ASAYA Media & Design LLC
Terms of Service

Location: Alton, VA, USA
Owner: Daniel Lamberth
Email: [email protected]

 
1. Overview
These Terms of Service (“Terms”) govern all services provided by ASAYA Media & Design LLC (“ASAYA,” “we,” “us,” or “our”) to you, the client (“you” or “Client”).

By engaging ASAYA for any project, you agree to these Terms. Any custom proposals, statements of work, or invoices are incorporated into these Terms once accepted in writing.

 
2. Services Provided
ASAYA Media & Design LLC offers a range of creative and technical services, including but not limited to:

Custom graphic design and branding
Animation and motion graphics
Web and app development
AI assisted creative services
Music production and sound design
Copywriting, automation, and custom coding
Multimedia consulting and systems integration
Each project is tailored to client needs. We often use advanced AI tools, custom software, or hybrid workflows that combine manual and automated methods.

All final deliverables, formats, and workflows will be agreed upon in writing before work begins.

 
3. Engagement & Workflow
Before project commencement, you will receive:

A written scope of work (SOW) or proposal
Pricing and payment terms
Expected timeline or milestones
Deliverable formats and platforms
Work begins once you approve the proposal and pay any required deposit.

 
4. Acceptable Use
By working with ASAYA, you agree to:

Use our services and deliverables in a legal and ethical manner
Not use our work to create harmful, defamatory, hateful, or illegal content
Not misrepresent ASAYA’s work as your own original creation without agreed credit or written permission
Not resell, reproduce, or reuse templates, systems, or custom tools we create for you without express written permission
We reserve the right to refuse or terminate service if a client:

Violates these principles
Engages in abusive, discriminatory, or unethical behavior
Requests work that conflicts with our ethical standards
No refunds will be issued in such cases.

 
5. Payments & Billing
Payment terms will be specified in your custom proposal or invoice. Unless otherwise agreed in writing:

50% deposit is due upfront for custom work
The remaining 50% is due upon final delivery of agreed assets
Payments not received within 10 calendar days of the due date incur a 10% late fee per month on the outstanding balance
Accepted payment methods:

PayPal
Venmo
Zelle
ACH / Wire transfer
Credit / Debit card through secure invoice
Crypto (BTC, ETH) upon request
Refund Policy
All sales are final.
Deposits are non refundable once work begins.
If you cancel mid project, you forfeit all payments made and will be billed for work completed up to the date of cancellation, including any project specific tools, assets, or licenses purchased on your behalf.
 
6. Intellectual Property
6.1 Ownership
Unless otherwise agreed in writing:

The Client owns the final deliverables after full payment is received.
ASAYA retains ownership of:

All drafts, working files, and source project files (unless explicitly transferred by agreement)
All proprietary tools, scripts, frameworks, and internal systems used to create the work
ASAYA retains the right to:

Display final work in portfolios, showreels, social media, and marketing materials, unless restricted by a signed NDA or written agreement
6.2 AI Generated Content
ASAYA may use proprietary or third party AI tools to assist in creating content. All AI outputs are curated, directed, and post processed to meet artistic and technical standards.

Ownership of AI assisted content follows the same rules as other custom deliverables:

Upon full payment, the Client owns the final delivered assets under the agreed license or assignment.
ASAYA retains ownership of any underlying prompts, pipelines, models, or tools used to generate or refine that content.
6.3 Licensing
Some projects may be licensed rather than sold outright. In such cases:

Usage rights, territories, media, and duration of use will be clearly specified in writing.
Breach of license terms may result in revocation of rights, takedown requests, and potential legal action.
 
7. Revisions & Scope
Unless otherwise stated in your proposal:

Projects typically include 1 to 3 rounds of revisions, depending on scope and budget.
Revisions are intended for reasonable adjustments, not full redesigns.
Additional revisions or major changes may:

Be billed hourly or at a flat add on rate, and
Extend the delivery timeline
Changes that substantially alter the original agreed scope (for example, new features, new pages, additional scenes, or new versions) are treated as:

A new project, or
A scope expansion with additional fees
 
8. Delivery & Deadlines
We take deadlines seriously and strive to meet all agreed timelines. However, delivery dates may shift due to:

Client delays in providing feedback, approvals, content, or files
Scope changes or additional revision requests
Technical issues or other reasonable constraints
Events outside our control (force majeure, outages, disasters, etc.)
ASAYA is not liable for delays caused by:

Website hosts
File delivery platforms
Third party integrations, APIs, or software providers
Any schedule changes will be communicated as soon as reasonably possible.

 
9. Confidentiality
We respect your privacy and proprietary information. ASAYA will keep confidential any non public materials you share, including:

Business strategies
Unreleased products or IP
Private data, credentials, or internal documentation
Exceptions apply where disclosure is:

Required by law
Necessary to protect ASAYA’s legal rights or safety
Explicitly agreed in writing
Non disclosure agreements (NDAs) can be signed for high sensitivity projects upon request.

 
10. Liability & Warranties
10.1 No Guarantees
While we work hard to deliver high quality, professional work, ASAYA does not guarantee:

Specific financial or business outcomes, such as increased sales, followers, or engagement
Performance beyond agreed specifications on platforms that update or change frequently
Ongoing compatibility of software, APIs, plugins, or third party platforms over time
10.2 Limit of Liability
To the fullest extent permitted by law:

ASAYA Media & Design LLC shall not be liable for any indirect, incidental, special, or consequential damages arising from the use or misuse of our services or deliverables.
Total liability for any claim related to a specific project is strictly limited to the total amount paid by the Client for that project.
 
11. Termination
Either party may terminate a project or ongoing engagement in writing at any time.

If you terminate:

You are responsible for payment of:

All work completed up to the termination date
Any project specific tools, stock assets, or licenses purchased on your behalf
Deposits and prior payments are non refundable.
If ASAYA terminates due to abusive, unethical, or unsafe behavior, or repeated violation of these Terms:

No refunds will be issued.
We may decline any future work from you.
 
12. AI, Automation & Ethical Standards
ASAYA Media & Design LLC supports the ethical use of AI. Our commitments include:

Disclosing the use of generative or automated tools when they play a material role in the project
Avoiding intentional training of models on copyrighted material without permission or a valid license
Customizing and curating all outputs to align with client goals and artistic integrity, rather than “raw” unedited AI output
Clients agree not to use ASAYA built:

Tools
Models
Automations
Pipelines
to produce content that is harmful, hateful, exploitative, or unlawful, including harassment, targeted hate, or incitement.

 
13. Dispute Resolution
We prefer direct, respectful communication as the first step for any concern or dispute.

If an issue cannot be resolved informally:

For clients located in the United States, disputes will be governed by the laws of Virginia, USA, and resolved in the appropriate courts within that jurisdiction.
Clients agree to pursue claims on an individual basis only, and waive any right to participate in class actions or similar collective proceedings.
Nothing in this section prevents either party from seeking emergency injunctive relief where appropriate.

 
14. Changes to These Terms
ASAYA reserves the right to update or modify these Terms at any time.

Material changes will be communicated to active clients before they take effect.
Continued use of our services after such changes constitutes acceptance of the updated Terms.
For each project, the version of the Terms that applies is the one in effect on the date the project is initiated or as otherwise specified in your written agreement.

 
15. Contact Information
ASAYA Media & Design LLC
Alton, VA, USA
Owner: Daniel Lamberth
Email: [email protected]

For questions about these Terms or to discuss a project, contact us directly by email.