, no-refund and no-dispute protections, recovery rights, limitation of liability, governing law, and any other provision that by its nature is intended to survive termination, shall survive the termination, cancellation, expiration, or non-renewal of the Client’s subscription and shall remain in full force and effect indefinitely.

Universal Document Family, Cross-Incorporation & Mutual Acceptance

The Client expressly acknowledges and agrees that these Terms, the Flagship Media LLC Service Agreement, the Flagship Media LLC Privacy Policy, and any other policy, agreement, terms of service, or operating document that Flagship Media LLC may publish, maintain, or designate from time to time (collectively, the “Flagship Operating Documents”) together constitute a unified body of company policy and operating procedure governing every aspect of the Client’s relationship with Flagship Media LLC. The Flagship Operating Documents are incorporated into one another by reference and shall be read, interpreted, and enforced as a single coordinated whole.

The Client expressly acknowledges and agrees that acceptance of, exposure to, or being subjected to any one of the Flagship Operating Documents constitutes acceptance of and being subjected to all of the Flagship Operating Documents in their entirety. Without limitation, by submitting payment in any amount to Flagship Media LLC, by accessing any Flagship Media LLC product, service, tier, platform, community, training material, or system in any form or fashion, by accepting any one of the Flagship Operating Documents, by checking any acknowledgment box, by communicating with Flagship Media LLC, or by otherwise initiating any relationship with Flagship Media LLC, the Client conclusively accepts and is fully bound by all of the Flagship Operating Documents simultaneously, regardless of which document the Client encountered, reviewed, acknowledged, or accepted.

The Client expressly waives any claim, defense, or argument that any individual Flagship Operating Document is unenforceable, inapplicable, or non-binding on the basis that the Client did not see, read, review, acknowledge, accept, or have notice of that specific document or any other Flagship Operating Document. The Client expressly acknowledges and agrees that the binding effect of the Flagship Operating Documents is collective and mutually reinforcing, that knowledge or non-knowledge of any individual Flagship Operating Document is irrelevant to the binding effect of all of them, and that Flagship Media LLC is under no obligation to deliver, present, transmit, share, or call attention to any individual Flagship Operating Document at any time. The Flagship Operating Documents are made available on the Flagship Media LLC website and through Flagship Media LLC’s checkout, account, and platform systems, and the Client’s responsibility is to review them at the Client’s own initiative.

The Client further expressly acknowledges and agrees that exercising any right, privilege, request, or claim under any individual Flagship Operating Document, including but not limited to exercising any privacy right under the Privacy Policy (such as requesting access to, correction of, or deletion of personal information), submitting any request under the Notice & Communication provisions, exercising any cancellation right, or otherwise interacting with any Flagship Operating Document, constitutes acknowledgment of and continuing acceptance of all Flagship Operating Documents in their entirety. The Client expressly waives any claim, defense, or argument that exercising rights under one Flagship Operating Document somehow excludes the Client from being bound by, or limits the application of, the other Flagship Operating Documents.

In the event of any conflict, inconsistency, or ambiguity among the Flagship Operating Documents, the order of precedence shall be: (i) the Flagship Media LLC Service Agreement (for clients engaged in done-for-you, done-with-you, or other managed-services tiers); (ii) these DIY Terms and Conditions (for clients engaged in do-it-yourself tiers); and (iii) the Flagship Media LLC Privacy Policy. To the extent two documents both apply to a given client, the document specifically applicable to the Client’s tier shall control over the more general document. To the extent a conflict cannot be resolved through this order of precedence, Flagship Media LLC retains the sole and exclusive discretion to determine which provision governs.

Flagship Media LLC may add, amend, replace, modify, or retire any Flagship Operating Document at any time, with such changes becoming effective upon publication to the Flagship Media LLC website or through delivery via account dashboard, email, in-app notification, or any other reasonable means. Continued use of, payment for, or interaction with any Flagship Media LLC product, service, or platform following any such change constitutes acceptance of the updated Flagship Operating Documents. The most current version of each Flagship Operating Document, as published on the Flagship Media LLC website, governs the Client’s relationship with Flagship Media LLC.

Entire Agreement & Modifications

These Terms, together with the other Flagship Operating Documents and any pricing, tier structure, billing cadence, or other commercial terms presented to the Client at the time of purchase (all of which are incorporated herein by reference), constitute the entire agreement between the Client and Flagship Media LLC with respect to the DIY Program, and supersede all prior or contemporaneous communications, representations, or agreements, whether oral or written. Flagship Media LLC reserves the right to modify these Terms or any other Flagship Operating Document at any time, with such modifications becoming effective upon posting to the Flagship Media LLC website or upon delivery to the Client through the Flagship Community Center, account dashboard, or registered email address. Continued use of the DIY Program after such modifications constitutes acceptance of the modified Terms and the modified Flagship Operating Documents.

By checking the terms-and-conditions acknowledgment box on the Flagship Media LLC checkout page, by submitting payment in any amount, or by accessing any Flagship Media LLC program in any form or fashion—including but not limited to the Flagship Kickstart Program, the Flagship App, the Flagship Community Center, the Flagship training modules, the Launch Service, any do-it-yourself product, any done-with-you engagement, any done-for-you engagement, or any other product, service, tier, or relationship offered by Flagship Media LLC—you acknowledge that you have read, understood, and agreed to these Terms in full.