TERMS OF SERVICE AND LEGAL AGREEMENT

These Terms of Service and Legal Agreement (“Terms,” “Agreement”) constitute a legally binding contract between you (“Client,” “you,” “your”) and Catale Enterprises LLC, a Colorado limited liability company (“Company,” “we,” “us,” “our”), with its principal place of business at 902 Teal Ct Apt 4, Colorado Springs, CO 80910.

By accessing https://catale-enterprises.com/ (the “Site”), submitting any inquiry, requesting a quote, engaging our services, or making any payment, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree, do not use the Site or our services.

If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have authority to bind that entity.

1. Services

We provide the following professional services as more specifically described in a written proposal, quote, invoice, or Statement of Work (“SOW”):

• Google Local Service Ads (LSA) management

• Google PPC / Google Ads campaign management (Search, Performance Max, etc.)

• Custom website design, development, and Search Engine Optimization (SEO)

• Commercial drone / UAS aerial photography, videography, and related media services (FAA Part 107 compliant operations; we maintain commercial liability insurance)

No Guarantees of Results. All marketing, advertising, SEO, website, and related services are provided on a best-efforts, professional basis only. We make no guarantees, warranties, or representations regarding:

• Rankings, traffic, leads, inquiries, conversions, revenue, ROI, or any other performance metrics

• Specific outcomes from Google Ads, Local Service Ads, or any advertising platform

• Search engine algorithm changes, competitor actions, market conditions, or third-party platform policies

• Timelines for SEO results (typically 3–6+ months for noticeable movement, with no assurances)

• Website performance, uptime after handoff, or third-party hosting/theme/plugin issues

Google, other platforms, and search engines control outcomes. Client actions (or inaction), budget levels, website quality, competition, seasonality, and countless external factors affect results. Past performance or examples are illustrative only and not predictive.

2. Client Responsibilities

You agree to:

• Provide accurate, complete, and timely information, access credentials (Google Ads, Analytics, Search Console, website CMS, hosting, etc.), approvals, and content

• Ensure all materials you provide (text, images, trademarks, offers, claims) are accurate, lawful, and do not infringe third-party rights

• Comply with all applicable laws and platform policies (including Google Ads and Local Service Ads policies). You remain the advertiser of record and are solely responsible for ad content, landing pages, business practices, and compliance

• For drone services: obtain all necessary property owner permissions, notify relevant parties, secure any required local permits beyond Part 107, and ensure the flight location is safe and legal

• Pay all invoices on time and maintain sufficient ad budgets as agreed

Failure to fulfill these responsibilities may delay or prevent performance and does not entitle you to refunds or credits.

3. Fees, Payment, and Billing

Fees are as stated in the applicable SOW, proposal, or invoice. For Google Ads / LSA management, fees are typically structured as a percentage of ad spend (see current pricing page) and billed in advance or as otherwise agreed. Website and drone projects are generally fixed-fee or milestone-based.

• Payment is due as specified (often in advance or upon invoice).

• Late payments may incur interest at 1.5% per month (or the maximum allowed by law) and may result in suspension of services.

• You are responsible for all third-party costs (Google ad spend, domain, hosting, stock assets, etc.). Ad spend is paid directly to Google or the platform; we do not hold or refund ad budgets.

• All fees are exclusive of applicable taxes.

4. Refund and Cancellation Policy (No Refunds)

All fees paid to Catale Enterprises LLC are non-refundable.

• Management/retainer fees, setup fees, design fees, development fees, drone flight fees, and media production fees are earned upon commencement of work or as otherwise stated and are non-refundable.

• Month-to-month services may be canceled with written notice (typically 15–30 days, as specified in your SOW). Cancellation stops future billing but does not entitle you to any refund or credit for periods already billed or work performed.

• Ad spend is controlled by you and/or Google. Any credits or refunds for disapproved/invalid leads must be pursued directly through Google’s systems; we assist where reasonable but have no control and provide no guarantees.

• Deposits for drone or website projects are non-refundable once scheduling or work begins.

• We may, in our sole discretion, issue a partial credit or refund in extraordinary circumstances, but we are under no obligation to do so.

This no-refund policy is a material term of the engagement.

5. Intellectual Property

• We retain all right, title, and interest in our pre-existing materials, methodologies, tools, templates, code libraries, processes, know-how, and any improvements thereto.

• Upon full payment, you receive ownership of custom deliverables specifically created for you under the SOW (final website files, final edited drone media as delivered, custom ad copy/creatives created solely for your campaigns, etc.), subject to any third-party licenses.

