Terms of Service
The contract, in plain print.
Working with an agency should feel like a handshake you can read. These terms cover how we engage, what we own, what you own, how we bill, and how either of us can walk away — written so a non-lawyer can finish them in one sitting.
These Terms form a binding agreement between Citebound LLC ("Citebound", "we", "us") and you. They cover the use of citebound.com, the client portal, and the professional services we deliver under a Statement of Work. If you have a signed Master Services Agreement with us, that agreement governs and these Terms apply only to the extent not inconsistent with it.
1. The services we provide
"Services" means the Citebound website, the client portal, and the work we deliver under a signed Statement of Work — the Visibility Audit, Citation Program, Category Mandate, and any dashboards, reports, and recommendations we produce in the course of those engagements. We may modify the Services over time; if a material change reduces a paid feature, we will give 30 days' notice and either offer a replacement or refund the unused portion of prepaid fees.
2. Your account and acceptable use
You must be at least 18 to use the Services. Keep your credentials confidential, enable multi-factor authentication where offered, and notify security@citebound.com of any suspected compromise. You are responsible for activity that happens under your account.
You agree not to use the Services to violate any law or third-party right, reverse engineer or scrape the platform, train a foundation model on our outputs, send spam or malware, probe for vulnerabilities without written authorization, or make automated decisions about individuals that produce legal or similarly significant effects. We may suspend access for material breach that is not cured within ten days of written notice.
3. Fees and payment
Fees are stated in the Statement of Work and are exclusive of taxes. We invoice retainers monthly in advance, fixed-fee work 50% on signature and 50% on delivery, and time-and-materials work monthly in arrears. Invoices are due net 30 by wire or ACH.
If an undisputed invoice is past due, we may charge interest at 1.5% per month or the maximum permitted by law, pause delivery after 15 days, and terminate for cause after 60 days. Dispute any portion in good faith within ten business days of the invoice date and pay the undisputed remainder on time.
4. What we own, what you own
You own everything you submit to the Services — prompts, briefs, brand assets, feedback ("Client Materials"). You grant us a license to host and process them as needed to run the Services.
We own the platform, the underlying software, the methodologies we use, the prompt taxonomies, and the scoring algorithms, including any improvements informed by your engagement. On full payment, we grant you a perpetual, non-exclusive license to use the deliverables we produce — reports, dashboards, briefs — for your own internal business purposes. You may not resell or publicly repackage them without our consent. We may aggregate and anonymize data derived from the Services for benchmark research; aggregated data does not identify you.
5. Warranties and disclaimers
We warrant that we will perform the Services in a professional and workmanlike manner. If we fall short, we will re-perform the affected work at no additional cost, or refund the prepaid fees attributable to the unperformed work if re-performance is not feasible.
Beyond that, the Services are provided "as is". We do not warrant that they will be uninterrupted or error-free, that AI search engines will behave in any particular way, or that any specific visibility outcome will be achieved. AI search is an emerging area; no agency, including us, can guarantee results.
6. Limits on liability
To the maximum extent permitted by law, each party's total liability under these Terms is capped at the amounts you paid us in the twelve months before the event giving rise to the claim. Neither party is liable for indirect, incidental, consequential, or punitive damages, or for lost profits, lost data, or lost goodwill — even if advised of the possibility. These caps do not apply to indemnification obligations, breach of confidentiality, fraud or willful misconduct, or payment obligations.
Each party will indemnify the other for third-party claims arising from its own infringement, breach of these Terms, or violation of applicable law.
7. Disputes and termination
Either party may terminate for convenience on 30 days' written notice, or for cause if the other party is in material breach and has not cured within 30 days of notice. On termination, you pay for work performed, we export your Client Materials within 15 business days, and we delete remaining personal data under the schedule in our Privacy Policy.
Before filing a claim, the parties will negotiate in good faith for 30 days. If that fails, disputes will be resolved by binding arbitration under the AAA Commercial Arbitration Rules, seated in New York County, New York, by a single arbitrator. You and we waive any right to participate in a class or representative action. These Terms are governed by the laws of the State of New York.
8. Changes and contact
We may update these Terms as the Services and law evolve. Material changes are posted at least 30 days before they take effect, and we email account administrators during the notice window. If you object to a material change, terminate the affected engagement before the effective date for a pro-rata refund of unused prepaid fees. Continued use after that date constitutes acceptance.
For contracts and legal questions, write to legal@citebound.com. For billing, finance@citebound.com. For support, support@citebound.com. Postal mail to Citebound LLC, 54 Greene Street, Floor 3, New York, NY 10013.
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