Terms & Conditions
Master Service Agreement Framework | Last Updated: May 12, 2026
1. Acceptance of Terms
This Master Service Agreement ("Agreement" or "Terms") governs your access to and use of the website zonalape.com (the "Site") and all professional services provided by Zonal Ape LLC ("Zonal Ape," "Company," "we," "us," or "our").
PLEASE READ THESE TERMS CAREFULLY. By accessing the Site, requesting a strategy audit, or engaging our professional services, you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these Terms.
If you do not have such authority, or if you do not agree with these Terms, you must not accept this Agreement and may not use the Site or our Services.
2. Professional Growth Services
Zonal Ape provides a comprehensive suite of digital growth services, including but not limited to:
- Performance Advertising: Management of paid acquisition channels (Google, Meta, LinkedIn, etc.).
- Search Authority: Technical SEO, programmatic content systems, and link equity development.
- Automation & CRM: Implementation of lead scoring, outbound swarms, and CRM orchestration.
- Full-Stack Development: Design and engineering of high-performance conversion engines (Next.js, Headless Commerce).
- Growth Consulting: Funnel architecture, market analysis, and quarterly strategic roadmap development.
The specific deliverables, timelines, and milestones for any project will be detailed in a separate Statement of Work (SOW) or Master Services Agreement (MSA). In the event of a conflict between these Terms and a signed SOW, the SOW shall prevail regarding that specific project.
3. Intellectual Property and Usage Licenses
A. Company Proprietary Rights
The Site, its visual identity, underlying software, proprietary growth frameworks (including the "High-Velocity Testing" lab framework), and all content produced by Zonal Ape are our exclusive property. This includes but is not limited to logos, site designs, code snippets, animations, and long-form authoritative blog modules.
B. Client Deliverables
Upon full payment of all undisputed fees, Zonal Ape grants the Client a non-exclusive, perpetual, worldwide, royalty-free license to use, reproduce, and display the final deliverables produced specifically for the Client (e.g., custom ad copy, landing pages, or strategy decks) for the Client’s internal business purposes.
C. Restrictions
You are strictly prohibited from:
- ✕ Reverse engineering or decompiling any aspect of our proprietary marketing tech.
- ✕ Removing or altering any trademark, logo, or copyright notices.
- ✕ Using our content to train large language models (LLMs) or competitive AI systems without express written consent.
- ✕ Scraping the Site for commercial database population.
4. Professional Conduct and Warranties
By interacting with Zonal Ape, you represent and warrant that:
- You will provide accurate, current, and complete information in all business communications.
- Your marketing activities (where managed by us) will not violate any local, state, or international laws.
- You own or have the necessary rights to all assets (images, brand marks, data lists) provided to Zonal Ape for service execution.
- You will not use our services to promote illegal products, discriminatory content, or deceptive financial schemes.
5. Financial Provisions and Payment Terms
A. Retainers and Project Fees
All professional fees are quoted in USD. Monthly retainers are billed in advance on the 1st of each month. One-off project fees (e.g., website builds) typically require a 50% deposit before commencement, with the remaining balance due upon milestone completion.
B. Third-Party Costs
Client is solely responsible for all third-party costs, including but not limited to: Ad spend (Google/Meta), SaaS tool subscriptions, and stock asset licensing. These costs are typically billed directly to the Client’s credit card by the provider.
C. Late Payments
Invoices unpaid after 15 days incur a late fee of 1.5% per month. Zonal Ape reserves the right to suspend all services and pause active ad campaigns if an account remains in arrears for more than 30 days.
6. Performance and Liability Limitations
NO GUARANTEES: While Zonal Ape utilizes industry-leading growth frameworks and data-backed strategies, the Client acknowledges that marketing outcomes are subject to external variables (algorithm changes, competitor activity, market shifts). Zonal Ape makes no warranties or guarantees regarding specific ROI, lead volume, or revenue targets.
LIMITATION OF LIABILITY: TO THE MAXIMUM EXTENT PERMITTED BY LAW, Zonal Ape LLC’S TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY THE CLIENT TO Zonal Ape IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
7. Mutual Confidentiality
During our engagement, both parties may have access to "Confidential Information" (e.g., trade secrets, pricing, proprietary data). Both parties agree to:
- Use Confidential Information only for the purpose of fulfilling this Agreement.
- Protect Confidential Information with at least the same degree of care as their own.
- Not disclose Confidential Information to any third party without express written consent.
This obligation of confidentiality survives the termination of this Agreement for a period of three (3) years.
8. Termination and Off-boarding
Unless otherwise specified in a Statement of Work, either party may terminate a monthly retainer engagement by providing thirty (30) days' written notice.
Upon termination, Zonal Ape will provide an orderly transition of all active accounts and deliverables, provided the Client's account is current. Zonal Ape reserves the right to withhold deliverables or access to managed accounts until all outstanding balances are cleared.
9. Indemnification
Client agrees to indemnify and hold Zonal Ape harmless from any third-party claims, damages, or legal fees arising from (a) Client's gross negligence or willful misconduct, or (b) any claim that Client-provided materials infringe upon the intellectual property rights of a third party.
10. Governing Law and Dispute Resolution
This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles. Any dispute arising out of this Agreement shall be resolved through binding arbitration in San Francisco, California, under the rules of the American Arbitration Association (AAA).
11. Force Majeure
Zonal Ape shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.
12. Contact and Inquiries
Formal legal notices or inquiries regarding this Master Service Agreement should be directed to:
Zonal Ape LLC
Attn: Legal Department
Address: 101 California St, San Francisco, CA 94111, USA
Email: legal@zonalape.com
By continuing to use our Site or Services, you affirm that you have read and agree to be bound by these Terms. Zonal Ape reserves the right to update these Terms at any time without prior notice.