1. Eligibility Requirements

Minimum Age and Capacity: Our services are intended for adults. You must be at least 18 years old (or the age of majority in your jurisdiction) to use our website or services. By using New Era Direct Marketing’s site or services, you represent and warrant that you meet this age requirement and have the legal capacity to enter into a binding agreement.

Entities and Authority: If you are using our site or services on behalf of a company or other organization, you must have the authority to bind that entity to these Terms. In such cases, “you” and “your” will refer to both you as an individual and the entity you represent.

Geographic Restrictions: Our website and services are operated from Wyoming, USA. We make no representations that our site or services are appropriate or available for use in other locations. Users who access the site from outside the United States are responsible for compliance with local laws and do so at their own initiative and risk.

No Users Prohibited by Law: You may only use our site and services if doing so does not violate any applicable laws or regulations. You may not use New Era Direct Marketing’s services if you are barred from doing so under the laws of the United States or other countries, including for example if you are on a government prohibited parties list or located in a country subject to U.S. trade sanctions.

2. Acceptable and Prohibited Uses

Permitted Use: You are granted a limited, non-exclusive license to access and use our website and services for their intended purposes – such as learning about our offerings, engaging our marketing or consulting services, or using our AI Agent tools for your business or personal informational needs. All use must be in accordance with these Terms and applicable law.

Prohibited Activities: You agree not to misuse our site or services. In particular, when using New Era Direct Marketing’s website, content, AI Agent, or other services, you must not:

• Break the Law: Engage in any illegal or unlawful activities, or encourage others to do so. This includes not using the services to transmit or store content that is fraudulent, harmful, obscene, defamatory, threatening, harassing, or that violates any intellectual property or privacy rights.
• Abuse or Disrupt the Service: Attempt to interfere with the normal operation of our site or services. You may not introduce viruses, worms, malware, or any other harmful code. You may not attempt to gain unauthorized access to any portion of our website, servers, or networks (e.g. hacking, password mining).
• Spam or Misrepresent: You may not use the services to send unsolicited bulk messages, spam, or phishing content. You also agree not to impersonate any person or entity or misrepresent your affiliation with any person or entity while using our services.
• Resell or Exploit Our Content: Except as expressly permitted by us, you must not copy, scrape, reproduce, republish, upload, post, or resell any part of our website, services, or content. This includes refraining from using any automated system (like bots or crawlers) to extract data from our site for commercial purposes without our permission.

Monitoring and Enforcement: We reserve the right (but have no obligation) to monitor your use of the site and services to ensure compliance with these Terms. If we determine (in our sole discretion) that you have violated any acceptable use standards or any term of this Agreement, we may take action including warning you, suspending or terminating your account or access, removing or disabling offending content, or pursuing legal remedies.

3. User Content and Submission Policies

User-Generated Content: Our site or services may allow you to submit or share content such as text, images, feedback, or other materials (“User Content”). For example, you may post comments, submit testimonials, upload information for use in a copywriting or branding project, or provide input to train an AI Agent. You retain any intellectual property rights you hold in the content you create and submit. However, by providing User Content to us, you give New Era Direct Marketing a license to use it as described below.

License Grant to Company: When you submit or post User Content, you grant New Era Direct Marketing, LLC and our affiliates a worldwide, non-exclusive, royalty-free, sublicensable license to use, copy, modify, adapt, publish, translate, create derivative works from, distribute, and display that content solely for the purpose of operating, improving, or promoting our services. For example, we may use content you provide to complete a project for you, to showcase our work (with your permission), or to incorporate into our AI tools for your benefit. This license is necessary for us to provide our services to you and is not intended to deprive you of your ownership rights. Except for the rights you grant us here, you retain ownership of all of your User Content.

