Terms & Conditions

Last Updated: September 15, 2026

These Terms & Conditions ("Terms") constitute a legally binding agreement between you (whether individually or on behalf of an entity, "User," "Brand," "Creator," or "you") and Develop Play Studio, doing business as Liminal ("Liminal," "we," "us," or "our"), governing your access to and use of www.liminal-agency.com, the Brand Terminal, the Creator Hub, administrative portals, related APIs, dashboards, checkout flows, and any written proposal, statement of work (SOW), or invoice issued by us.

By creating an account, authenticating via email verification or credentials, submitting an onboarding form, authorizing a PayPal transaction or recurring subscription, or accessing any of our services, you confirm that you have read, understood, and agreed to be bound by these Terms. If you do not agree to these Terms in their entirety, you are expressly prohibited from using our services and must discontinue use immediately.

1. Structure of Services and Studio Overview

Liminal operates as a multidisciplinary technology and creative studio delivering services across three primary pillars:

AI Creator Matchmaking & Automated Fulfillment: Software-driven creator discovery, campaign administration, sample-reimbursement escrow clearing, and performance verification via the Brand Terminal and Creator Hub.

Software Development, SaaS & AI Workflows: Custom website builds (including our starter multi-page packages starting from $500 USD), AI workflow engineering, web scraping pipelines, and customer-care automation.

Music Production & Artist Co-Creation: Professional songwriting, arrangement, mixing, and commercial release production.

These Terms apply universally across all service lines unless a separate, executed bilateral contract or Statement of Work expressly supersedes a specific provision.

2. Billing Architecture, Escrow Clearing Pool, and Strict Non-Refund Policy

2.1 Complete Non-Refundable Policy

All platform fees, subscription fees, and escrow deposits are strictly non-refundable once authorized or processed, except where strictly mandated by applicable statutory consumer protection laws. Canceling a recurring PayPal subscription terminates upcoming billing cycles only and does not entitle you to any refund, credit, or charge reversal for previous cycles or the active billing period.

All collaboration escrow deposits are non-refundable to original payment methods once authorized. In the event of an unfulfilled collaboration, cancellation, or expired invite, funds are credited instantly as Platform Escrow Balance for future creator campaigns within the Liminal ecosystem.

In the event of an unfulfilled collaboration, creator cancellation, or expired invite, escrow funds will not be refunded to the original payment method. Instead, they will be instantly credited to the Brand's internal account balance (Platform Escrow Credit), which can be used to engage and collaborate with other creators within the Liminal ecosystem.

A mandatory 3% platform processing fee is applied to all escrow transactions to cover secure payment gateway operations, escrow management, and operational security. This fee is included in the total escrow lock amount shown at checkout and invite confirmation.

2.2 Dual-Track Billing (Subscription vs. Sample Escrow Deposit)

Brand interactions inside the Creator Matchmaking engine involve two distinct financial components:

Monthly Platform Subscription ($99/mo base, plus any add-on product slots at $79/mo): Grants access to our proprietary AI matching algorithm, Apify scraping pipelines, automated workflow tooling, and dashboard administration.

Sample Reimbursement Escrow Pool: A designated prepaid capital balance held on deposit to fully reimburse creators for verified product purchases (covering retail product cost, estimated sales tax, and shipping).

2.3 Operation of the Escrow Clearing Pool

Deposit and Allocation: When a brand authorizes an escrow deposit, funds are captured via PayPal and credited to the brand's escrow_balance. When a creator match is pitched, the calculated sample reimbursement amount is transferred to escrow_locked.

Clearing to Creator: Funds in escrow_locked are disbursed to the creator via automated PayPal Payouts only upon successful AI verification and compliance with campaign parameters.

Release vs. Refund (Platform Escrow Credit Only): If a collaboration is declined by a creator, fails AI verification without a successful manual appeal, exceeds standard Service Level Agreement (SLA) operational windows, or is cancelled while funds are escrow-locked, the locked amount is automatically released back into the brand's Platform Escrow Balance (internal ledger credit) to immediately fund a replacement creator pitch ("Re-pitch"). We do not initiate PayPal Refunds to the brand's original payment method, because third-party processing fees on refunds are non-recoverable. Balance releases are internal accounting credits within the Liminal ecosystem only—not cash withdrawals to your external bank or PayPal wallet.

Funding Priority: When a brand funds a new collaboration, available Platform Escrow Balance is applied first via the internal ledger. PayPal is charged only for any remaining shortfall, minimizing duplicate gateway fees.

