Terms & Conditions

1. Definitions and Interpretation

1.1 Key Definitions

For the purposes of these Terms and Conditions:

• “Agreement” means these Terms and Conditions, together with our Privacy Policy and any other documents expressly incorporated by reference herein.
• “Services” means all products, offerings, and services provided by Lunere Digital, including but not limited to: website design and development (WaaS - Website as a Service), search engine optimization (SEO), digital marketing and advertising, AI-powered tools and integrations, client portals, landing pages, forms, SMS messaging, email marketing, and any related consulting or support services.
• “Customer”(also referred to as “you” or “your”) means any individual, business, or legal entity that accesses, uses, or purchases our Services, whether directly or through an authorized representative.
• “Content” means all text, images, graphics, logos, videos, audio, data, software, code, designs, and other materials created, provided, or delivered by Lunere Digital in connection with the Services.
• “Intellectual Property”(or “IP”) means all copyrights, trademarks, service marks, trade names, patents, trade secrets, know-how, proprietary rights, and any other intellectual property rights recognized in any jurisdiction, whether registered or unregistered, held by or licensed to Lunere Digital.
• “Effective Date” means the date on which you first access or use any of our Services, or the date on which you agree to these Terms, whichever occurs first.
• “Personal Data” has the meaning given to it in our Privacy Policy and includes any information relating to an identified or identifiable natural person.

1.2 Interpretation

In these Terms, unless the context otherwise requires: words in the singular include the plural and vice versa; a reference to a statute or statutory provision includes any subordinate legislation made under it and any modification or re-enactment of it; headings are for convenience only and do not affect interpretation; the words “including”, “include”, and “in particular” are not words of limitation and shall be construed as if followed by the phrase “without limitation”; and a reference to “writing” or “written” includes email and other electronic communications.

2. SMS Messaging Terms

2.1 Enrollment and Opt-In

By providing your mobile phone number and opting in to receive SMS messages from Lunere Digital, you expressly consent to receive recurring automated text messages from us at the mobile number you provided. Your consent is voluntary and is not a condition of any purchase. You may opt in through our website forms, text-to-join keywords, or other clearly disclosed opt-in mechanisms.

2.2 Disclosures

At the time of opt-in, you will be clearly informed of:

• The identity of the organization sending the messages (Lunere Digital)
• That you are consenting to receive recurring automated SMS/MMS messages
• That message and data rates may apply
• The approximate frequency of messages
• Instructions for opting out (reply STOP) and getting help (reply HELP)
• Links to our Privacy Policy and these Terms and Conditions

2.3 Types of SMS Messages

We may send the following categories of SMS messages:

• Transactional: Service confirmations, appointment reminders, account notifications, delivery updates, and other messages directly related to your use of our Services.
• Marketing: Promotional offers, discounts, new service announcements, event invitations, and other commercial communications (sent only with your explicit prior consent).

2.4 Time-of-Day Restrictions

Marketing SMS messages will only be sent between 8:00 AM and 9:00 PM in the recipient's local time zone, in compliance with TCPA regulations and CTIA guidelines. Transactional messages related to time-sensitive service matters may be sent outside these hours.

2.5 Do-Not-Call (DNC) Compliance

We maintain an internal Do-Not-Call list and scrub our contact lists against the National Do-Not-Call Registry and applicable state DNC lists before sending marketing communications. Numbers appearing on these lists will not receive marketing SMS messages from us.

2.6 One-to-One Consent

Your consent is specific to Lunere Digital and the message campaign or program described at the time of opt-in. We do not share your consent with, or obtain consent on behalf of, any third party. We do not bundle consent across unrelated messaging programs. Your mobile phone number and SMS opt-in data will not be shared with or sold to third parties or affiliates for their own marketing or promotional purposes.

2.7 Opt-Out

You may opt out of receiving SMS messages at any time by replying STOP to any message you receive. You may also text HELP for assistance, or contact us directly at luis.johnson@luneredigital.com. Upon receiving your opt-out request, we will send a single confirmation message and remove you from our messaging list. Opting out of SMS does not affect other services.