User Content Guidelines: You are solely responsible for any content that you submit or contribute. You agree that your User Content will not:

• Infringe upon any third-party’s rights, including copyrights, trademarks, trade secrets, privacy, publicity or other personal or proprietary rights. You must only submit content that you have the right to use and license to us.
• Contain any unlawful or objectionable material. This means no content that is defamatory, obscene, pornographic, indecent, harassing, violent, hateful, or otherwise objectionable or injurious to any person or entity.
• Contain personal or sensitive information of others without consent, or exploit anyone’s personal data in a way not permitted by law.
• Violate any applicable laws or regulations. (For example, you must not upload malicious code, or content that promotes illegal activities.)

We reserve the right to remove or disable any User Content that we deem violates these standards or is otherwise harmful, at our sole discretion. However, we do not actively monitor all user submissions and are not responsible for content posted by users.

Feedback and Suggestions: If you provide us with any ideas, suggestions, or other feedback about our services or potential improvements (“Feedback”), you acknowledge that such Feedback is given voluntarily and we are free to use, disclose, and exploit it without any restriction or compensation to you. Providing Feedback does not grant you any intellectual property or ownership interest in any improvements or changes made based on that Feedback.

4. Privacy and Data Collection

Your privacy is important to us. Our Privacy Policy describes in detail how we collect, use, store, and protect your personal information when you use our site or services. We encourage you to read our Privacy Policy carefully, as it is incorporated into these Terms of Use by reference. By using our website or services, you acknowledge that you have read and agree to the Privacy Policy.

Consent to Data Use: You agree that New Era Direct Marketing, LLC may collect and use technical data and related information (including but not limited to information about your device, system and application software, and peripherals) that is gathered periodically to facilitate the provision of software updates, product support, and other services to you related to our site and services. We will handle any personal data in accordance with our Privacy Policy and applicable data protection laws.

User Communications: If you contact us or provide us with contact information (such as an email address or phone number), you consent to receiving communications from us electronically or through other methods as described in our Privacy Policy. You may opt out of non-essential communications as described in the Privacy Policy or within the communication itself (e.g., an “unsubscribe” link in emails).

Third-Party Services and Data: In providing our marketing, AI Agent, and consulting services, we may utilize third-party platforms or tools (for example, analytics providers, AI service providers, or payment processors) which may collect data relevant to your use of our services. Any third-party services are governed by their own privacy policies. We only share data with third parties as necessary to deliver our services and as detailed in our Privacy Policy. We do not sell personal information to third-party marketers.

If you have questions about how we handle your data, please review our Privacy Policy or contact us for more information. Your trust and transparency are paramount, and we strive to protect your data and use it only in ways you would expect.

5. Service Fees and Billing Policies

Pricing and Fees: Fees for our marketing, copywriting, branding, AI Agent development, and consulting services are as described on our website or in a separate written proposal or contract provided to you. By commissioning or signing up for a service, you agree to pay the fees specified for that service. All prices are listed in U.S. dollars (USD) unless otherwise noted. Applicable taxes (such as sales tax or VAT) and any third-party charges (such as processing fees) will be added as required by law. We will inform you of any such additional costs prior to charging you.

Payment Terms: Payments are due as indicated (for example, upfront before work begins, or according to a billing schedule in a consulting agreement). For subscription-based services or ongoing retainers, you will be billed on a recurring basis (e.g., monthly or annually) as agreed. You authorize New Era Direct Marketing to charge your provided payment method for all fees incurred for services you select, including any recurring fees for subscriptions until you cancel. It is your responsibility to provide a valid payment method and ensure your billing information is accurate and up-to-date.

Refunds and Cancellations: Our Refund Policy (if provided separately or as described here) will govern any refunds. In general, fees for services (especially for work already performed or delivered) are non-refundable, except at our sole discretion or as required by law. If you have prepaid for a service and wish to cancel, please contact us to discuss any pro-rated refund or credit eligibility. For subscription services, you may cancel future renewals by providing notice in accordance with any cancellation policy (e.g., via your account settings or by contacting us). No refunds will typically be given for the current billing period after services have begun, but you will not be charged for subsequent periods after a timely cancellation.

