Terms of Service

Last updated February 3, 2026

The latest update to this Terms of Service includes the following changes:

  • New language to reflect a change in our business model.
  • Added sub-section headers in bold for clarity.
  • Deprecated the use of the term "Works" in favor of more descriptive terms in line with this new credits-based model.

1. Agreement Terms

Last updated 2026.01

  1. Acceptance of Agreement
    1. This Terms of Service Agreement (the "Agreement") constitutes a legally binding agreement between Floresta Creative LLC, a limited liability company organized under the laws of the State of Colorado ("Floresta"), and the client ("Client"). This Agreement governs the Client’s access to and use of Floresta’s creative services ("Services"), including final creative outputs produced in response to accepted Service requests (“Deliverables”), and Floresta's credit-based system, plans, pricing structures, and any related rules, policies, or offerings.
    2. By making any payment to Floresta, the Client acknowledges, understands, and agrees to be bound by this Agreement. If the Client is an organization, the individual accepting this Agreement represents and warrants that they have the authority to bind the organization to this Agreement.
    3. Any payment to Floresta serves as explicit acceptance of this Agreement, and no separate signed contract is required for it to be legally enforceable. If the Client does not agree to this Agreement, they should not proceed with payment or engage Floresta’s Services.
  2. Amendment & Modification of the Agreement
    1. Floresta reserves the right to update or modify this Agreement at any time. The most current version of this Agreement will always be available on Floresta’s website.
    2. Unless otherwise stated, any updates or modifications apply prospectively only and do not retroactively alter Credits already purchased, active plans, or pricing that has been expressly locked in under this Agreement.
    3. The Client’s continued engagement with Floresta, including making additional payments after an updated version of this Agreement becomes effective, constitutes acceptance of the revised Agreement as it applies to transactions occurring after such effective date.

2. Floresta Platform

Last updated 2026.01

  1. Business Model: Floresta operates on a credit-based model for providing Services. "Credits" are non-monetary units that Clients purchase and use to request eligible Services from Floresta.
    1. Credits have no cash value, are not legal tender, are not stored value, and may not be transferred, sold, refunded, or exchanged.
  2. Purchasing Credits: Credits may be purchased individually or as part of predefined Credit packs ("Packs"). Upon successful payment, purchased Credits are added to the Client’s account balance and may be used in accordance with this Agreement.
  3. Partnerships: Floresta also offers recurring plans ("Partnerships"), under which Clients receive a recurring monthly allocation of Credits at a locked-in price.
    1. Partnerships require a minimum two (2) month commitment. Early cancellation does not result in refunds or waived fees.
    2. Partnerships are retainers for Services and do not create any employment relationship, joint venture, fiduciary duty, or exclusivity unless expressly agreed in writing.
    3. Clients enrolled in a Partnership are referred to as "Partners".‍
  4. Using Credits: Credits may only be used to request Services offered and accepted by Floresta. Credits do not guarantee availability, delivery timelines, priority, or acceptance of any particular request.
    1. No Client, including Partners, may spend more than sixty (60) Credits within a single calendar month, regardless of available Credit balance.

3. Client Rules

Last updated 2026.02

  1. Non-Partner Clients
    1. Purchase Limits: Non-Partner Clients may purchase no more than one (1) Pack per calendar month.‍
    2. Credit Rollover: Unused Credits roll over from one calendar month to the next. Beginning with the first full calendar month following a credit purchase, no more than ten (10) unused Credits may roll over into any subsequent calendar month. Any unused Credits above this amount will lapse at the end of the applicable calendar month.‍
    3. Inactivity Lapse: Any remaining unused Credits will lapse in full if the Client does not spend or purchase Credits for a continuous period of four (4) months. Communication, planning, or expressions of intent do not constitute activity.
  2. Partner Clients
    1. ‍Monthly Credit Allocation: Partners receive a recurring monthly allocation of Credits based on their selected Partnership tier, billed on a monthly basis. Pricing for a Partner’s tier and any higher tiers is locked in at the time the Partnership begins, unless otherwise stated in writing.
    2. Credit Rollover: Unused Credits roll over from one calendar month to the next. A Partner’s total Credit balance may not exceed one hundred forty percent (140%) of the Partner’s monthly Credit allocation. Any Credits exceeding this amount will lapse at the end of the applicable billing cycle.‍
    3. Pausing: Partners may pause their Partnership for an upcoming billing cycle by providing advance notice before the start of that cycle.
      1. During a paused cycle, no payment is due and no new Credits are allocated. Existing Credits remain available. Paused billing cycles do not count toward inactivity for purposes of Credit lapse.
      2. A Partnership may be paused no more than three (3) times per calendar year. Pauses may not be initiated mid-cycle and may not be chained consecutively.
      3. The first month of a Partnership may not be paused.
    4. Boosting: Partners may boost an upcoming billing cycle to a higher tier by paying the difference between tiers.
      1. Boosts apply to a single billing cycle only and automatically revert to the original tier in the following cycle.
      2. A Partnership may be boosted no more than four (4) times per calendar year. Boosts may not be initiated mid-cycle and may not be chained consecutively.
      3. The first month of a Partnership may not be boosted.‍
    5. Upgrading and Downgrading: Partners may upgrade or downgrade their Partnership, effective at the start of the next billing cycle.
      1. Partners may upgrade to any higher tier. Upgrades enter the higher tier at the Partner’s locked-in pricing.
      2. Partners may downgrade to any lower tier. Downgrades enter the lower tier at the current publicly listed rate, which then becomes locked in for that tier and any higher tiers.
    6. Cancellation of a Partnership stops future billing and Credit allocations. Any remaining Credits may be used in accordance with this Agreement, including applicable usage limits, but are non-refundable and remain subject to applicable rollover and inactivity rules.

