Terms of Service

1. Acceptance of Terms

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“you” or “User”) and SparkerAI, LLC (“Sparker,” “we,” “us,” or “our”), a Delaware limited liability company, governing your access to and use of the Sparker platform, including the website at sparkerai.com, web application, mobile applications, APIs, and all related services (collectively, the “Service”).

By creating an account, accessing, or using the Service, you confirm that you:

• Are at least 18 years old or the age of majority in your jurisdiction
• Have the legal authority to enter into these Terms on behalf of yourself or the organization you represent
• Have read and agree to these Terms and our Privacy Policy, which is incorporated by reference

If you do not agree to these Terms, you must not access or use the Service.

2. Description of the Service

Sparker is an AI-powered marketing automation platform that helps marketers create, optimize, and analyze marketing campaigns. The Service includes:

• AI Agent Sessions: Interactive sessions with AI agents that generate ad copy, marketing text, images, campaign recommendations, and performance analysis based on your inputs and brand data.
• Brand Management: Tools for defining brand identity, guidelines, assets, and voice.
• Brand Discovery: AI-assisted scanning and analysis of your website and online presence to populate brand profiles.
• Third-Party Integrations: Connections to advertising platforms (Facebook Ads, Google Ads, TikTok Ads, LinkedIn Ads), analytics tools (Google Analytics, Mixpanel, Amplitude), and CRM platforms (HubSpot, Salesforce, Klaviyo) to pull performance data and push optimizations.
• Content Generation: AI-powered generation of ad copy, marketing images, landing page copy, and campaign strategies.
• Multi-Party Collaboration: Shared sessions where multiple team members can participate in AI agent conversations.

Features may be added, modified, or removed at our discretion. We will notify you of material changes that affect your use of the Service.

3. Account Registration & Security

To use the Service, you must create an account by authenticating with Google OAuth. We do not support email/password authentication.

You agree to:

• Provide accurate and complete information during registration
• Maintain the security of your Google account, which controls access to your Sparker account
• Immediately notify us if you become aware of any unauthorized access to your account
• Not share your account with others or create multiple accounts for the same person or organization to circumvent usage limits

You are responsible for all activity that occurs under your account, including actions by team members you invite to your workspace. We reserve the right to suspend or terminate accounts that violate these Terms.

4. Workspaces, Teams & Roles

Sparker operates on a multi-tenant workspace model. When you create or join a workspace (tenant), you are assigned a role that determines your permissions:

• Owner: Full control over the workspace, billing, team members, brands, and all sessions.
• Admin: Can manage team members, brands, agents, and sessions.
• Member: Can create and manage their own brands and sessions.

Workspace Owners are responsible for ensuring all team members comply with these Terms. Invitations to join a workspace constitute authorization for the invited user to access shared workspace data within their role permissions.

5. AI-Generated Content

5.1 How AI Content Is Generated

Sparker uses Anthropic's Claude AI models and Google's Gemini models to generate marketing content based on your inputs, brand data, and contextual information. AI outputs are generated programmatically and are not reviewed by Sparker staff before being presented to you.

5.2 Ownership of Inputs

You retain all rights to the content, data, and materials you provide to the Service (“Your Content”). By using the Service, you grant Sparker a limited, non-exclusive, non-transferable license to process Your Content solely for the purpose of providing the Service to you.

5.3 Ownership of AI Outputs

Subject to these Terms, Sparker assigns to you all rights it holds in AI-generated outputs created during your sessions. However, you should be aware that:

• Under current United States copyright law, purely AI-generated content may not be eligible for copyright protection. The extent of copyright protection depends on the degree of human creative input and authorship.
• AI outputs are non-exclusive. Similar or identical outputs may be generated for other users who provide similar inputs.
• We make no representations or warranties regarding the copyrightability, originality, or non-infringement of AI-generated content.

5.4 Your Responsibility for AI Content

You are solely responsible for reviewing, editing, and approving all AI-generated content before publishing or distributing it. Specifically:

• You must verify AI outputs for accuracy, legality, appropriateness, and compliance with applicable advertising regulations before use.
• AI-generated content may contain errors, inaccuracies, hallucinations, or inappropriate material.
• You must comply with applicable laws regarding disclosure of AI-generated content, including the EU AI Act's transparency obligations (effective August 2026) which may require labeling AI-generated content.
• You must ensure that AI-generated content complies with the advertising policies and terms of service of any platform where you publish it.
• AI outputs do not constitute legal, financial, medical, or professional advice.

5.5 AI Training

We do not use your inputs or outputs to train or fine-tune AI models. Your data is used solely to generate responses within your sessions.