Late Payments: If your payment method is declined or your account becomes past due, we reserve the right to suspend or terminate the services provided to you. We may also charge interest on any overdue amounts at the rate permitted by law (for example, 1.5% per month or the maximum legal rate, whichever is less) from the due date until paid. You will be responsible for any costs of collection (including reasonable attorneys’ fees) for overdue payments.

Changes in Fees: We may change the fees for our services from time to time. For ongoing or subscription services, we will provide you with reasonable advance notice of any fee changes (for example, by email or through the service itself). If you do not agree to the new fees, you may need to cancel the service before the new fees take effect. Your continued use of the service after the fee change constitutes your agreement to pay the updated fees.

Billing Disputes: If you believe there is an error or discrepancy in billing, you must notify us in writing within 30 days of the charge date. We will investigate and, if we find an error, correct it. Failure to timely dispute a charge will be deemed acceptance of the accuracy of that charge.

6. User Account Policies

Account Registration: Some of our services may require you to create an account or provide personal details (such as when enrolling in consulting services, accessing a client portal, or using our AI Agent platforms). When creating an account, you agree to provide true, accurate, current, and complete information about yourself (or your organization, if applicable) as prompted by our registration form. You also agree to update such information promptly if it changes, so that we can maintain accurate records.

Account Security: You are responsible for maintaining the confidentiality of your account login credentials (username and password) and for restricting access to your account. You agree to accept responsibility for all activities that occur under your account or password. If you believe that your account has been compromised or used without authorization, you must notify us immediately. We are not liable for any loss or damage arising from unauthorized use of your credentials if you fail to promptly notify us of such unauthorized use.

One Account Per User: Unless expressly permitted, you may not maintain more than one account or create an account for someone else. You may not transfer your account to any other person or use another person’s account without permission. We reserve the right to reject or require changes to usernames that impersonate someone else, are offensive or vulgar, or violate any intellectual property or other rights.

Account Use and Responsibility: You agree that all information, content, or actions taken under your account are your responsibility. This includes any content you upload (per the User Content policy above) or any commitments you make (such as agreeing to fees or services). Please use caution and do not share your account credentials with others. If you are an organization, you should ensure only authorized individuals can access your account.

Account Termination by You: You may discontinue use of our services at any time. If you wish to delete your account, you may do so by contacting us or using any account deletion functionality provided (if available). Keep in mind that deleting your account will remove access to any services or data tied to that account, and you may lose any information stored on our platform (so back up important data beforehand). Some residual copies of your content or information (like logs or backups) may remain in our systems for a period of time, in accordance with our Privacy Policy.

Account Suspension or Termination by Us: We reserve the right to suspend or terminate your account (or access to certain features) at our discretion for any reason, including for violation of these Terms, non-payment of fees, unexpected technical issues or security incidents, or extended periods of inactivity. We will try to give advance notice to you (e.g., via email) of such action when feasible, but we may suspend or terminate accounts immediately without notice if we determine it’s necessary to protect our interests, other users, or the security of our systems. If we terminate your account due to a breach of these Terms or unlawful conduct, you are not entitled to any refund of fees paid.

Effects of Termination: Upon any termination of your account or access rights, your right to use the site and services will immediately cease. Sections of these Terms that by their nature should survive termination (such as intellectual property rights, disclaimers, limitation of liability, dispute resolution, etc.) will continue to remain in effect. If your account is terminated, these Terms continue to apply to past usage by you.

7. Intellectual Property Protections

Ownership of Company Materials: New Era Direct Marketing, LLC (the “Company”) owns and retains all right, title, and interest in its intellectual property. This includes all content on our website (text, graphics, logos, videos, design, software code, etc.), our service methodologies, marketing strategies, branding concepts, AI Agent frameworks, and any other materials we create or provide in the course of doing business (collectively, “Company Materials”). These materials are protected by copyright, trademark, trade secret, and other intellectual property laws. All Company trademarks, logos, and service marks are the exclusive property of the Company. You do not acquire any ownership rights to any Company Materials by using our site or services or by paying for our services.