• You grant us a non-exclusive license to use your trademarks, content, and materials solely as needed to perform the services.

• You represent that you own or have rights to all materials you provide and will indemnify us for any claims arising from them.

6. Drone-Specific Terms

• Operations are conducted under FAA Part 107. We maintain commercial drone liability insurance. Certificates of Insurance are available upon request (additional insured status may be provided where our policy allows and at our discretion).

• Flights are subject to weather, airspace restrictions, NOTAMs, Temporary Flight Restrictions, and safety determinations. We may reschedule or cancel flights for safety or regulatory reasons without liability.

• You are solely responsible for obtaining property access and any required permissions from property owners, HOAs, or local authorities.

• Aerial media may incidentally capture people, vehicles, or neighboring properties. We are not responsible for privacy claims arising from such incidental capture when operating in compliance with applicable law.

• Deliverables are provided “as is.” We do not guarantee specific compositions, weather conditions, or usability for particular commercial purposes beyond the agreed scope.

7. Disclaimer of Warranties

THE SERVICES AND SITE ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR ACHIEVE ANY PARTICULAR RESULT.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY YOU TO US FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY.

• IN NO EVENT SHALL WE (OR OUR MEMBERS, MANAGERS, EMPLOYEES, CONTRACTORS, OR AGENTS) BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY, OR LOST PROFITS DAMAGES, OR DAMAGES FOR LOSS OF DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

• These limitations apply even if any limited remedy fails of its essential purpose.

• Nothing in these Terms limits liability for gross negligence, willful misconduct, or fraud to the extent such limitation is prohibited by law.

You acknowledge that the fees charged reflect this allocation of risk.

9. Indemnification

You agree to defend, indemnify, and hold harmless Catale Enterprises LLC and its members, managers, officers, employees, contractors, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your use of the services or Site; (b) your content, materials, products, services, or business practices; (c) your violation of these Terms or any law; (d) any claim that materials you provided infringe third-party rights; or (e) any dispute between you and a third party (including Google or your customers).

10. Term and Termination

These Terms remain in effect while you use the Site or services. Individual service engagements are governed by the applicable SOW (typically month-to-month for ongoing management). Either party may terminate ongoing services with written notice as specified in the SOW. Upon termination: (a) you remain obligated to pay all fees incurred; (b) we may retain work product until payment is complete; and (c) Sections 4–9, 11–15, and any other provisions that by their nature should survive will survive.

We may suspend or terminate services immediately for non-payment, material breach, or illegal activity.

11. Dispute Resolution; Binding Arbitration; Class Action Waiver

PLEASE READ CAREFULLY.

Any dispute, claim, or controversy arising out of or relating to these Terms or the services shall be resolved exclusively by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall take place in Colorado Springs, El Paso County, Colorado (or virtually if agreed). Judgment on the award may be entered in any court of competent jurisdiction.

You and we waive any right to a jury trial and to participate in a class, collective, or representative action. Claims must be brought in an individual capacity only. If the class action waiver is found unenforceable, the entire arbitration provision shall be null and void (but the rest of the Terms remain in effect).

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to protect intellectual property or confidential information.

12. Governing Law and Venue

These Terms are governed by the laws of the State of Colorado, without regard to conflict of law principles. Subject to the arbitration provision above, exclusive venue for any permitted court proceedings shall be the state or federal courts located in El Paso County, Colorado.

13. Miscellaneous

• Entire Agreement. These Terms, together with any SOW, proposal, invoice, and the Privacy Policy, constitute the entire agreement and supersede all prior discussions.

• Amendments. We may update these Terms by posting a revised version on the Site. Continued use after the effective date constitutes acceptance. Material changes to ongoing paid services will be communicated reasonably in advance.

• Severability. If any provision is held unenforceable, the remaining provisions continue in full force.

• Waiver. Failure to enforce any provision is not a waiver.

• Assignment. You may not assign these Terms without our prior written consent. We may assign freely.

• Force Majeure. We are not liable for delays or failures due to causes beyond our reasonable control (including platform outages, algorithm changes, weather, government actions, pandemics, etc.).

• Independent Contractor. We are an independent contractor. Nothing creates a partnership, joint venture, or employment relationship.

• Notices. Notices may be sent by email to the addresses on file or by certified mail to the addresses above.

14. Contact:

Catale Enterprises LLC 902 Teal Ct Apt 4 Colorado Springs, CO 80910 Phone: (719) 321-7972 Email: kyle@catale-enterprises.com