6. Third-Party Platform Integrations

The Service allows you to connect third-party accounts, including advertising platforms, analytics tools, and CRM systems. By connecting these accounts, you:

• Authorize Sparker to access, retrieve, and process data from those platforms on your behalf, within the scope of permissions you grant.
• Represent that you have the authority to connect those accounts and grant access.
• Acknowledge that your use of third-party platforms is governed by their respective terms of service and privacy policies, which are independent of these Terms.
• Understand that third-party platforms may change, limit, or revoke API access at any time, which may affect Sparker's ability to provide certain features.

You can disconnect third-party integrations at any time through your account settings. Disconnection will stop future data syncing but will not retroactively delete data already imported into Sparker.

Sparker is not responsible for any actions taken by third-party platforms in response to your use of the Service, including account suspensions, content removals, or policy enforcement.

7. Subscription Plans, Billing & Payments

7.1 Plans & Pricing

Sparker offers subscription plans (Free, Starter, Professional, and Enterprise) with different feature allocations, session limits, and spending caps. Current pricing is available on our pricing page. All prices are in US Dollars (USD).

7.2 Payment Processing

All payments are processed by Stripe, Inc. By providing payment information, you agree to Stripe's Services Agreement and Privacy Policy. Sparker does not store your full credit card number.

7.3 Auto-Renewal

Paid subscriptions automatically renew at the end of each billing cycle unless you cancel before the renewal date. You can cancel your subscription at any time through your account settings. Upon cancellation, you will retain access to paid features until the end of the current billing period.

7.4 Usage Limits

Each plan includes a set number of AI sessions per billing cycle and a total spending cap. Usage is tracked in real-time, and you will not be able to start new sessions once you reach your plan's limits. Certain tools (image generation, web search, video generation, etc.) have separate usage allocations and may incur per-use charges that count against your spending cap.

7.5 Price Changes

We may change subscription pricing with at least 30 days' advance notice sent to your account email. Price changes take effect at the start of your next billing cycle. If you do not agree with a price change, you may cancel your subscription before the next billing cycle.

7.6 Refunds

Subscription fees are generally non-refundable. However, if you experience a significant service disruption that prevents you from using the Service for a material portion of a billing cycle, you may request a pro-rata credit by contacting support@sparkerai.com. Refund requests are evaluated on a case-by-case basis.

7.7 Taxes

Prices may be exclusive of applicable taxes. You are responsible for any sales, use, VAT, or similar taxes imposed by your jurisdiction. We will collect taxes where legally required.

7.8 Failed Payments

If a payment fails, we will attempt to process it again. If payment continues to fail, your account may be downgraded to the Free plan, and usage counters will be adjusted accordingly.

8. Acceptable Use Policy

You agree not to use the Service to:

• Generate, distribute, or publish content that is illegal, harmful, threatening, abusive, harassing, defamatory, obscene, or otherwise objectionable
• Generate content that infringes on third-party intellectual property rights, including copyrights, trademarks, and rights of publicity
• Create deceptive, misleading, or fraudulent marketing content, including false advertising claims or fake testimonials
• Generate spam, unsolicited bulk communications, or content designed to manipulate search engine rankings
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity
• Violate the terms of service, advertising policies, or community guidelines of any social media platform or ad network you connect to the Service
• Attempt to circumvent usage limits, billing controls, security measures, or access restrictions
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service
• Use the Service to develop a competing product or service
• Resell, sublicense, or redistribute the Service without prior written authorization
• Use the Service for surveillance, unauthorized data collection, or any purpose that violates applicable privacy laws
• Introduce malware, viruses, or other harmful code through the Service
• Use the Service in violation of Anthropic's Acceptable Use Policy or Google's AI usage policies

We reserve the right to investigate and take appropriate action against violations of this policy, including suspending or terminating your account and reporting illegal activity to law enforcement.

9. Intellectual Property

9.1 Sparker Platform

The Service, including its software, code, design, logos, trademarks, documentation, the Spark Framework methodology, and all related intellectual property, is and remains the exclusive property of SparkerAI, LLC. Nothing in these Terms grants you any right, title, or interest in the Service beyond the limited right to use it in accordance with these Terms.

9.2 Your Content

You retain all rights to Your Content (brand data, assets, inputs, and materials you provide). You grant us a limited, non-exclusive, worldwide license to use, process, store, and display Your Content solely for the purpose of providing the Service.

9.3 Feedback

If you provide us with suggestions, ideas, enhancement requests, or other feedback about the Service, you grant us an unrestricted, irrevocable, perpetual, royalty-free license to use and incorporate that feedback in any manner without obligation to you.

10. Disclaimers of Warranties

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND TITLE.

Without limiting the foregoing, Sparker does not warrant that:

• AI-generated content will be accurate, complete, original, non-infringing, or suitable for any particular purpose
• The Service will be uninterrupted, error-free, or free of harmful components
• Third-party platform integrations will function continuously or without disruption
• Results obtained through the Service will meet your expectations or requirements
• AI-generated content will comply with the advertising policies of any specific platform or jurisdiction

You acknowledge that AI technology has inherent limitations and may produce unexpected, inaccurate, or inappropriate results.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SPARKERAI, LLC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR ANTICIPATED SAVINGS, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE TOTAL AMOUNT YOU PAID TO SPARKER IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED US DOLLARS ($100), WHICHEVER IS GREATER.