Limited License for Use: We grant our clients and users a limited, revocable, non-transferable, non-exclusive license to use the Company Materials only for the purposes and within the scope of the services you have engaged us for or as otherwise explicitly authorized in writing. For example, if we provide you with a custom marketing plan, you may use that plan internally for your own business needs. If we develop branding assets or an AI Agent for your company, you may use those deliverables in your business operations and marketing to the extent agreed. This license allows you to use the deliverables, but it does not constitute a transfer of ownership. Unless a separate written contract with us provides otherwise, we retain ownership of all underlying work product, methodologies, and intellectual property.

No Resale or Unauthorized Distribution: You agree not to resell, license, distribute, or otherwise commercially exploit any of the Company Materials or deliverables provided to you, unless you have received our express written consent to do so. Our work (including strategies, copywriting content, branding designs, and AI solutions) is customized for your needs or provided for your use – it is not to be repackaged or claimed as your own creation for sale to third parties. For example, you cannot take a marketing strategy document we crafted for you and sell it to another party, or list our AI Agent code for sale. Similarly, you may not remove or alter any copyright, trademark, or proprietary notices on materials we provide.

Client Materials and Rights: In some cases, you (the client) may provide materials to us to incorporate into a project – for example, your company’s logos, slogans, images, or data to train an Agent. You affirm that you have the necessary rights or permissions to use all materials you provide to us, and you grant us a limited license to use those materials solely for the purpose of delivering the services you have requested. We will not use your proprietary content for any purposes outside of fulfilling your project without your permission, and you retain ownership of your original materials. Any new materials or work product that we develop which include or derive from your pre-existing intellectual property will be handled as agreed in our service contract (for example, it may state that the final deliverables become your property or that we each retain ownership of our respective contributions). In the absence of a specific agreement stating otherwise, we will own the creative elements we contributed and grant you license to use them, and you will own your pre-existing materials.

Third-Party Intellectual Property: We respect the intellectual property rights of others and expect you to do the same. You should not provide or request us to use any third-party content (such as images, text, or code) unless it is license-free or you have obtained the proper license. If our work for you requires use of third-party intellectual property (for example, licensed stock photos, fonts, or software libraries), we will either obtain the appropriate licenses on your behalf and include any licensing fees in your bill, or instruct you on what licenses you must secure. We will not knowingly use any unlicensed third-party content in deliverables. Likewise, you agree not to use our site or services to infringe the copyrights or trademarks of others.

Reservation of Rights: All rights not expressly granted to you in these Terms or in a separate written agreement are reserved by New Era Direct Marketing, LLC. This means that any use of our intellectual property not specifically allowed by these Terms is prohibited unless you obtain our prior written consent. If you wish to use any of our content or deliverables in a manner not permitted by these Terms (for example, to reference our materials in your own publications, or to share a case study of our work on your blog), please contact us to discuss permission. Unauthorized use of our intellectual property may result in termination of services and potential legal action.

8. Copyright and Trademark Complaints

We respect the intellectual property rights of others and require our users to do the same. If you believe that any content on our website or services infringes your copyright or trademark, please notify us promptly so we can investigate and take appropriate action.

Copyright Infringement (DMCA) Notices: If you are a copyright owner (or an agent authorized to act on behalf of one) and believe that any user-submitted content or material on our site infringes your copyright, you may submit a notice under the Digital Millennium Copyright Act (DMCA). Your notice should include the following information (per 17 U.S.C. § 512(c)(3)):

1. Identification of the copyrighted work you believe has been infringed. If multiple works are infringed, you can provide a representative list.
2. Identification of the material that is claimed to be infringing and information reasonably sufficient to permit us to locate the material on our site or services (please provide a URL or description of the specific content).
3. Your contact information, including your full name, mailing address, telephone number, and email address, so that we can reach you.
4. A statement by you that you have a good-faith belief that the disputed use of the material is not authorized by the copyright owner, its agent, or the law.
5. A statement that the information in your notice is accurate, and under penalty of perjury, that you are the copyright owner or authorized to act on the owner’s behalf.
6. An electronic or physical signature of the copyright owner or a person authorized to act on their behalf.

You may send copyright infringement notices to us at ceo@neweradirectmarketing.com or 30 N Gould St Ste 33813, Sheridan, WY 82801 USA. We recommend emailing us for the fastest response. Please note that under the DMCA, if you knowingly misrepresent that material on our site is infringing, you may be liable for damages, including costs and attorneys’ fees.

Trademark Complaints: If you believe that content on our site or services infringes your trademark rights (for example, if your trademarked name or logo is being used in a way that confuses consumers as to source or sponsorship), please send us a notice with similar details: identification of the trademark, the material you believe is infringing, and your contact information, along with a statement of your good-faith belief of infringement. We will review and address trademark complaints under applicable laws.

Response and Removal: Upon receipt of a valid infringement notice, we will investigate and, if appropriate, remove or disable access to the allegedly infringing material. For copyright (DMCA) notices, we will also take reasonable steps to contact the user who posted the content, and if a formal counter-notice is provided, follow the DMCA’s procedures (which might involve restoring the content if the dispute isn’t resolved). We reserve the right to terminate user accounts of repeat infringers in accordance with the DMCA and our policies.

False Claims: We take infringement allegations seriously. If you are unsure whether material infringes your rights, you may wish to seek legal counsel before submitting a notice. Submitting false claims of infringement could result in legal liability for the notifying party.

9. Disclaimers and Limitations of Liability

General Disclaimers: Use of Site and Services is At Your Own Risk. New Era Direct Marketing, LLC provides the website, its content, and all services on an “AS IS” and “AS AVAILABLE” basis, without any warranty of any kind. To the fullest extent permitted by law, we disclaim all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties arising out of course of dealing or usage of trade. We do not guarantee that the site or services will meet your requirements, achieve any intended results, be compatible or work with any third-party system, be available continuously, or be secure or free of errors, viruses, or other harmful components.

No Professional Advice: Any information or content provided by us (through the website, through AI Agents, in consultations, or in marketing materials) is for general informational purposes. While we strive for accuracy and helpfulness, nothing we provide should be considered legal, financial, or other professional advice specific to your situation. Always consult a qualified professional for advice in those areas. We are not liable for your use of or reliance on information obtained through our services.

Third-Party Materials: The site and our communications may contain links to third-party websites or may use third-party content and tools (for example, social media features or AI platforms). We do not control or endorse third-party sites or content and we make no warranties or representations regarding them. Your use of third-party sites or services is at your own risk, and subject to the third party’s terms and policies. New Era Direct Marketing is not responsible for any third-party content, services, or tools (including any errors or omissions in their content, or any damages or losses they may cause).

Limitation of Liability: To the maximum extent permitted by law, in no event shall New Era Direct Marketing, LLC (or its owners, employees, agents, partners, or affiliates) be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages whatsoever, arising out of or in connection with your use of (or inability to use) our site or services. This includes, without limitation, any loss of profits, lost revenue, loss of data, business interruption, or other commercial damages or losses, even if we were advised of the possibility of such damages. We will not be responsible for any harm to your computer system, loss of data, or other harm that results from your access to or use of the site, services, or any content.

Cap on Direct Damages: To the extent any liability is not lawfully disclaimed under the preceding paragraph and we are found liable to you for any claim arising out of or related to these services or these Terms, our aggregate liability to you for all claims will not exceed the total amount of fees you paid to us in the six (6) months preceding the event giving rise to the liability (or $100 USD if no fees were paid). This limitation applies to all causes of action in the aggregate (not per incident) and is not cumulative. Some states or jurisdictions do not allow the exclusion or limitation of certain damages; in such cases, our liability will be limited to the fullest extent permitted by applicable law.

User Content and Interaction Disclaimers: We are not responsible for any content posted by users (including you) on our site or services. Any opinions, advice, statements, or information provided by third parties (including other users or guest contributors) are those of the respective authors, not of New Era Direct Marketing. You understand that by using our site or services, you may be exposed to content that is inaccurate, objectionable, or otherwise unsuited to your purpose. You agree that we will not be liable for any damages or losses resulting from such content or your reliance on it. You are solely responsible for your interactions with other users or third parties on the site.