2.8 Record Retention

We retain records of SMS consent, including the timestamp, source of opt-in, the exact language displayed at opt-in, and the phone number, for a minimum of 5 years from the date consent was obtained, in compliance with TCPA, CTIA, and carrier requirements.

2.9 Content Restrictions

Our SMS messages will not contain:

• SHAFT content (Sex, Hate, Alcohol, Firearms, Tobacco)
• Illegal cannabis-related content
• Misleading, deceptive, or fraudulent claims
• Phishing links or malicious URLs
• Content that violates carrier acceptable use policies

2.10 Carrier Registration

Lunere Digital registers its messaging campaigns with The Campaign Registry (TCR) and complies with all carrier registration and vetting requirements. We maintain proper 10DLC (10-Digit Long Code) registration for all SMS campaigns sent within the United States.

Message and data rates may apply. Message frequency varies.

3. Limitation of Liability

3.1 “As-Is” Disclaimer

The Services are provided on an “AS-IS” and “AS AVAILABLE” basis, without warranties of any kind, either express or implied. To the fullest extent permitted by applicable law, Lunere Digital disclaims all warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties arising out of course of dealing or usage of trade. We do not warrant that the Services will be uninterrupted, error-free, secure, or free from viruses or other harmful components.

3.2 Financial Cap

To the maximum extent permitted by applicable law, in no event shall Lunere Digital, its directors, employees, partners, agents, suppliers, or affiliates be liable for any indirect, incidental, special, consequential, or punitive damages, including without limitation loss of profits, data, use, goodwill, or other intangible losses, resulting from your access to or use of (or inability to access or use) the Services. In any event, our total aggregate liability to you for all claims arising out of or relating to these Terms or the Services shall not exceed one hundred US dollars ($100.00).

3.3 Medical Disclaimer

Lunere Digital is not a medical, dental, legal, financial, or other licensed professional services provider. Any content or services we create for clients in regulated industries (including but not limited to healthcare, dental, legal, and financial services) is provided for informational and marketing purposes only and does not constitute professional advice. Clients in regulated industries are solely responsible for ensuring that all content complies with applicable industry regulations, licensing requirements, and professional standards.

3.4 SMS Liability

Lunere Digital is not liable for any delays, failures, or errors in the delivery of SMS messages caused by carrier networks, technical issues, device incompatibility, or other factors outside our reasonable control. We are not responsible for any charges you may incur from your mobile carrier for receiving SMS messages. Standard message and data rates from your carrier may apply.

3.5 Data Security

While we implement commercially reasonable technical and organizational security measures to protect your data, we cannot guarantee absolute security. You acknowledge that no method of electronic transmission or storage is completely secure, and you assume the risk of any data breach or unauthorized access to the extent permitted by law.

4. Intellectual Property Rights

All Content, materials, designs, code, graphics, logos, trademarks, and other intellectual property created by or on behalf of Lunere Digital remain the exclusive property of Lunere Digital unless expressly agreed otherwise in a separate written agreement. This includes, without limitation, all website designs, custom code, templates, frameworks, AI tools, marketing materials, and creative assets developed during the course of providing our Services.

License

Subject to your compliance with these Terms and timely payment of all applicable fees, Lunere Digital grants you a limited, non-exclusive, non-transferable, revocable license to use the Content and deliverables solely for your internal business purposes and only for the duration of your active service agreement. This license does not constitute a transfer of ownership.

Restrictions

You may not, without our prior written consent:

• Copy, modify, distribute, sell, lease, or sublicense any Content or deliverables
• Reverse engineer, decompile, or disassemble any software, code, or technology provided as part of the Services
• Remove or alter any copyright, trademark, or other proprietary notices
• Use our intellectual property to create derivative works or competing products
• Transfer access to the Content or deliverables to any third party

Upon termination of your service agreement for any reason, the license granted herein shall immediately terminate, and you must cease all use of Lunere Digital's intellectual property. We reserve the right to disable access to all digital assets, including websites, portals, and tools, upon termination.

