Fornelli by Design (“FBD”) — Terms of Use

Last Updated: June 28, 2025

1. Acceptance of These Terms

By accessing any FBD website, digital download, newsletter, social-media page, API, or related service (collectively, the “Services”) you agree to be bound by these Terms of Use (“Terms”) and to comply with all applicable laws and regulations. If you do not agree, do not access or use the Services.

2. Who We Are & How to Contact Us

Fornelli by Design, LLC (“FBD,” “we,” “our,” or “us”) is a Nevada limited-liability company located in Henderson, NV 89012, USA. You may contact us at contact@fbd.agency or +1 (702) 708-1609.

3. Eligibility & Account Security

You must be at least 18 years old (or the age of majority where you live) to use the Services. You are responsible for maintaining the confidentiality of any login credentials and for all activities that occur under your account.

4. Description of Services

FBD provides premium marketing consulting, performance advertising, brand strategy, AI-prompt engineering, digital-art creation, downloadable assets (e.g., stock imagery, PSD files, NFTs), educational content, and related creative services (collectively, the “FBD Offerings”). Specific deliverables may be governed by separate statements of work (“SOWs”), proposals, or master-service agreements (“MSAs”). In the event of conflict, the SOW or MSA controls.

5. Intellectual-Property Rights

All trademarks, logos, text, graphics, photographs, videos, software, and other content displayed within the Services (“FBD Content”) are owned by or licensed to FBD and are protected by U.S. and international intellectual-property laws. Except for the limited license in Section 6, no license or right is granted to you by implication or otherwise.

6. Limited License to You

FBD grants you a personal, non-exclusive, non-transferable, revocable, and limited license to access and use the Services for your internal business or personal purposes, subject to these Terms. You may not reproduce, distribute, publicly display, sell, or create derivative works from FBD Content without our prior written consent.

7. User-Generated Content & Feedback

If you post, upload, or otherwise share content (“User Content”) through the Services, you grant FBD a perpetual, worldwide, royalty-free, sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such User Content in any media. You represent that you own or have the necessary rights to grant this license and that your User Content does not infringe any third-party rights.

8. AI-Generated & Digital Artwork

Many FBD Offerings rely on generative-AI models that produce unique outputs based on probabilistic algorithms. AI-generated works are provided “as is,” without any guarantee of absolute originality or exclusivity.

• Personal licenses permit non-commercial use and social sharing with attribution to FBD.
• Commercial licenses permit use in commercial projects but prohibit resale of the standalone file.
• NFT sales transfer a limited non-exclusive right to display and resell the token on supported blockchains; underlying IP remains with FBD.

9. Purchases, Subscriptions & Refunds

All prices are listed in U.S. Dollars unless stated otherwise. Digital products are delivered instantly and are non-refundable once downloaded. For physical goods, our refund/returns policy (available on the checkout page) applies. Subscription fees renew automatically until canceled in your account portal. You authorize FBD to charge your chosen payment method for all applicable amounts plus taxes.

10. Prohibited Conduct

You agree not to:

• Use the Services in any manner that violates any law or regulation;
• Infringe, misappropriate, or violate intellectual-property rights or privacy;
• Upload viruses, malware, or other harmful code;
• Attempt to gain unauthorized access to servers or networks;
• Use automated scripts or scraping without our express permission;
• Misrepresent your affiliation with any person or entity.

11. Confidentiality

If either party receives non-public, proprietary information marked or otherwise understood as confidential (“Confidential Information”), that party must protect it using reasonable care and not disclose it to third parties except as permitted in writing by the disclosing party.

12. Privacy, Cookies & Data Processing

Your use of the Services is also governed by our separate Privacy Policy and Cookie Notice, which explain how we collect, use, and share personal data, and your choices.

13. Third-Party Services & Links

The Services may contain links to third-party sites or integrate third-party APIs (e.g., OpenAI, Stripe). FBD does not control or endorse these third parties and is not responsible for their content, privacy policies, or practices.

14. Disclaimer of Warranties

THE SERVICES AND FBD CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. FBD DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, FBD, ITS OFFICERS, EMPLOYEES, AGENTS, AND AFFILIATES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (a) YOUR USE OF OR INABILITY TO USE THE SERVICES; (b) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS; OR (c) ANY OTHER MATTER RELATING TO THE SERVICES. IN NO EVENT WILL FBD’S TOTAL LIABILITY EXCEED THE GREATER OF $100 USD OR THE AMOUNT YOU PAID TO FBD IN THE SIX MONTHS PRECEDING THE CLAIM.

16. Indemnification

You agree to defend, indemnify, and hold harmless FBD and its affiliates from any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to your breach of these Terms or your misuse of the Services.

17. Termination

We may suspend or terminate your access to all or part of the Services at any time, with or without notice, for any reason, including if we believe you have violated these Terms. Upon termination, all licenses granted to you cease immediately.

18. Modifications to Terms

We may revise these Terms at any time. When we do, we will update the “Last Updated” date at the top of this page. Continued use of the Services after such changes constitutes your acceptance of the new Terms.

19. Governing Law & Dispute Resolution

These Terms are governed by the laws of the State of Nevada, USA, without regard to conflict-of-laws principles. Any dispute that cannot be resolved informally shall be submitted to binding arbitration in Clark County, Nevada, under the rules of the American Arbitration Association. Either party may seek injunctive or other equitable relief in any court of competent jurisdiction.

20. International Use & Export Compliance

FBD makes no representation that the Services are appropriate or available in all jurisdictions. You are responsible for compliance with local laws, including export-control regulations of the United States and the country in which you reside.

21. Electronic Communications

By using the Services or sending us e-mails, you consent to receive communications from us electronically and agree that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement that such communications be in writing.

22. Force Majeure

FBD shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including acts of God, war, terrorism, riots, embargoes, fires, floods, earthquakes, pandemics, or shortages of transportation facilities.

23. Entire Agreement & Severability

These Terms constitute the entire agreement between you and FBD regarding the Services and supersede any prior agreements. If any provision is found unenforceable, the remaining provisions will remain in full force and effect.

24. Waiver

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

25. Contact Information

Questions? Please reach us at contact@fbd.agency or by mail at Fornelli by Design, LLC, Henderson, NV 89012, USA.

— End of Terms —