Indemnification: You agree to indemnify and hold harmless New Era Direct Marketing, LLC and its owners, employees, contractors, and agents from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees and costs) that arise from or relate to your use or misuse of the site or services, your violation of these Terms, your violation of any rights of a third party, or your violation of any law or regulation. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (at your expense), and you agree to cooperate with our defense of such claim.

No Warranty of Results: Please note that the following section on “Consulting & Service Performance Disclaimers” further clarifies that we do not guarantee particular outcomes. You acknowledge that the success of marketing, branding, or AI implementations involves many factors outside our control. We provide our expertise and tools, but ultimate results will vary.

Sole Remedy: If you are dissatisfied with our site or services, or with any of these Terms, your sole and exclusive remedy is to discontinue using the site and services. This provision does not affect any rights you may have under law to request a refund or relief, but it emphasizes that we do not promise any other remedy.

10. Consulting & Service Performance Disclaimers

Our mission is to deliver high-quality marketing strategies, copywriting, branding, AI Agent solutions, and consulting advice to help your business succeed. However, it is important to understand and agree to the following disclaimers regarding the performance of these services:

• Results May Vary: Every business is unique, and the effectiveness of marketing campaigns or strategies can depend on numerous factors beyond our control — including market conditions, consumer behavior, competition, pricing, and your own execution of our advice. We do not guarantee any specific results or outcomes (such as increased traffic, higher sales, improved search rankings, or customer engagement metrics) from the use of our services. Any examples of results achieved by other clients or case studies are illustrative only and not a promise that you will achieve the same.
  
  
• Client Responsibility: Our consulting and marketing services often require active collaboration and follow-through by you. You are responsible for implementing our recommendations, managing your business operations, and making final decisions. For instance, if we provide you a marketing strategy, your results will depend on how well you execute that strategy. If we create content or an AI Agent for you, it’s your responsibility to deploy it properly and maintain it. We are not liable for any losses or missed opportunities that result from your failure to correctly implement or timely act on our deliverables or advice.
  
  
• No Professional Advice Guarantee: While we strive to provide insightful business and marketing advice, we are not financial advisors, legal advisors, or other licensed professional advisors. Any consulting we provide is not a substitute for professional advice in those fields. You should seek appropriate professional counsel for matters outside the scope of marketing and business consulting. We do not guarantee that following any given strategy or advice will ensure compliance with laws or regulations that might apply to you (for example, advertising laws, industry-specific regulations, etc.). Please consult legal counsel to ensure your campaigns comply with all laws.
  
  
• Dependent on Accurate Information: Our ability to provide effective services depends on the information and inputs you provide. You affirm that any information you give us about your business (e.g., target audience details, product benefits, past marketing data, etc.) is accurate and complete to the best of your knowledge. We are not responsible for outcomes that are poor or suboptimal due to incomplete or inaccurate information provided by you.
  
  
• Third-Party Platforms and Changes: Modern marketing and AI solutions often rely on third-party platforms (like Google, Facebook, messaging apps, or AI APIs). Those platforms can change their policies, algorithms, or services at any time, which might affect your outcomes. We cannot predict or control changes made by third parties, and therefore we cannot guarantee that strategies which worked today will continue to work under future platform changes. We will do our best to adapt and advise you if we become aware of relevant changes, but you agree that platform or market changes are not within our control or responsibility.
  
  

In summary, you acknowledge that success is not guaranteed and that you will not hold New Era Direct Marketing liable for results that deviate from expectations. We commit to providing our services with reasonable care, skill, and expertise, but we do not make warranties regarding the effectiveness or profitability of any strategy or solution we deliver. You accept that there is inherent uncertainty in marketing and business endeavors.