5. User Accounts and Responsibilities

When you create an account with us or are provided access to our client portal or other tools, you are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to:

• Provide accurate, current, and complete information when creating your account or submitting forms
• Keep your login credentials secure and not share them with unauthorized individuals
• Notify us immediately of any unauthorized access to or use of your account
• Ensure that all users accessing the Services through your account comply with these Terms
• Be solely responsible for all content you submit, upload, or transmit through the Services

We reserve the right to suspend or terminate your account if we reasonably believe that your account has been compromised, is being used in violation of these Terms, or poses a security risk.

6. Restrictions and Prohibited Use

You agree not to use the Services to:

• Violate any applicable local, state, national, or international law or regulation
• Infringe upon or violate the intellectual property rights or privacy rights of others
• Transmit any material that is defamatory, obscene, threatening, abusive, or otherwise objectionable
• Upload or transmit viruses, malware, or other harmful code
• Interfere with or disrupt the integrity or performance of the Services
• Attempt to gain unauthorized access to any part of the Services, other accounts, computer systems, or networks
• Use the Services for any fraudulent, misleading, or deceptive purpose
• Scrape, data mine, or use automated tools to extract data from our Services without permission
• Resell, redistribute, or provide access to the Services to any third party without our written consent
• Use the Services to send unsolicited or unauthorized advertising, spam, or promotional materials

We reserve the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates these restrictions, including without limitation removing offending content, suspending or terminating accounts, and reporting violations to law enforcement authorities.

7. Term and Termination

These Terms shall remain in full force and effect while you use or access our Services. We may terminate or suspend your access to the Services immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms.

For subscription-based services (including WaaS), your service will continue for the duration of your active subscription period. You may cancel your subscription at any time; however, cancellation will take effect at the end of the current billing period. No refunds will be issued for partial periods.

Upon termination of your account or service agreement:

• Your right to access and use the Services will immediately cease
• We may disable access to all digital assets, including your website, client portal, and related tools
• All licenses granted to you under these Terms will immediately terminate
• You remain liable for any outstanding fees or charges incurred prior to termination
• Sections of these Terms that by their nature should survive termination shall survive, including Intellectual Property, Limitation of Liability, Indemnification, Governing Law, and Dispute Resolution

8. Indemnification

You agree to defend, indemnify, and hold harmless Lunere Digital and its officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:

• Your violation of these Terms
• Your use of the Services
• Your violation of any rights of a third party, including intellectual property rights
• Any content you submit, post, or transmit through the Services
• Your violation of any applicable law or regulation
• Any misrepresentation made by you

This indemnification obligation will survive the termination of these Terms and your use of the Services.

9. Governing Law

These Terms shall be governed by and construed in accordance with the laws of Weiden in der Oberpfalz, Bavaria, Germany, without regard to its conflict of law provisions. Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms or the breach, termination, or invalidity thereof shall be settled by binding arbitration. The arbitration shall be conducted in Weiden in der Oberpfalz, Bavaria, Germany, unless otherwise mutually agreed upon in writing. The decision of the arbitrator shall be final and binding upon both parties and may be entered as a judgment in any court of competent jurisdiction.

Jury Waiver

To the fullest extent permitted by applicable law, you and Lunere Digital each waive the right to a jury trial for any claim or dispute arising under or in connection with these Terms. This waiver applies to all claims, whether based in contract, tort, statute, or any other legal theory.

10. Dispute Resolution and Class Action Waiver

You and Lunere Digital agree that any dispute arising out of or relating to these Terms or the Services shall be resolved on an individual basis. You agree to waive your right to participate in a class action lawsuit, class-wide arbitration, or any other representative proceeding.

Before initiating any formal dispute resolution proceeding, you agree to first contact us at luis.johnson@luneredigital.com and attempt to resolve the dispute informally for a period of at least 30 days. If the dispute cannot be resolved informally, it shall be submitted to binding arbitration as described in Section 9.

This class action waiver is an essential part of our agreement to arbitrate and may not be severed from it. If this class action waiver is found to be unenforceable, then the entirety of the arbitration agreement shall be null and void, and the dispute shall be resolved in the courts specified in Section 9.

