Legal

Terms of Service

Marathon Systema LLC  ·  Effective Date: August 24, 2026  ·  Last Updated: August 24, 2026

These Terms of Service (the “Terms”) govern your access to and use of the websites, software, platforms, integrations, and professional services provided by Marathon Systema LLC (“Marathon Systema,” “we,” “us,” or “our”). By engaging our services, accessing any system we operate on your behalf, or using this website, you agree to these Terms.

If you do not agree to these Terms, do not use our services.

1. Who We Are and What We Do

Marathon Systema LLC is a Wyoming limited liability company. We are an AI automation and software company. We design, build, deploy, and maintain custom software systems tailored to the operational needs of each business we work with. Our work includes internal business platforms, workflow and process automation, AI-assisted systems, data and reporting tools, and integrations with the Meta Business platform, including the WhatsApp Business Platform, Instagram messaging, and Messenger.

Our registered address is 30 North Gould Street, Ste R, Sheridan, WY 82801, USA.

2. Business Use Only

Our services are offered exclusively to businesses, organizations, and professionals acting in a commercial capacity. They are not directed to consumers and not intended for personal, household, or family use. You represent that you are at least 18 years old and that you have authority to bind the entity you represent.

3. Scope of Services

The specific services we provide to you are defined in a written proposal, statement of work, order form, or service agreement (each, an “Order”). An Order takes precedence over these Terms where the two conflict, and only where the conflict is explicit.

Anything not expressly described in an Order is out of scope. Estimates, timelines, and roadmaps are planning tools and are not commitments or guarantees of a delivery date unless an Order states otherwise in writing.

4. Client Responsibilities

You agree that you will:

• Provide accurate, complete, and current information, including business identity and contact details.
• Hold all rights, licenses, and permissions necessary for any content, data, brand assets, or materials you give us.
• Obtain and maintain every consent required from your customers and end users, including messaging opt-in where applicable.
• Use the systems we build lawfully, and comply with all laws and platform rules that apply to your business.
• Designate a responsible point of contact with authority to review, approve, and accept deliverables.
• Review deliverables promptly. Work not rejected in writing within ten (10) business days of delivery is deemed accepted.

Delays caused by missing information, missing approvals, missing consents, or third-party platform review timelines are not our responsibility and do not entitle you to a refund or credit.

5. Third-Party Platforms

Our services frequently depend on platforms we do not own or control, including Meta, Google, cloud hosting providers, payment processors, and AI model providers. Your use of those platforms is governed by their own terms and policies, and you are responsible for accepting and complying with them.

We do not control and cannot guarantee the availability, pricing, policies, approval decisions, review timelines, or continued existence of any third-party platform. A third party may change its API, change its pricing, restrict a feature, reject an application, suspend an account, or discontinue a product at any time. Any such change is outside our control, is not a breach of these Terms, and does not create a right to a refund.

6. Meta Business Platform Integrations

Where an Order includes integration with the Meta Business platform, the following applies in addition to the rest of these Terms.

• You remain the owner of your assets. Your business portfolio, WhatsApp Business Account, phone numbers, Pages, Instagram accounts, message templates, and the conversations they contain belong to you, not to us.
• We act on your instructions. We access your Meta assets only to the extent you authorize, and only to configure, operate, support, and maintain the services described in your Order.
• Meta terms control. Your use of the Meta Business platform is subject to Meta's own terms, including the Meta Platform Terms, the Meta Terms for WhatsApp Business, the Meta Hosting Terms for Cloud API, and Meta's Developer Policies. Where those terms conflict with anything we say, Meta's terms govern the platform.
• Meta decides eligibility. Business verification, account review, display name approval, template approval, messaging limits, quality ratings, and account restrictions are determined solely by Meta. We can prepare and submit, but we cannot guarantee any outcome or timeline.
• Platform fees are yours. Conversation, message, and template charges billed by Meta are your responsibility and are separate from our fees, unless an Order says otherwise in writing.
• Coexistence. Where a phone number is connected to both the WhatsApp Business app and the Cloud API, some features are limited by Meta by design. Actions taken from the device, including disconnecting the account, can end the integration, and restoring it may require repeating an onboarding process controlled by Meta.
• Number portability risk. Connecting, migrating, verifying, or deregistering a phone number carries inherent risk imposed by Meta and by mobile carriers. We follow documented procedures, and we are not liable for a number being locked, restricted, banned, or subjected to a cooldown by Meta or a carrier.

