Terms of Service

These Terms of Service (“Terms”) govern your access to and use of the website, content, consulting services, digital resources, templates, automations, downloads, audits, programs, and related offerings provided by Tonnia Theory (“Tonnia Theory,” “Company,” “we,” “us,” or “our”) through [https://tonniatheory.com] and related channels (collectively, the “Services”).

By accessing or using the Services, you agree to be bound by these Terms.

1. Eligibility and Authority

You must be at least 18 years old and have the legal authority to enter into these Terms. If you use the Services on behalf of a business or other entity, you represent that you are authorized to bind that entity.

2. Scope of Services

Tonnia Theory provides digital solutions, strategic consulting, business education, operational guidance, and related resources for solopreneurs, microbusinesses, and other business users.

Unless stated otherwise in writing:

  • the Services are offered for business and informational purposes only;

  • the Services do not constitute legal, tax, accounting, investment, cybersecurity, employment, or other regulated professional advice; and

  • you are solely responsible for the business decisions you make based on any information, recommendation, workflow, output, or resource we provide.

3. Separate Client Agreements Control

If you purchase consulting, implementation, or other paid services from us under a proposal, statement of work, invoice, order form, master services agreement, or other separate written agreement, that agreement controls in the event of a conflict with these Terms.

4. No Guarantee of Results

We do not guarantee any particular outcome, including:

  • revenue, profit, leads, bookings, customers, conversions, rankings, visibility, savings, efficiency gains, or business growth;

  • uninterrupted availability, speed, or error-free performance of the Services;

  • legal compliance of your business, content, operations, or marketing; or

  • fitness of any recommendation, automation, template, or output for your specific use case.

Business results depend on many factors beyond our control, including your offer, pricing, implementation, timing, budget, systems, compliance practices, competition, market conditions, and customer behavior.

5. AI-Assisted Services and Outputs

Some Services may involve AI-assisted tools, workflows, or outputs. By using the Services, you acknowledge and agree that:

  • certain work may be generated, enhanced, organized, summarized, or accelerated using AI-enabled tools;

  • AI-generated or AI-assisted output may be incomplete, inaccurate, outdated, biased, or unsuitable for your use case;

  • you must independently review and approve all important outputs before relying on, publishing, implementing, or distributing them;

  • AI output is not a substitute for legal, financial, accounting, compliance, medical, or other professional advice; and

  • we do not warrant that AI-assisted outputs will be unique, available, error-free, or suitable for any specific purpose.

6. Your Responsibilities

You agree that you will:

  • provide accurate information;

  • maintain the confidentiality of your account credentials, if any;

  • use the Services lawfully and in accordance with these Terms and our Acceptable Use Policy;

  • obtain all rights, licenses, notices, and consents needed for any data, files, content, prompts, or materials you submit;

  • review all deliverables, recommendations, and outputs before implementation; and

  • maintain your own records, backups, approvals, and compliance processes unless a separate written agreement expressly states otherwise.

7. Confidentiality of Submissions

Unless we have signed a separate written confidentiality agreement or NDA, information you send to us through the website, contact forms, email inquiries, social media, or other informal channels will not be treated as confidential.

8. Intellectual Property

All content on the Services, including text, graphics, branding, designs, frameworks, templates, workflows, tools, downloads, videos, methods, and other materials, is owned by or licensed to Tonnia Theory and is protected by intellectual property laws.

Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable license to access and use the Services for your internal business use only.

You may not, without our prior written permission:

  • copy, reproduce, modify, republish, distribute, display, sell, sublicense, or exploit our content or Services;

  • remove copyright, trademark, or proprietary notices;

  • use our name, branding, testimonials, case studies, or content in a misleading way; or

  • train, fine-tune, or benchmark any machine learning or AI model on our content, materials, or outputs except as expressly authorized in writing.

All rights not expressly granted are reserved.