4. Payment

Last updated 2026.01

  1. Credit Purchases: Clients may purchase Credits individually, as Packs, or through a Partnership. All Credit purchases are prepaid, must be paid in full at the time of purchase, and are added to the Client’s account only after successful payment.
  2. Recurring Billing: Partnerships are billed on a recurring basis according to the selected tier. By enrolling in a Partnership, the Client authorizes Floresta to automatically charge the applicable recurring fee at the start of each billing cycle.
    1. Pauses, boosts, upgrades, and downgrades affect billing only as expressly described in this Agreement and do not create refunds or credits unless explicitly stated in writing.
  3. Refunds: All payments made to Floresta are non-refundable, including payments for unused Credits, whether purchased individually, as part of a Pack, or through a Partnership, except where required by applicable law.
    1. Unused Credits do not constitute a refundable balance, deposit, or stored value.
  4. Payment Reversal and Disputes: If a payment is reversed or disputed, Floresta reserves the right to suspend access to Credits, pause work requests, or terminate the Client’s access to the Services until payment is successfully resolved.
    1. Floresta may recover any Credits used or Services requested in connection with a disputed or reversed payment.
  5. Pricing Changes: Floresta reserves the right to modify Credit pricing, Pack sizes and pricing, and Partnership sizes and pricing on a prospective basis, subject to the limitations set forth in this Agreement regarding existing Credits and locked-in pricing.
    1. Floresta also reserves the right to modify, on a prospective basis, the number of Credits required for specific Services, provided that such changes do not retroactively affect work already completed or work that has been expressly agreed to in writing and is currently in progress.
  6. Accepted Payment Methods: Floresta does not accept payment via checks, cash, or peer-to-peer payment services such as Venmo or Zelle.

5. Services & Exclusions

Last updated 2026.01

  1. Services: Services may include, but are not limited to, graphic design, branding, web design and development, and related creative work offered by Floresta.
    1. All Services are requested using Credits and are subject to availability, feasibility, and acceptance by Floresta. Floresta may clarify, scope, or decline Service requests at its discretion.
    2. Any estimates regarding timing or delivery of Deliverables are good-faith estimates only and are not guarantees.
  2. Scope Clarification: The specific details, requirements, or parameters of a Service may be clarified through written communication, including email or proposals. Such clarifications are intended to describe how Credits will be applied to a request and do not constitute a separate contract unless expressly stated in writing.
    1. This Agreement does not obligate Floresta to provide future Services beyond those requested and accepted.
  3. Exclusions: Unless otherwise expressly agreed to in writing, Floresta is not responsible for:
    1. Providing working files or source documents, including but not limited to layered .PSD files, layered .AI files, Figma files, or editable prototypes.
    2. Services outside Floresta’s core expertise or that would materially exceed the reasonable scope of a request, including but not limited to custom detailed illustration, photography, or videography.
    3. Purchasing or managing domain names, hosting services, or third-party accounts on the Client’s behalf.
    4. Costs or fees associated with third-party tools, software, fonts, hosting, plugins, integrations, or other external services, which remain the Client’s responsibility.

6. Responsibilities

Last updated 2026.01

  1. Floresta Responsibilities: Floresta agrees to the following responsibilities in connection with the Services:
    1. Floresta will obtain the Client’s approval before making any Client-related content publicly available. This includes, but is not limited to, publishing content, sending communications on the Client’s behalf, or posting to Client-controlled platforms.
    2. Floresta will obtain the Client’s approval before incurring or billing for any additional expenses related to a Service request.
    3. Floresta will communicate with the Client in good faith regarding the progress of Service requests and will address reasonable questions or concerns raised by the Client.
    4. Floresta will, to the best of their ability, deliver Services in a professional manner that meets the agreed-upon quality standards and specifications of the accepted request.
    5. Floresta will comply with applicable laws and regulations in the performance of the Services.
  1. Client Responsibilities: The Client, whether a Partner or non-Partner, agrees to the following responsibilities in connection with the Services:
    1. The Client will maintain a sufficient Credit balance to request Services and will make all required payments in accordance with this Agreement.
    2. The Client will provide accurate, complete, and timely information, materials, and access reasonably necessary for Floresta to perform accepted Service requests. This may include account access, assets, data, or other relevant materials.
    3. The Client represents and warrants that they have the right to use and provide all materials supplied to Floresta and that such materials do not infringe the rights of any third party.
    4. The Client will review deliverables and provide feedback within five (5) business days of delivery, unless otherwise agreed in writing.
    5. If additional time is required to provide feedback, the Client must notify Floresta in writing within two (2) business days of delivery and provide a revised feedback deadline.
    6. The Client will notify Floresta in writing when all feedback has been provided. Floresta is not obligated to consider feedback submitted after such notice.

7. Ownership & Rights

Last updated 2026.01

  1. Ownership Transfer: Ownership of any Deliverables created by Floresta transfers to the Client upon valid use of Credits in accordance with this Agreement. Until ownership transfers, all Deliverables, concepts, designs, and materials remain the exclusive property of Floresta.
  2. Preliminary & Unused Materials: Any preliminary work, drafts, concepts, sketches, or materials created but not delivered as final Deliverables are provided for evaluation purposes only and may not be used, reproduced, modified, or distributed without Floresta’s prior written consent.
    1. Unused Credits do not confer ownership or rights to any materials.
  3. Effect of Cancellation or Termination: If a Client cancels a Partnership or if this Agreement is terminated for any reason, ownership of Deliverables created prior to such cancellation or termination transfers only to the extent that the associated Credits have been validly used and paid for in full.
    1. No ownership or usage rights are granted for Deliverables associated with reversed or disputed payments.
  4. Third-Party Materials: Deliverables may incorporate third-party materials, including fonts, stock assets, software, or licenses, which may be subject to separate terms. The Client is responsible for obtaining and maintaining any required third-party licenses unless expressly agreed otherwise in writing.
    1. Floresta is not responsible for third-party licensing compliance beyond what is expressly stated in writing.
  5. Portfolio and Attribution Rights: Unless otherwise agreed in writing, Floresta retains the right to display Deliverables in its portfolio, website, social media, marketing materials, and professional case studies for promotional purposes.
    1. Unless otherwise agreed in writing, Floresta may include a discreet attribution (e.g., “Designed by Floresta Creative”) within Deliverables where reasonably appropriate. The Client may request reasonable adjustments to the placement or presentation of such attribution.
    2. Removal of attribution does not waive Floresta’s moral rights, right to be identified as the creator of the Deliverables, or the right to object to any distortion, modification, or derogatory treatment of the Deliverables that could harm Floresta’s reputation.

8. Termination

Last updated 2026.01

  1. Termination by the Client: Clients may discontinue use of the Services at any time in accordance with the applicable cancellation provisions of this Agreement.
  2. Termination by Floresta: Floresta may suspend access to Credits, pause Service requests, or terminate this Agreement immediately if the Client:
    1. Fails to comply with this Agreement, including misuse of Credits or Services;
    2. Engages in fraudulent, unlawful, abusive, or unethical behavior;
    3. Initiates or causes a chargeback, payment reversal, or disputed payment that is not promptly resolved;
    4. Interferes with Floresta’s ability to provide Services or materially disrupts operations.
  3. Effect of Termination: Upon termination of this Agreement for any reason:
    1. The Client’s access to Credits and Services may be suspended or terminated immediately.
    2. Any unused Credits are forfeited and are non-refundable.
    3. Ownership and usage rights to Deliverables are governed by Section 7 (Ownership & Rights).
    4. Any provisions that by their nature should survive termination, including but not limited to ownership, confidentiality, limitation of liability, and dispute resolution, shall remain in effect.
  4. No Waiver of Rights: Termination of this Agreement does not waive Floresta’s right to pursue any other remedies available under this Agreement or applicable law.