Not a Licensed Financial Escrow Agent: Liminal provides automated commercial clearing and ledger software. We are not a licensed trust company, bank, or escrow depository. All fiat transfers are executed directly through PayPal and remain subject to PayPal's User Agreement.

Dispute and Chargeback Penalties: Initiating an unauthorized chargeback, credit card dispute, or PayPal claim against legitimate subscription fees or captured escrow deposits constitutes a material breach. Such action results in immediate account suspension, forfeiture of active campaigns, acceleration of outstanding balances, and blacklisting from our network.

3. AI Creator Matchmaking & Fulfillment Rules

3.1 Creator Terms — Account Ownership, Forfeiture & Posting Deadline

By checking the Creator Terms box during onboarding or registration, you agree to the following binding representations:

AI Agent Authorization: You authorize Liminal to initialize and operate your AI agent profile based on the social account data you submit.

Account Ownership Warranty: You warrant and represent that you are the legitimate owner and authorized operator of every social media account submitted during onboarding or used in any collaboration.

Impersonation & Forfeiture of Payouts: If it is discovered after content submission or collaboration that you are not the true account owner, Liminal reserves the right to immediately suspend your account. You will forfeit all rights to any service fee reimbursements, payouts, or product cost coverages associated with affected collaborations — including amounts already locked in escrow or pending disbursement.

14-Day Verified Post Requirement: For product sampling and similar collaborations, you must submit the verified post within fourteen (14) calendar days of receiving the item. Failure to do so will result in permanent account suspension and forfeiture of related reimbursements and payouts.

Anti-Fraud & Platform Abuse: Claiming ownership of an unauthorized handle, using bots or engagement pods, or providing falsified profile analytics constitutes commercial fraud and may result in permanent blacklisting and referral to platform abuse teams.

3.2 Creator Qualification

Creators must submit authentic, publicly accessible profiles on supported platforms (including TikTok, Instagram, and RED). Liminal may reject or remove profiles that fail verification, violate platform policies, or misrepresent audience metrics.

3.3 Automated Fulfillment SLAs and Re-pitch Engine

Brand campaigns operate under strict algorithmic milestones:

Confirmation SLA: Creators must confirm or decline a campaign invitation within 24 hours.

Order Placement SLA: Creators must place the product order and input valid tracking/order references within 48 hours of acceptance.

Content Delivery SLA: Creators must complete filming, editing, and publishing within 21 calendar days of product receipt.

Automated Replacement: If a creator breaches an SLA window, abandons a task, or fails verification, the locked escrow is instantly unlocked, and the system automatically matches the brand with the next highest-scoring candidate in the queue to ensure delivery of the guaranteed creator allocation.

3.4 90-Day Post Retention Rule

Creators who receive sample reimbursement and publish campaign content must keep the post live, public, and unaltered for a minimum of ninety (90) consecutive days from the date of verification. Deleting, archiving, or setting a sponsored post to private prior to the expiration of the 90-day window entitles Liminal Studio and the sponsoring brand to recover the full sample reimbursement payout and permanently suspend the creator's account.

3.5 Disclaimers of Advertising Performance

Liminal provides algorithmic introduction, data modeling, automated clearing, and compliance tooling. We are not an advertising agency of record, employer, or talent management firm for participating creators. We make no warranties, express or implied, regarding:

Specific video view counts, click-through rates (CTR), conversion rates, or sales generated.

The subjective aesthetic quality, artistic interpretation, or tone of creator submissions beyond stated campaign keywords and compliance rules.

Absolute uptime or continuity of third-party social algorithms (TikTok, Instagram, Meta, ByteDance).

3.6 Advertising Compliance & FTC Guidelines

Both Brands and Creators acknowledge sole responsibility for compliance with all applicable advertising disclosures, including the United States Federal Trade Commission (FTC) Guides Concerning the Use of Endorsements and Testimonials in Advertising, platform-specific branded content policies, and local consumer protection regulations (e.g., #ad, #sponsored, or built-in commercial partnership tags).

4. Custom Software, SaaS, and AI Workflows

4.1 $500 Starter Website Package Scope

Our baseline custom marketing website package (starting at $500 USD) includes solely:

A responsive, multi-page layout (Home, About, Services/Products, Contact).

Mobile and desktop optimization across modern viewport standards.

Functional inquiry/lead capture form.

Fundamental on-page technical SEO (semantic HTML, OpenGraph tags, sitemap structure).

