Terms of Service

These Terms of Service ("Terms") govern your access to and use of the Cradle website, content, and services (collectively, the "Services") provided by Cradle ("we," "our," or "us"). By accessing the Services, contacting us, or engaging us for work, you agree to these Terms. If you do not agree, please do not use the Services.

1. Who We Are & What We Do

Cradle provides done-for-you growth systems for service-based businesses, including websites, media production, social and ad campaigns, CRM setup, and related strategy and consulting work. The specific scope, deliverables, timelines, and fees for any engagement will be set out in a separate written proposal, statement of work, or order form ("Engagement Agreement"). In the event of any conflict between these Terms and an Engagement Agreement, the Engagement Agreement controls for that engagement.

2. Eligibility & Accounts

You represent that you are at least 18 years old and have the legal authority to enter into these Terms on behalf of yourself or the business you represent. If we provide you access to any tool, dashboard, or account, you are responsible for keeping your credentials confidential and for all activity that occurs under your account.

3. Engagements, Fees & Payment

Scope. The Services we perform are limited to those described in the applicable Engagement Agreement. Anything outside that scope is treated as a change request and may require additional fees and timeline adjustments.
Fees. Fees, payment schedules, and any deposits or retainers are set out in the Engagement Agreement. Unless stated otherwise, fees are quoted in U.S. dollars and are exclusive of applicable taxes.
Payment. Invoices are due on receipt unless a different payment term is specified. Late payments may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law, and we may pause work until balances are current.
Third-party costs. Ad spend, software subscriptions, stock licenses, hosting, and similar third-party costs are passed through and are your responsibility unless explicitly included in your Engagement Agreement.
Refunds. Fees for work already performed are non-refundable. Specific refund terms, if any, are set out in the Engagement Agreement.

4. Your Responsibilities

To deliver the Services effectively, we rely on you to:

Provide accurate, complete, and timely information, content, brand assets, and approvals
Grant us the access we reasonably need to your accounts, platforms, and systems (e.g., website, ad accounts, CRM, analytics)
Review deliverables and provide feedback within the timeframes set in the Engagement Agreement
Comply with all applicable laws and platform policies (including advertising, consumer protection, and privacy laws)

Delays or inaccuracies caused by missing inputs, late approvals, or third-party platforms may extend timelines and are not our responsibility.

5. Intellectual Property

Your content. You retain ownership of all materials, data, brand assets, and information you provide to us ("Client Materials"). You grant us a non-exclusive license to use Client Materials solely to perform the Services.
Deliverables. Subject to full payment of all fees owed, we assign or license to you the final deliverables created specifically for you under an Engagement Agreement, for use in your business as intended.
Our tools & know-how. We retain all rights to our pre-existing materials, frameworks, templates, software, processes, and know-how, including any improvements or general learnings from an engagement. To the extent these are embedded in deliverables, we grant you a perpetual, non-exclusive license to use them as part of the deliverables.
Portfolio rights. Unless you tell us otherwise in writing, we may identify you as a client and reference our work for you in case studies, portfolio pieces, and marketing materials.

6. Third-Party Services

The Services may rely on or integrate with third-party platforms (such as hosting providers, advertising networks, CRMs, analytics tools, and email or SMS providers). We are not responsible for outages, policy changes, account suspensions, pricing changes, or other actions taken by those third parties, and your use of them is governed by their own terms.

7. Confidentiality

Each party may receive non-public information from the other in connection with the Services ("Confidential Information"). The receiving party will use Confidential Information only to perform under these Terms and the Engagement Agreement, will protect it with at least reasonable care, and will not disclose it to third parties except to employees, contractors, and advisors who need to know and are bound by similar confidentiality obligations.

8. No Guarantee of Results

We work hard to deliver high-quality work that drives meaningful results for your business. However, marketing, advertising, and lead-generation outcomes depend on many factors outside our control — including market conditions, your offer, pricing, sales process, response time, and third-party platforms. We do not guarantee any specific number of leads, appointments, sales, rankings, traffic, or revenue.

9. Disclaimers

The Services and our website are provided on an "as is" and "as available" basis. To the maximum extent permitted by law, we disclaim all warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, and uninterrupted or error-free operation. We do not provide legal, tax, financial, or accounting advice.

10. Limitation of Liability

To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, goodwill, or business opportunities, arising out of or relating to these Terms or the Services, even if advised of the possibility of such damages.

Our total aggregate liability for all claims arising out of or relating to these Terms or the Services will not exceed the total fees actually paid by you to us for the specific engagement giving rise to the claim during the three (3) months immediately preceding the event giving rise to liability.

11. Indemnification

You agree to defend, indemnify, and hold harmless Cradle and its officers, employees, contractors, and affiliates from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your Client Materials or the use of your products or services; (b) your violation of these Terms or any applicable law; or (c) your infringement or misappropriation of any third-party right.

12. Term & Termination

These Terms apply for as long as you use the Services. Either party may terminate an active Engagement Agreement in accordance with its terms, or, if not specified, with thirty (30) days' written notice. We may suspend or terminate your access to the Services immediately if you materially breach these Terms or fail to pay outstanding amounts. Provisions that by their nature should survive termination (including fees owed, intellectual property, confidentiality, disclaimers, limitations of liability, and indemnification) will survive.

13. Acceptable Use

You agree not to use the Services or our website to:

Violate any law, regulation, or third-party right (including intellectual property and privacy rights)
Send unsolicited or unlawful marketing, spam, or deceptive communications
Upload or transmit malware, viruses, or other harmful code
Interfere with, disrupt, or attempt to gain unauthorized access to our systems, networks, or accounts

14. Changes to the Services or Terms

We may modify or discontinue parts of the Services or our website at any time. We may also update these Terms from time to time by posting the updated version on this page with a revised "Last updated" date. Your continued use of the Services after changes take effect constitutes acceptance of the updated Terms.

15. Governing Law & Disputes

These Terms are governed by the laws applicable to our principal place of business, without regard to conflict-of-laws principles. The parties will first attempt to resolve any dispute informally and in good faith. Any dispute that cannot be resolved informally will be brought exclusively in the courts located in our principal place of business, and each party consents to the personal jurisdiction of those courts.

16. Miscellaneous

Entire agreement. These Terms, together with any applicable Engagement Agreement and our Privacy Policy, are the entire agreement between you and us regarding the Services.
Severability. If any provision is held unenforceable, the remaining provisions will remain in full force and effect.
No waiver. Our failure to enforce any provision is not a waiver of our right to do so later.
Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of substantially all of our assets.
Independent contractor. We provide the Services as an independent contractor. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship.
Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.

17. Contact Us

If you have questions about these Terms, please contact us: