This Terms of Service Agreement (the "Agreement") is entered into by and between Brooks Media Ltd. (referred to as "we," "us," or "our") and you (referred to as "you" or "your") as a user of our services. By accessing or using any of our services, you acknowledge that you have read, understood, and agreed to be bound by the terms and conditions set forth in this Agreement. If you do not agree with any of these terms, you should not use our services.

1. Services Provided — Brooks Media Ltd. provides various services, including but not limited to content creation, media production, and marketing consultation (collectively referred to as the "Services"). These Services may be subject to additional terms and conditions, which will be provided to you separately when applicable.

2. Refunds — By using our Services, you acknowledge and agree that Brooks Media Ltd. does not provide refunds for any reason unless expressly stated otherwise in a separate agreement or required by applicable law. Once payment has been made for any of our Services, it is considered final and non-refundable.

3. Payment — Payment for our Services is required in accordance with the agreed-upon terms and pricing. You agree to pay all fees and charges associated with the Services as outlined in the payment agreement or invoice provided to you. The client must pay in full before receiving the content or any deliverables related to the Services. Failure to make timely payments may result in the suspension or termination of the Services.

4. Intellectual Property — All intellectual property rights associated with the Services provided by Brooks Media Ltd., including but not limited to copyrights, trademarks, trade secrets, and patents, shall remain the sole property of Brooks Media Ltd. or its licensors. You agree not to reproduce, distribute, modify, or create derivative works of any content or materials provided by us without prior written consent.

5. Disclaimer of Warranties — Brooks Media Ltd. provides the Services on an "as-is" and "as available" basis. We do not make any warranties, express or implied, regarding the Services, including but not limited to the accuracy, reliability, or suitability for a particular purpose. We do not warrant that the Services will be uninterrupted, error-free, or free of viruses or other harmful components.

6. Limitation of Liability — To the maximum extent permitted by applicable law, Brooks Media Ltd., its affiliates, directors, employees, agents, and partners shall not be liable for any indirect, incidental, special, or consequential damages arising out of or in connection with the use of our Services, regardless of the cause of action, whether in contract, tort, or otherwise.

7. Indemnification — You agree to indemnify, defend, and hold harmless Brooks Media Ltd., its affiliates, directors, employees, agents, and partners from any claims, damages, losses, liabilities, costs, or expenses (including reasonable attorneys' fees) arising out of or related to your use of our Services or any violation of this Agreement.

8. Modification of Terms — Brooks Media Ltd. reserves the right to modify, amend, or update the terms and conditions of this Agreement at any time without prior notice. The updated Agreement will be effective upon posting on our website or notifying you through other reasonable means. Your continued use of our Services after any such modifications constitutes your acceptance of the revised terms.

9. Governing Law and Jurisdiction — This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction where Brooks Media Ltd. is located in Ontario, Canada. Any disputes arising out of or relating to this Agreement shall be subject to the exclusive jurisdiction of the courts in that jurisdiction.

10. Limitation of Liability and Waiver of Claims — By using our Services, you acknowledge and agree that Brooks Media Ltd. shall not be liable for any dissatisfaction or disappointment arising from the use of our products or Services. To the maximum extent permitted by applicable law, you waive any claims, demands, or causes of action against Brooks Media Ltd., its affiliates, directors, employees, agents, and partners, and agree not to initiate any legal proceedings or litigation against them in relation to any dissatisfaction with the product or Services provided.

11. Entire Agreement — This Agreement constitutes the entire agreement between you and Brooks Media Ltd. regarding the subject matter hereof and supersedes all prior or contemporaneous agreements, understandings, and representations, whether written or oral.

By using our Services, you acknowledge that you have read, understood, and agreed to be bound by the terms and conditions set forth in this Agreement.