Without limiting the above, Sparker is specifically not liable for:

• Consequences of publishing AI-generated content that is inaccurate, misleading, or violates third-party rights
• Actions taken by social media platforms, ad networks, or other third parties in response to your content or account activity
• Loss of data resulting from third-party platform API changes, outages, or access revocations
• Campaign performance outcomes or business results from AI-generated recommendations

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability is limited to the maximum extent permitted by law. Nothing in these Terms excludes or limits liability for fraud, gross negligence, or death or personal injury caused by our negligence.

12. Indemnification

You agree to indemnify, defend, and hold harmless SparkerAI, LLC and its officers, directors, employees, agents, and affiliates from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your use of the Service or any content you publish through or using the Service
• Your violation of these Terms
• Your violation of any third-party rights, including intellectual property rights, privacy rights, or advertising regulations
• Your violation of the terms of service of any connected third-party platform
• Misuse of AI-generated content, including publishing content without adequate review
• Your violation of any applicable law or regulation

13. Dispute Resolution

13.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

13.2 Informal Resolution

Before initiating any formal dispute resolution, you agree to contact us at support@sparkerai.com and attempt to resolve the dispute informally for at least thirty (30) days.

13.3 Binding Arbitration

If informal resolution fails, any dispute, controversy, or claim arising out of or relating to these Terms or the Service shall be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in Wilmington, Delaware, or remotely by mutual agreement. The arbitrator's award shall be final and binding. Judgment on the award may be entered in any court of competent jurisdiction.

13.4 Class Action Waiver

YOU AND SPARKER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. Unless both you and Sparker agree otherwise, the arbitrator may not consolidate more than one person's claims.

13.5 Small Claims Exception

Notwithstanding the above, either party may bring an individual action in small claims court for disputes within that court's jurisdictional limits.

13.6 EU Users

If you are a consumer in the European Union, mandatory consumer protection laws of your country of residence may apply regardless of the governing law clause above. Nothing in these Terms limits your rights under such mandatory provisions, including your right to bring claims before the courts of your country of residence.

14. Termination

14.1 By You

You may terminate your account at any time by contacting us at support@sparkerai.com or through your account settings. If you are on a paid plan, termination takes effect at the end of the current billing period. No prorated refunds are provided for partial billing periods.

14.2 By Sparker

We may suspend or terminate your access to the Service at any time if:

• You violate these Terms or our Acceptable Use Policy
• Your payment fails and is not resolved within a reasonable period
• We are required to do so by law or legal process
• We reasonably believe your account poses a security risk or threatens the integrity of the Service

Where possible, we will provide reasonable notice before termination, except in cases of severe violations or legal requirements.

14.3 Effect of Termination

Upon termination:

• Your right to access the Service immediately ceases (or at the end of the billing period for voluntary termination)
• You will have 30 days after account termination to request an export of your data by contacting us at support@sparkerai.com
• After the 30-day export window, your data will be deleted in accordance with our Privacy Policy
• All connected third-party platform integrations will be disconnected
• The following sections survive termination: Intellectual Property (Section 9), Disclaimers (Section 10), Limitation of Liability (Section 11), Indemnification (Section 12), Dispute Resolution (Section 13), and any accrued payment obligations

15. Modifications to These Terms

We may revise these Terms at any time. When we make material changes, we will:

• Update the “Last updated” date at the top of this page
• Notify you at least 30 days in advance by email or through a prominent notice in the Service

Your continued use of the Service after the revised Terms take effect constitutes acceptance of the changes. If you do not agree with the revised Terms, you must stop using the Service and terminate your account before the changes take effect.

16. Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms due to events beyond its reasonable control, including but not limited to: natural disasters, pandemics, acts of war or terrorism, government actions or orders, internet or telecommunications infrastructure failures, power outages, third-party service outages (including AI provider or social media platform outages), cyberattacks, or labor disputes.

17. General Provisions

17.1 Entire Agreement

These Terms, together with the Privacy Policy, constitute the entire agreement between you and Sparker regarding the Service and supersede all prior agreements and understandings.

17.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

17.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. Any waiver must be in writing and signed by Sparker to be effective.

17.4 Assignment

You may not assign or transfer these Terms or your rights under them without our prior written consent. Sparker may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets.

17.5 Notices

Notices to you will be sent to the email address associated with your account. Notices to Sparker should be sent to support@sparkerai.com.

17.6 Relationship of Parties

Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and Sparker. You and Sparker are independent contractors.

18. Contact Information

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

• Email: support@sparkerai.com
• Mailing address: SparkerAI, LLC, 1111B S Governors Ave STE 97763, Dover, DE 19904, US