We do not use data obtained through the Meta Business platform for advertising to end users, for building or enriching independent user profiles, or for sale to any third party. We use it only to deliver, support, secure, and improve the services you engaged us to provide, consistent with our Privacy Policy.

7. Messaging Compliance and Acceptable Use

Automated messaging is heavily regulated and heavily policed by platforms. You are solely responsible for the content you send and for the lawfulness of your recipient lists.

You agree that you will not use any system we build to:

• Message people who have not given the consent required by applicable law and platform policy.
• Send unsolicited bulk messages, spam, or content that violates a platform's commerce or messaging policies.
• Send deceptive, fraudulent, harassing, defamatory, obscene, or unlawful content.
• Impersonate any person or organization, or misrepresent your affiliation with one.
• Transmit malware, attempt unauthorized access, or interfere with the integrity of any system or network.
• Handle regulated data the system was not designed and contracted to handle, including protected health information, payment card data, or government identifiers, unless an Order expressly provides for it.
• Infringe the intellectual property, privacy, or publicity rights of any person.

We may suspend or disable any integration immediately, without notice and without liability, if we reasonably believe it is being used in violation of this section, of a platform's policies, or of applicable law. You are responsible for all consequences of such use, including account restrictions, number bans, fines, and third-party claims.

8. Credentials and Access

You are responsible for safeguarding the credentials, tokens, and accounts used to access the systems we build, and for all activity that occurs under them. Notify us immediately at admin@marathonsystema.com if you suspect unauthorized access. We are not liable for loss arising from credentials you or your personnel disclosed, reused, or failed to revoke.

Where you grant us access to your systems or platform assets, you grant only the access necessary to perform the Order, and you may revoke it at any time. Revoking access may prevent us from delivering or supporting the services, and does not relieve you of payment obligations already incurred.

9. Artificial Intelligence Outputs

Some of our services use artificial intelligence models, including models operated by third parties. AI systems are probabilistic. They can produce output that is inaccurate, incomplete, outdated, biased, or unsuitable for a given purpose, and identical inputs can produce different outputs.

AI output is provided as a tool, not as professional advice, and is not a substitute for human review. You are responsible for reviewing, validating, and approving AI-assisted output before relying on it, publishing it, or sending it to your customers. We make no warranty that AI output is accurate, non-infringing, or fit for any particular purpose, and we disclaim liability for decisions made in reliance on it. We will not submit sensitive personal information to a third-party AI platform without your express written consent.

10. Fees, Invoicing, and Payment

Fees are set out in the applicable Order. Unless the Order states otherwise: invoices are due on receipt; all amounts are in United States dollars; and all fees are non-refundable once the corresponding work has been performed.

Recurring fees renew automatically for successive periods unless cancelled in writing before the start of the next period. We may suspend services on any account more than fifteen (15) days past due, and past-due amounts may accrue interest at the lower of 1.5% per month or the maximum permitted by law. You are responsible for all taxes other than taxes on our net income, and for the costs of collection, including reasonable legal fees.

Third-party costs, including platform usage charges, hosting, model usage, and license fees, are passed through to you at cost unless an Order says otherwise.

11. Intellectual Property

Your materials remain yours. You retain all right, title, and interest in the content, data, and brand assets you provide. You grant us a limited, non-exclusive license to use them solely to perform the Order.

Our tools remain ours. We retain all right, title, and interest in our pre-existing and independently developed materials, including frameworks, libraries, templates, architectures, methodologies, internal tooling, and know-how (collectively, our “Background IP”), together with any improvement to them. Nothing in an Order transfers ownership of Background IP.

Deliverables. Upon full payment of all amounts due, we grant you a perpetual, non-exclusive, worldwide license to use the deliverables produced for you for your internal business purposes. Where an Order expressly assigns ownership of a custom deliverable, that assignment takes effect only upon full payment, and it never extends to Background IP, which remains licensed rather than assigned.

We may use your name, logo, and a general description of the work in our portfolio and marketing beginning ninety (90) days after delivery or upon your public use of the materials, whichever occurs first, unless an Order says otherwise in writing.

12. Confidentiality

Each party will protect the other party's non-public information with at least reasonable care, use it only to perform or receive the services, and disclose it only to personnel and contractors bound by comparable obligations. These duties do not apply to information that is public through no fault of the receiving party, was already known without duty of confidence, is independently developed, or is lawfully received from a third party. A party compelled by law to disclose may do so after giving reasonable notice where legally permitted.