9. Your Content

You retain ownership of the content and materials you submit to us. You grant us a non-exclusive, worldwide, royalty-free license to host, use, reproduce, process, transmit, adapt, and display your submitted materials as reasonably necessary to provide the Services, improve operations, enforce our rights, and comply with law.

You represent and warrant that you have all rights necessary to provide such content and that your submission and our permitted use of it will not violate law or the rights of any third party.

10. Feedback

If you provide ideas, comments, suggestions, or feedback, you grant us a perpetual, irrevocable, worldwide, royalty-free right to use, modify, and incorporate that feedback without restriction or compensation to you.

11. Third-Party Services

The Services may involve or link to third-party tools, websites, integrations, platforms, payment processors, hosting providers, analytics tools, communication platforms, and AI providers. We are not responsible for third-party services, and your use of them is subject to their own terms, policies, availability, pricing, and practices.

12. Payments, Fees, and Refunds

Unless otherwise stated in writing:

  • fees are due as described at checkout, in an invoice, or in your client agreement;

  • payments are non-refundable once work has begun, digital products have been delivered, or access has been granted, except where required by law or expressly stated otherwise;

  • you are responsible for applicable taxes, duties, or governmental charges; and

  • late payments may result in suspended work, delayed delivery, revoked access, interest, collection costs, or other remedies available under law or contract.

13. Beta, Experimental, and Preview Features

Any beta, pilot, preview, or experimental feature is offered “as is” and may be modified, limited, or discontinued at any time without notice. We make no commitments regarding availability, support, security, or future release of such features.

14. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

WE DISCLAIM ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, OR THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, TONNIA THEORY AND ITS OWNERS, OFFICERS, EMPLOYEES, CONTRACTORS, LICENSORS, AND AFFILIATES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THE SERVICES WILL NOT EXCEED THE GREATER OF:
(A) THE AMOUNT YOU PAID US FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS BEFORE THE CLAIM AROSE; OR
(B) ONE HUNDRED U.S. DOLLARS (US $100), IF NO FEES WERE PAID.

Some jurisdictions do not allow certain limitations, so parts of this section may not apply to you to the extent prohibited by law.

16. Indemnification

You agree to defend, indemnify, and hold harmless Tonnia Theory and its owners, officers, employees, contractors, licensors, and affiliates from and against any claims, liabilities, damages, judgments, losses, costs, and expenses, including reasonable attorneys’ fees, arising out of or related to:

  • your use of the Services;

  • your violation of these Terms or applicable law;

  • your content, data, or materials;

  • your infringement or violation of any third-party rights; or

  • your business, products, marketing, operations, or implementation of any output, recommendation, or deliverable.

17. Suspension and Termination

We may suspend, restrict, or terminate access to the Services at any time, with or without notice, if we believe you have violated these Terms, created legal or security risk, failed to pay amounts due, or used the Services in a way that may harm us, other users, or third parties.

Sections that by their nature should survive termination will survive, including ownership, disclaimers, indemnity, limitations of liability, payment obligations, and dispute provisions.

18. Governing Law and Disputes

These Terms are governed by the laws of the State of [Insert State], without regard to conflict of laws rules.

Any dispute arising from or relating to these Terms or the Services will be brought exclusively in the state or federal courts located in [Insert County, State], and each party consents to that jurisdiction and venue.

Optional stronger startup clause, subject to counsel review:
Instead of court litigation, you may choose to require that disputes be resolved by binding individual arbitration, and that both parties waive class actions and jury trials, to the maximum extent permitted by law.

19. Changes to These Terms

We may update these Terms from time to time. Changes become effective when posted unless otherwise stated. Your continued use of the Services after updated Terms are posted constitutes acceptance of the revised Terms.

20. Miscellaneous

These Terms constitute the entire agreement between you and Tonnia Theory regarding the Services unless a separate written agreement applies. If any provision is found unenforceable, the remaining provisions will remain in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our written consent. We may assign these Terms in connection with a merger, sale, reorganization, or similar transaction.

21. Contact

Tonnia Theory LLC
legal@tonniatheory.com