9. Limitation of Liability & Indemnification

Last updated 2026.01

  1. Limitation of Liability: To the fullest extent permitted by law, Floresta shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, revenue, data, or business opportunities, arising out of or related to the Services, Deliverables, Credits, or this Agreement, even if advised of the possibility of such damages.
    1. Floresta’s total cumulative liability arising out of or relating to this Agreement, whether in contract, tort, or otherwise, shall not exceed the total amount paid by the Client to Floresta in the six (6) months preceding the event giving rise to the claim.
    2. This limitation does not apply to liability resulting from Floresta’s gross negligence or willful misconduct.
  2. No Guarantees: The Client acknowledges that creative Services are inherently subjective and that outcomes may vary. Floresta makes no guarantees regarding business performance, revenue, conversions, or results arising from the use of the Services or Deliverables.
  3. Indemnification: The Client agrees to indemnify, defend, and hold harmless Floresta and its employees, contractors, and agents from and against any claims, damages, liabilities, losses, costs, or expenses (including reasonable attorneys’ fees) arising out of or related to:
    1. The Client’s use or misuse of the Services or Deliverables;
    2. Materials, content, or instructions provided by the Client;
    3. The Client’s failure to obtain necessary rights, permissions, or licenses for materials supplied to Floresta;
    4. Any claim that Deliverables infringe or violate the rights of a third party due to Client-provided materials or direction.
  4. Force Majeure: Floresta shall not be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, labor disputes, supply chain disruptions, cyberattacks, or governmental action.

10. Confidentiality

Last updated 2026.01

  1. Confidential Information: For purposes of this Agreement, “Confidential Information” means any non-public information disclosed by one party to the other, whether written, oral, electronic, or otherwise, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.
    1. Confidential Information includes, but is not limited to, business plans, strategies, financial information, client data, product information, technical materials, login credentials, internal documents, and any materials or information shared in connection with the Services.
  2. Confidentiality Obligations: Each party agrees to use the other party’s Confidential Information solely for purposes of performing under this Agreement and to take reasonable measures to protect such Confidential Information from unauthorized access, use, or disclosure.
    1. Neither party shall disclose the other party’s Confidential Information to any third party without prior written consent, except as permitted under this Agreement.
  3. Exclusions: Confidentiality obligations do not apply to information that:
    1. Is or becomes publicly available through no breach of this Agreement;
    2. Is independently developed without use of the Confidential Information;
    3. Is legally and rightfully received from a third party without restriction;
    4. Is required to be disclosed by law or governmental authority, provided that the receiving party gives prompt notice (where legally permitted) and cooperates with reasonable efforts to limit disclosure.
  4. Survival: Confidentiality obligations under this Agreement survive the termination or expiration of this Agreement and remain in effect for as long as the information qualifies as Confidential Information.

11. Dispute Resolution

Last updated 2026.01

  1. Good-Faith Resolution: In the event of any dispute, claim, or controversy arising out of or relating to this Agreement, the Services, use of Credits, or Deliverables, the parties agree to first attempt to resolve the matter informally and in good faith through direct communication.
  2. Binding Arbitration: If a dispute cannot be resolved through good-faith efforts within thirty (30) calendar days, the dispute shall be resolved by binding arbitration conducted in the State of Colorado, in accordance with the rules of a recognized arbitration organization mutually agreed upon by the parties.
    1. The arbitrator’s decision shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.
  1. Governing Law and Venue: This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado, without regard to its conflict of law principles.
    1. To the extent arbitration is deemed unenforceable or inapplicable, any legal action arising out of this Agreement shall be brought exclusively in the state or federal courts located in Colorado.
  1. Recovery of Costs: If Floresta is required to pursue collection of unpaid amounts or enforcement of this Agreement, the Client agrees to reimburse Floresta for reasonable costs and expenses incurred, including attorneys’ fees, whether or not formal legal proceedings are initiated.

12. Final Provisions

Last updated 2026.01

  1. Agreement Scope: This Agreement constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior or contemporaneous agreements, understandings, or representations, whether written or oral.
  2. Severability: If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
  3. Waiver: The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver of that provision or any other provision.
  4. Assignment: The Client may not assign or transfer this Agreement, in whole or in part, without Floresta’s prior written consent. Floresta may assign this Agreement as part of a merger, sale of assets, or corporate reorganization.
  5. Relationship of the Parties: Nothing in this Agreement creates an employment relationship, partnership, joint venture, fiduciary duty, or agency relationship between the parties.