Legal Document

Terms of Service

Sparks Legacy Capital LLC Effective: January 1, 2026 Last Updated: May 27, 2026
Please read these Terms of Service carefully before using any products, services, or materials provided by Sparks Legacy Capital LLC, operating as Sparks Tech Lab and SparksTechLab™. By accessing this website, engaging our consulting services, or using any SparkOS™, Council Builder™, or SparkMEM™ product, you agree to be bound by these Terms. If you do not agree, you may not use our services.
1

Ownership & Intellectual Property

All content, methodologies, agent architectures, system configurations, and materials on this site are the exclusive intellectual property of Sparks Legacy Capital LLC. This includes, without limitation, all text, graphics, software, data structures, AI configurations, prompt architectures, workflow systems, documentation, and visual designs.

SparkOS™, Council Builder™, SparkMEM™, and SparksTechLab™ are trademarks of Sparks Legacy Capital LLC. Unauthorized use of these marks — including in connection with any competing service, product, or business — is strictly prohibited and may constitute trademark infringement and unfair competition under applicable law.

All rights not expressly granted herein are reserved. Nothing in these Terms grants any license, right, title, or interest in any Sparks Legacy Capital LLC intellectual property except as expressly set forth.

2

No Reverse Engineering

You may not copy, reverse engineer, decompile, disassemble, or derive the underlying system architecture, agent configurations, prompt structures, CLAUDE.md configurations, or methodology of SparkOS™, Council Builder™, or SparkMEM™, whether in whole or in part.

This prohibition applies regardless of the technical means employed and includes, without limitation:

  • Extracting, reconstructing, or approximating any prompt structures or AI system configurations
  • Replicating agent hierarchy architectures, naming conventions, or workflow methodologies
  • Using any deliverable, output, or client engagement to inform a competing product or service
  • Attempting to access any non-public system components through any means

Any violation of this section may result in immediate termination of service, forfeiture of all fees paid, and legal action to recover damages, injunctive relief, and attorneys' fees.

3

No Resale or Redistribution

You may not resell, sublicense, or redistribute any SparkOS™ system, Council Builder™ deliverable, or SparkMEM™ product without explicit written permission from Sparks Legacy Capital LLC.

Specifically, you may not:

  • Offer any SparkOS™ or Council Builder™ deliverable as a product or service to third parties
  • White-label, rebrand, or repurpose any delivered system under another name or mark
  • Distribute SparkMEM™ configurations, templates, or architectures to any third party
  • Include any Sparks Legacy Capital LLC IP in a package, bundle, course, or agency offering without a separate written licensing agreement

Partnership and licensing inquiries should be directed to talktosparks@gmail.com.

4

Confidentiality

Any proprietary information, system architectures, agent configurations, or methodologies shared in the course of a consulting engagement are confidential and subject to the terms of any applicable Non-Disclosure Agreement executed between the parties.

In the absence of a separate written NDA, you agree to:

  • Hold all non-public information disclosed during or arising from the engagement in strict confidence
  • Use such information solely for the purpose for which it was disclosed
  • Not disclose it to any third party without prior written consent from Sparks Legacy Capital LLC
  • Promptly notify Sparks Legacy Capital LLC of any unauthorized disclosure or suspected breach

Confidentiality obligations survive termination or expiration of any service engagement and continue indefinitely for trade secrets, and for a period of three (3) years for other confidential information, unless a separate NDA specifies otherwise.

5

Service Terms & Payment

Payment Before Delivery. All consulting services, system builds, and digital product deliveries require payment in full prior to commencement of work or release of deliverables, unless a separate written agreement provides for milestone-based payment. Invoices are due upon receipt. Sparks Legacy Capital LLC reserves the right to withhold delivery until payment is confirmed.

No Refunds on Digital Products. All sales of digital products, AI system configurations, SparkOS™ builds, Council Builder™ deliverables, and SparkMEM™ packages are final. No refunds will be issued once a deliverable has been transmitted.

30-Day Diagnostic Guarantee. As an exception to the no-refund policy, Sparks Legacy Capital LLC offers a limited 30-day diagnostic guarantee on qualifying engagements as explicitly stated in a signed Statement of Work. If a delivered system fails to function as specified in the written scope, Sparks Legacy Capital LLC will, at its sole discretion, correct the deficiency or issue a partial credit. This guarantee does not apply to outcomes dependent on client implementation, third-party services, or platform changes outside our control.

No Liability for Business Outcomes. Sparks Legacy Capital LLC provides systems, strategies, and tools as professional services. We make no representations or warranties regarding revenue, growth, traffic, conversions, or any specific business outcome. Client results depend on factors outside our control, including client effort, market conditions, and implementation quality. Sparks Legacy Capital LLC shall not be liable for any lost profits, lost revenue, or indirect, incidental, or consequential damages arising from the use of our services.

Late Payment. Invoices unpaid beyond 30 days of the due date are subject to a 1.5% monthly interest charge. Sparks Legacy Capital LLC reserves the right to suspend or terminate service for accounts with outstanding balances.

6

Disclaimers & Limitation of Liability

All services and materials are provided "as is" without warranty of any kind, express or implied. Sparks Legacy Capital LLC expressly disclaims all warranties, including merchantability, fitness for a particular purpose, and non-infringement.

To the maximum extent permitted by applicable law, the total liability of Sparks Legacy Capital LLC for any claim arising out of or relating to these Terms or our services shall not exceed the total fees paid by you to Sparks Legacy Capital LLC in the three (3) months preceding the claim.

Nothing in these Terms limits liability that cannot be excluded by law, including fraud or willful misconduct.

7

Governing Law & Dispute Resolution

These Terms are governed by the laws of the State of California, without regard to conflict of law principles. Any dispute arising out of or relating to these Terms or the services provided shall first be submitted to good-faith negotiation. If unresolved within 30 days, disputes shall be resolved by binding arbitration in Orange County, California, under the rules of the American Arbitration Association, except that either party may seek injunctive relief in a court of competent jurisdiction to protect intellectual property rights.

You agree that any claims must be brought in your individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.

8

Modifications to These Terms

Sparks Legacy Capital LLC reserves the right to update or modify these Terms at any time. Changes will be posted to this page with an updated effective date. Continued use of our services following any change constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically.

Contact & Legal Notices

Entity Sparks Legacy Capital LLC
State California, United States