Last Updated: October 18, 2025
These Terms & Conditions (“Terms”) govern your access to and use of ghdagency.ai (the “Site”) and all services, deliverables, or products (collectively, the “Services”) provided by Greatest Home Decor LLC dba GHDAgency (“GHDAgency,” “we,” “us,” or “our”). By visiting the Site or engaging GHDAgency through any Statement of Work (“SOW”) or order form, you agree to be bound by these Terms. If you do not agree, do not use the Site or Services.
GHDAgency will perform the Services described in an executed SOW or proposal in a professional and workmanlike manner. Client shall provide timely feedback, access, and materials needed for execution. Delays or omissions by Client may shift timelines or incur additional costs. Changes in scope require a written change order with agreed fees and schedules.
GHDAgency retains all rights in and to its Background IP — including models, prompts, workflows, automations, source files, and proprietary frameworks.
Upon full payment, Client receives a non-exclusive, non-transferable, non-sublicensable license to use the Deliverables solely for Client’s internal business purposes. Unless explicitly stated, source files, training data, and development assets are excluded.
All Background IP, prompts, scripts, and automations are GHDAgency trade secrets. Client will not share, copy, or expose such materials. Breach entitles GHDAgency to injunctive relief and damages.
Client assigns to GHDAgency all rights to suggestions or feedback related to the Services. GHDAgency may use general know-how retained in the unaided memory of its personnel.
Deliverables may include third-party software or APIs. Client’s use is subject to those providers’ licenses.
Each party shall protect the other’s Confidential Information with at least the same degree of care used for its own information and not less than reasonable care. Information already public, independently developed, or lawfully received from a third party is not Confidential. Either party may disclose information when legally required after giving notice (if permitted).
Client shall not directly or indirectly solicit, hire, or engage any GHDAgency employee, contractor, or vendor involved in the Services during the engagement and for 12 months thereafter without written consent. Client shall not circumvent GHDAgency by contracting directly with any party introduced by GHDAgency. In addition to injunctive relief, GHDAgency may recover liquidated damages equal to the greater of (a) USD $25,000 or (b) 25% of the Team Member’s annual compensation. This restriction does not apply to individuals responding to general public job ads.
GHDAgency warrants that Services will be performed in a professional manner consistent with industry standards. Except as expressly stated, GHDAgency makes no other warranties, including merchantability or fitness for a particular purpose. Client is responsible for reviewing and approving all Deliverables before public use.
To the maximum extent permitted by law, GHDAgency’s aggregate liability for any claim shall not exceed the fees paid for the Service giving rise to the claim. In no event shall either party be liable for indirect, incidental, special, or consequential damages. Client will indemnify and hold GHDAgency harmless from claims arising from Client’s content, data, or unlawful use of Deliverables.
Each SOW remains in effect until completion or termination. Either party may terminate for material breach after 30 days’ written notice if uncured. Upon termination, Client shall pay for work performed to date. Sections on IP, Confidentiality, Non-Solicitation, Liability, and Mediation survive termination.
These Terms and all SOWs are governed by the laws of the State of Nevada, USA. The parties will first attempt good-faith negotiation to resolve any dispute. If unresolved within 30 days, the dispute shall be submitted to binding mediation through JAMS or AAA in Clark County, Nevada. No party may file a lawsuit except to enforce a mediation award or seek injunctive relief. Venue for any enforcement action is exclusively in Clark County, Nevada. The prevailing party is entitled to reasonable attorneys’ fees and costs.