11. AI & Automation Disclosures

New Era Direct Marketing, LLC integrates artificial intelligence (AI) and automation into some of our services, such as AI Agent development and automated marketing tools. While these technologies can be powerful and efficient, it’s important to understand their limitations and proper use:

• AI is Fallible: AI technologies are not perfect. They learn from data and patterns but can make mistakes or produce unexpected results. The AI Agents or content generation tools we develop might occasionally provide incorrect, irrelevant, or biased outputs, especially if presented with scenarios or questions beyond their training. We do not guarantee the factual accuracy or appropriateness of AI-generated content. You should review and verify important information provided by any AI system before relying on it.
  
  
• Human Oversight is Required: We strongly recommend that AI-driven solutions be used with human oversight. For example, if we create an AI Agent for your customer service, you should monitor its interactions and be ready to intervene or correct its responses as needed. AI can handle routine queries but may not perform well in complex or sensitive situations without guidance. It is your responsibility to supervise the AI’s performance and ensure it aligns with your business values and standards. We can train and configure AI to a certain extent, but ongoing supervision and tuning may be necessary.
  
  
• Limitations and Appropriate Use: Our AI Agents and automation tools are generally designed for tasks like answering frequently asked questions, assisting with simple workflows, or engaging users in predefined topics. They may not be suitable for all purposes – for instance, they should not be used as the sole resource for emergency services, legal determinations, medical or health advice, or any situation where incorrect information could lead to harm. You agree to use the AI solutions we provide only for appropriate, non-high-risk functions. We will disclose to you the intended scope of the AI’s abilities, and you should not push it beyond those bounds without further consultation and testing.
  
  
• Data and Privacy in AI: AI systems often improve by learning from interactions. Depending on how an Agent is configured, it might store and analyze conversation logs to improve responses. We will configure your AI solutions in accordance with our Privacy Policy and any confidentiality/security requirements of our agreement. You should also be transparent with your end-users that they are interacting with an AI (not a human) and let them know how their data is used, especially if data will be retained for training. We can assist in drafting appropriate disclosures for your AI Agent’s interface.
  
  
• No Self-Learning Without Approval: Unless specifically requested and agreed, our AI Agents will not autonomously learn or change behavior beyond the scope of their initial programming and training data. If you desire an AI that continuously learns from user interactions, there are additional considerations (risk of inadvertently learning bad or biased responses). We will only implement such features with your knowledge and approval, and even then, with safeguards in place.
  
  
• Liability for AI Actions: You understand that an AI system’s actions or outputs are a result of its programming and input data. While we will make reasonable efforts to ensure the AI behaves as intended, we cannot guarantee that the AI will never say or do something unintended. You agree that we are not liable for any content generated by an AI Agent or automated system that we have developed for you, especially if such content results from inputs or situations that we did not foresee or that are outside of our control. That said, if an AI tool we provided is behaving in a problematic way, please notify us and we will assist in correcting the issue.
  
  

In summary, we disclose that AI and automated tools have inherent limitations. By using our AI-related services, you acknowledge these limitations and agree to use the tools responsibly and with appropriate oversight. We will work with you to maximize the benefits of AI while mitigating risks, but we need your cooperation in monitoring and guiding these tools in real-world use.

12. Governing Law and Dispute Resolution

Governing Law: These Terms of Use and any separate agreements whereby we provide you services shall be governed by and construed in accordance with the laws of the State of Wyoming, USA, without regard to its conflict of law principles. This means that the laws of Wyoming will govern any dispute that arises between you and New Era Direct Marketing related to this Agreement or our services. If you reside or are accessing the site from outside of the United States, you acknowledge that you are voluntarily choosing to use the site and services subject to U.S. (and specifically Wyoming) law.

Jurisdiction and Venue: In the event of any dispute or claim arising out of or relating to these Terms or your use of the site/services that is not resolved through informal negotiation or required arbitration (if applicable), you agree that such dispute will be brought exclusively in the state or federal courts located in the State of Wyoming. You consent to the personal jurisdiction of such courts and waive any objections to venue on the grounds of inconvenience or any other basis. (If you are entering into these Terms on behalf of a business, you also waive any sovereign immunity defenses.)

Dispute Resolution Process: We sincerely hope to resolve any disagreements in a fair and amicable manner. If you have any concerns or disputes with New Era Direct Marketing, LLC, you agree to first try to resolve the issue informally by contacting us and providing a brief written description of your dispute and your contact information (including your account email, if applicable). We will attempt to respond and resolve the issue in good faith. If we are unable to reach a mutually acceptable resolution within a reasonable time (30 days, for example), then either party may pursue formal legal action subject to the governing law and jurisdiction clauses above.

(Optional Arbitration Clause: If we have separately agreed to arbitration in a service contract or if required by law, the following applies – Any dispute arising from or relating to this Agreement shall be submitted to confidential binding arbitration in Sheridan, Wyoming, conducted by a single arbitrator under the rules of the American Arbitration Association. The arbitrator’s award shall be final and may be entered as a judgment in any court of competent jurisdiction. The parties agree not to pursue arbitration on a class-wide basis. Each party shall bear its own legal fees and costs.) – This arbitration provision is only effective if both parties have explicitly agreed to it elsewhere; otherwise, disputes shall be resolved in court as stated.

Injunctive Relief: Notwithstanding the above, you acknowledge that unauthorized use of our intellectual property or breach of certain sections (such as Confidentiality, if applicable, or Intellectual Property Protections) may cause irreparable harm to New Era Direct Marketing for which monetary damages would be inadequate. In such cases, we may seek injunctive or equitable relief in a court of competent jurisdiction (even outside of the arbitration or dispute resolution process) to prevent or stop such unauthorized use or breach, in addition to any other rights or remedies we may have.

Time Limit on Claims: To the extent permitted by law, any claim or cause of action by you related to your use of the site or services under these Terms must be filed within one (1) year after such claim or cause of action arose, or be forever barred. (This does not apply to intellectual property claims or other statutory rights which cannot be contracted away.)

Prevailing Party: In any legal action or proceeding to enforce rights under these Terms, the prevailing party will be entitled to recover its reasonable costs and attorneys’ fees.

13. Changes to These Terms

We may modify or update these Terms of Use from time to time to reflect changes in our services, legal obligations, or for other operational reasons. If we make material changes, we will notify users by posting the updated Terms on our website with a new “Last Updated” date, and/or by other communication channels if appropriate. It is your responsibility to review these Terms periodically. Your continued use of our site or services after any updates to the Terms signifies your acceptance of those changes. If you do not agree to the revised terms, you must stop using our website and services.

14. Miscellaneous

Entire Agreement: These Terms of Use (along with any other policies or agreements expressly incorporated by reference, such as our Privacy Policy or any specific service agreements) constitute the entire agreement between you and New Era Direct Marketing, LLC regarding your use of our site and services. They supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and us relating to the subject matter.

Severability: If any provision of these Terms is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be enforced to the maximum extent permissible, and the remainder of the Terms shall continue in full force and effect. The invalid provision will be deemed modified to the least degree necessary to remedy the invalidity while retaining as much of the parties’ original intent as possible.

No Waiver: Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by an authorized representative of New Era Direct Marketing, LLC.

Assignment: You may not assign or transfer your rights or obligations under these Terms to any third party without our prior written consent. We may assign or transfer our rights and obligations under these Terms freely to an affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets. These Terms will insure to the benefit of and be binding upon each party’s successors and permitted assigns.

Headings: The section titles and headings in these Terms are for convenience only and have no legal or contractual effect.

Contact Information: If you have any questions about these Terms of Use, or need to contact us for any reason, please reach out to us at:

• New Era Direct Marketing, LLC
• Address: 30 North Gould Street, Sheridan, WY 82801, USA
• Phone: (307) 201-4299
• Email: ceo@neweradirectmarketing.com

By using our site or services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Use. Thank you for doing business with New Era Direct Marketing, LLC — we value your trust and look forward to helping you navigate the new era of marketing with confidence.