HTTPS deployment configuration to designated hosting infrastructure.

One (1) consolidated round of design and content revisions submitted within five (5) business days of initial preview delivery.

4.2 Out-of-Scope Work and Paid Extras

Any feature not explicitly itemized in the starter scope constitutes an "Extra" and requires a formal, approved written change order or supplementary invoice. Extras include, but are not limited to:

E-commerce functionality, custom user authentication, or payment gateways.

Custom database architectures, SaaS portal builds, and third-party API webhooks.

Web scraping pipelines (Apify), AI automated workflows, and CRM integrations.

Copywriting, asset generation, brand identity design, and video editing.

Additional revision rounds or structural redesigns post-sign-off.

5. Music Production & Co-Creation Services

5.1 Creative Endeavors & Chart Disclaimers

Music composition, production, mixing, and vocal arrangements are artistic services delivered with commercial industry standard care. Historical chart achievements, streaming metrics, or editorial playlist placements showcased in our portfolio are historical references only. We do not guarantee chart positions (Apple Music, Spotify, Billboard), algorithmic playlisting, radio rotation, or specific streaming revenue.

5.2 Split Sheets and Master Ownership

All intellectual property allocations, publishing splits, songwriter shares, and master recording ownership are governed exclusively by a separate, signed Production Agreement or Bilateral Split Sheet for each specific master. In the absence of an executed split sheet, Liminal retains all statutory author and producer rights, granting the client only a non-exclusive, revocable license for internal review.

6. Intellectual Property Rights

6.1 Studio Property

All proprietary software, UI designs, codebases, algorithmic match engines, scrapers, data schemas, trademarks, and branding associated with Liminal Studio remain the exclusive intellectual property of Liminal.

6.2 Client and Creator Content

Brand Assets: Brands retain all ownership of their trademarks, product images, and listing data, granting Liminal a worldwide, royalty-free license to use such assets solely for operating campaigns and matching workflows.

Creator Deliverables: Creators retain copyright in their original creative content, granting the sponsoring brand a non-exclusive, 90-day commercial reposting license across digital channels, unless broader usage rights are negotiated via separate agreement.

7. Limitation of Liability and Indemnification

7.1 Absolute Cap on Liability

To the maximum extent permitted by applicable law, in no event shall Liminal Studio, its founders, directors, employees, or contractors be liable for any indirect, punitive, incidental, special, or consequential damages, including loss of profits, lost revenue, data corruption, brand reputation damage, or business interruption.

Our total aggregate liability arising out of or related to any service shall not exceed the total subscription or project service fees actually paid by you to Liminal during the three (3) months immediately preceding the event giving rise to liability. Held sample escrow funds are excluded from this liability calculation.

7.2 Third-Party Service Dependencies

We assume no liability for service interruptions, API deprecations, rate limits, account terminations, or algorithmic penalties imposed by third-party providers, including PayPal, Apify, Supabase, Vercel, TikTok, Instagram, Meta, Apple, or Google Cloud.

7.3 Indemnification

You agree to defend, indemnify, and hold harmless Liminal and its affiliates from and against any claims, liabilities, damages, losses, or legal expenses (including reasonable attorneys' fees) arising out of: (a) your breach of these Terms; (b) your product listings, defects, or regulatory non-compliance; (c) your violation of any third-party intellectual property or privacy right; or (d) any dispute directly between a Brand and a Creator.

8. Account Termination and Policy Modifications

8.1 Termination for Cause

We reserve the unconditional right to suspend or terminate any user account, disable active campaigns, or revoke dashboard access immediately without prior notice if we detect fraudulent activity, payment failures, chargeback abuse, harassment, or material breaches of these Terms.

8.2 Modifications to Terms

Liminal reserves the right to update or modify these Terms at any time. Material updates will be indicated by updating the "Last Updated" date at the top of this page. Your continued use of our platform and services following any revisions confirms your binding acceptance of the modified Terms.

9. Governing Law and Dispute Resolution

These Terms and any dispute arising out of your relationship with Liminal Studio shall be governed by and construed in accordance with the laws of the applicable operating jurisdiction of Liminal, without regard to conflict of law principles. Any legal action or proceeding arising under these Terms shall be instituted exclusively in the competent courts located within our principal corporate jurisdiction.

10. Contact and Legal Notices

For inquiries regarding these Terms, contract scopes, or formal legal notices, please contact us via the official Contact Form at:

Website: https://www.liminal-agency.com

General Inquiries: Through the contact portal on www.liminal-agency.com