11. Payment, Billing, and Refunds

By purchasing our Services, you agree to pay all applicable fees as described at the time of purchase. All fees are quoted in US dollars unless otherwise specified.

• Setup Fees: One-time setup fees are due upon commencement of services and are non-refundable.
• Recurring Fees: Monthly or annual subscription fees (including WaaS retainers) are billed in advance on the applicable billing date and are non-refundable.
• Payment Processing: All payments are processed securely through Stripe. You authorize us to charge the payment method on file for all applicable fees.
• Late Payments: If payment is not received within 7 days of the due date, we reserve the right to suspend your services until payment is received. Continued non-payment may result in termination of services.
• No Refund Policy: All payments, including setup fees and monthly retainers, are non-refundable due to the immediate allocation of resources, labor, and AI API costs incurred upon commencement of services. No partial refunds will be issued for unused portions of any billing period.
• Price Changes: We reserve the right to modify our pricing at any time. We will provide at least 30 days' notice before any price increase takes effect. Continued use of the Services after a price change constitutes your acceptance of the new pricing.

12. Privacy and Data Protection

Your use of the Services is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy at luneredigital.com/privacy-policy to understand our practices regarding the collection, use, and disclosure of your personal information.

By using our Services, you consent to the collection and use of your information as described in our Privacy Policy.

HIPAA Compliance for Healthcare Clients

If you are a healthcare provider or business associate subject to the Health Insurance Portability and Accountability Act (HIPAA), you acknowledge that Lunere Digital is not a HIPAA-covered entity or business associate unless a separate Business Associate Agreement (BAA) has been executed between us. It is your sole responsibility to ensure that any content, data, or communications transmitted through our Services comply with HIPAA and all other applicable healthcare regulations. You agree not to transmit Protected Health Information (PHI) through our Services unless a BAA is in place.

13. Modifications to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

We will notify you of changes by posting the updated Terms on our website and updating the “Last Updated” date. We may also send you an email notification or display a prominent notice on our Service.

By continuing to access or use our Services after those revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new Terms, in whole or in part, please stop using the website and the Services.

14. Miscellaneous

Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices or agreements published by us on the Services, constitute the entire agreement between you and Lunere Digital concerning the Services and supersede all prior agreements, communications, and proposals, whether oral or written.

Severability

If any provision of these Terms is held to be unenforceable or invalid by a court of competent jurisdiction, such provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions will continue in full force and effect.

Waiver

No waiver of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition. Our failure to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

Assignment

You may not assign or transfer these Terms, or any rights or obligations hereunder, without our prior written consent. We may assign these Terms or delegate any of our obligations without restriction and without notice to you.

Relationship of the Parties

Nothing in these Terms shall be construed to create a partnership, joint venture, employment, or agency relationship between you and Lunere Digital. Neither party has the authority to bind the other or to incur any obligation on behalf of the other.

Third-Party Rights

These Terms do not confer any rights on any person or party other than the parties to these Terms and, where applicable, their successors and permitted assigns.

Notices

All notices required or permitted under these Terms shall be in writing and shall be delivered by email to: (a) if to Lunere Digital, at luis.johnson@luneredigital.com; (b) if to you, at the email address associated with your account. Notices shall be deemed received upon transmission if sent by email during normal business hours.

TCPA Rights

Nothing in these Terms shall be construed to waive, limit, or otherwise affect any rights you may have under the Telephone Consumer Protection Act (TCPA), including your right to revoke consent to receive automated calls or text messages at any time through any reasonable means.

15. Contact Information

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

• By email: luis.johnson@luneredigital.com
• By visiting our website: luneredigital.com

Address: Fliederstr. 10A, Weiden i. d. Opf., 92637, Germany

16. Acknowledgment and Consent

By accessing or using any of our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions and our Privacy Policy. If you are entering into these Terms 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, in which case the terms “you” and “your” shall refer to such entity and its affiliates.

If you do not agree with any part of these Terms, you must immediately discontinue your use of our Services. Your continued use of the Services following the posting of any changes to these Terms constitutes your acceptance of those changes.

By using our Services, you confirm that you are at least 18 years of age and have the legal capacity to enter into this Agreement.