13. Data Protection and Roles

Where we process personal data belonging to your customers or end users in the course of delivering services, you are the controller and we act as a service provider and processor acting on your documented instructions. You are responsible for the lawfulness of the data you supply and of the instructions you give, including the legal basis for processing and any required notices and consents.

How we handle personal information is described in our Privacy Policy, which is incorporated into these Terms by reference. Deletion requests are handled as described in our Data Deletion Instructions.

14. Service Availability

Unless an Order includes a written service level agreement, services are provided without any uptime commitment. We may perform maintenance, apply updates, and modify or discontinue features. We will use reasonable efforts to give advance notice of changes that materially reduce functionality you actively use.

15. Warranties and Disclaimers

We warrant that we will perform the services in a professional and workmanlike manner consistent with generally accepted industry practice. This is our only warranty.

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR ANY ORDER, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE AMOUNTS ACTUALLY PAID BY YOU TO US FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT THAT GAVE RISE TO THE LIABILITY.

WE ARE NOT LIABLE FOR ANY ACT, OMISSION, POLICY, OUTAGE, PRICING CHANGE, ACCOUNT ACTION, OR DECISION OF ANY THIRD-PARTY PLATFORM, INCLUDING META, OR FOR ANY LOSS ARISING FROM YOUR CONTENT, YOUR RECIPIENT LISTS, OR YOUR USE OF A SYSTEM IN VIOLATION OF SECTION 7.

These limitations apply even if a limited remedy fails of its essential purpose. Some jurisdictions do not allow certain exclusions, so some of the above may not apply to you.

17. Indemnification

You will defend, indemnify, and hold harmless Marathon Systema LLC and its members, officers, employees, and contractors from and against any third-party claim, demand, proceeding, loss, liability, damage, fine, penalty, cost, or expense, including reasonable legal fees, arising out of or relating to: (a) your content, data, or materials; (b) your use of the services, including messaging you send or authorize; (c) your violation of these Terms, of any applicable law, or of any third-party platform policy; (d) your failure to obtain a required consent; or (e) your infringement or misappropriation of any third-party right.

18. Term, Suspension, and Termination

These Terms apply for as long as any Order is in effect or you continue to use our services. Either party may terminate an Order for material breach that remains uncured thirty (30) days after written notice.

We may suspend or terminate services immediately if you fail to pay, if we reasonably believe your use violates Section 7 or applicable law, or if a third-party platform requires it. On termination, all amounts accrued become immediately due, licenses granted to you for unpaid deliverables terminate, and each party will return or destroy the other party's confidential information on request.

Sections 8 and 11 through 20, and any provision that by its nature should survive, survive termination.

19. Force Majeure

Neither party is liable for a failure or delay caused by an event beyond its reasonable control, including acts of God, natural disaster, war, terrorism, civil unrest, labor disruption, epidemic, governmental action, utility or internet failure, cyberattack, or the failure, suspension, restriction, or discontinuation of a third-party platform or service.

20. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Wyoming, USA, without regard to its conflict of laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

The parties will first attempt to resolve any dispute in good faith for thirty (30) days after written notice. Any dispute not resolved in that period will be finally settled by binding arbitration administered in Sheridan County, Wyoming, under the Commercial Arbitration Rules of the American Arbitration Association, before a single arbitrator, in English. Judgment on the award may be entered in any court of competent jurisdiction. Either party may seek injunctive relief in a court of competent jurisdiction to protect its intellectual property or confidential information.

21. Changes to These Terms

We may update these Terms to reflect changes in our services, our practices, or legal requirements. When we make material changes we will update the “Last Updated” date and, where reasonably practicable, notify active clients by email. Your continued use of the services after the effective date constitutes acceptance.

22. General Provisions

These Terms together with the applicable Order form the entire agreement between the parties on this subject and supersede all prior discussions. If a provision is held unenforceable, it will be limited to the minimum extent necessary and the remainder stays in force. A failure to enforce a provision is not a waiver. You may not assign these Terms without our written consent; we may assign them in connection with a merger, acquisition, or sale of assets. Nothing here creates a partnership, joint venture, employment, or agency relationship. We may engage subcontractors, and we remain responsible for their performance under these Terms. There are no third-party beneficiaries.

23. Contact Us

Questions about these Terms: