Terms of Service

By accessing or using LeadSquad's services and website (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). These Terms constitute a legally binding agreement between you ("Client," "you," or "your") and LeadSquad, Inc. ("LeadSquad," "we," "our," or "us").

If you are using the Services on behalf of a company, organization, or other entity, you represent and warrant that you have authority to bind that entity to these Terms, and "you" refers to that entity.

By using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use our Services.

To receive Services from LeadSquad, you must enter into a formal Partnership Agreement or Order Form. You represent and warrant that your business maintains all necessary state and local contractor licenses, insurance, and authorizations required to perform home services in your designated markets.

You must be at least 18 years old and have the legal authority to enter into these Terms. Our Services are intended for legitimate business use by home service companies, contractors, and authorized representatives.

If your use of LeadSquad Services includes SMS messaging to consumers, you agree to comply with all applicable SMS and text messaging regulations, including the Telephone Consumer Protection Act (TCPA), the CTIA Messaging Principles and Guidelines, and any applicable state laws.

5.1 Prior Express Written Consent

Before sending any SMS messages to consumers, you must obtain prior express written consent as required by the TCPA. This consent must be:

• Clear and conspicuous
• Obtained directly from the consumer you intend to message
• Specific to the type of messages (marketing, transactional, appointment reminders, etc.)
• Documented with a timestamp, method of consent, and consumer identifier
• Retained for a minimum of four (4) years

5.2 Consent Documentation Requirements

You must maintain comprehensive records of all consumer consent, including:

• Exact wording of the consent disclosure at the time it was provided
• Date and time of consent acquisition
• Method by which consent was obtained (web form, SMS keyword, verbal, etc.)
• Consumer's phone number, email, or other identifying information
• IP address or other relevant metadata where applicable
• Record of any subsequent consent revocations

5.3 Brand Identification

All SMS messages must clearly identify the sender and brand, including:

• Your company or brand name as the sender
• Contact information (reply STOP instructions)
• Clear purpose of the message (appointment reminder, promotional offer, etc.)
• Any required disclosures under applicable law

5.4 Opt-Out Mechanisms

Every SMS message must include a clear and easy mechanism for consumers to opt out of future messages. Specifically:

• Include "STOP" or "UNSUBSCRIBE" as reply options in every message
• Honor all opt-out requests immediately upon receipt
• Provide confirmation of opt-out within 24 hours
• Do not send further messages to opted-out numbers without re-obtaining proper consent
• Maintain suppression lists to prevent accidental re-messaging

5.5 Quiet Hours and Time Restrictions

You must comply with quiet hour restrictions as required by the TCPA and CTIA guidelines:

• Prohibited Hours: Do not send SMS messages before 8:00 AM or after 9:00 PM in the recipient's local time zone
• Time Zone Determination: Use the recipient's local time zone, not your own
• CTIA Guidelines: Follow CTIA messaging guidelines regarding message frequency and timing
• State Laws: Some states may have additional restrictions; you are responsible for compliance

5.6 Message Frequency and Content

• Limit message frequency to levels consistent with your disclosed purpose
• Avoid excessive messaging that may constitute harassment
• Ensure message content is accurate, not deceptive, and complies with applicable advertising laws
• Do not send messages containing prohibited content as defined by CTIA or carrier policies

5.7 Liability and Indemnification

You acknowledge that TCPA violations can result in statutory damages of $500 to $1,500 per message. You agree to:

• Maintain sole responsibility for obtaining and documenting consumer consent
• Indemnify LeadSquad against any claims, damages, or penalties arising from your SMS messaging activities
• Maintain adequate insurance coverage for potential TCPA liabilities
• Immediately notify LeadSquad of any claims or regulatory inquiries related to SMS compliance

7.1 LeadSquad Ownership

LeadSquad retains all rights, title, and interest in and to the technology, methodologies, proprietary tools, analytics, and all intellectual property developed or used in providing the Services. This includes but is not limited to software, algorithms, data processing systems, and LeadSquad's branding.

7.2 Client Data

You retain all rights to your customer data and consumer information you provide or that is generated through your use of the Services ("Client Data"). You grant LeadSquad a limited license to use Client Data solely for the purpose of providing the Services.

7.3 Restrictions

You may not:

• Copy, modify, or create derivative works of LeadSquad's technology or intellectual property
• Reverse engineer, disassemble, or decompile any aspect of the Services
• Remove or alter any proprietary notices or labels
• Use LeadSquad's intellectual property without prior written consent

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• No Consequential Damages: Neither party shall be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, data, or business opportunities, even if advised of the possibility of such damages.
• Liability Cap: LeadSquad's total aggregate liability arising from or related to these Terms or the Services shall not exceed the total fees paid by you to LeadSquad during the twelve (12) month period preceding the claim.
• Essential Basis: The limitations in this section are fundamental to these Terms and reflect the allocation of risk between the parties.

These limitations apply regardless of the form of action, whether in contract, tort, strict liability, or otherwise, and even if a remedy fails of its essential purpose.

11.1 Term

These Terms commence on the date you first access or use the Services and continue until terminated as provided herein. The term of any specific service engagement is defined in the applicable Order Form.

11.2 Termination for Convenience

Either party may terminate these Terms or any Order Form upon thirty (30) days' prior written notice to the other party, unless otherwise specified in an Order Form.

11.3 Termination for Cause

Either party may terminate these Terms immediately upon written notice if the other party:

• Materially breaches these Terms and fails to cure within thirty (30) days of notice
• Becomes insolvent, files for bankruptcy, or ceases operations
• Engages in fraudulent, illegal, or abusive conduct

11.4 Effects of Termination

Upon termination:

• All outstanding fees become immediately due and payable
• Each party shall return or destroy the other's Confidential Information
• Delivery of homeowner opportunities will cease
• Sections 4, 6, 7, 8, 9, 10, 12, 13, and 14 shall survive termination

13.1 Negotiation

The parties agree to attempt in good faith to resolve any dispute arising out of or relating to these Terms through informal negotiation. Either party may initiate this process by providing written notice to the other party.

13.2 Arbitration

If the dispute cannot be resolved through negotiation within thirty (30) days, either party may submit the dispute to binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration shall take place in New York, New York. The arbitrator's decision shall be final and binding.

13.3 Exceptions

Notwithstanding the foregoing, either party may seek injunctive relief in court to prevent the actual or threatened infringement of intellectual property rights or to protect Confidential Information.

13.4 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of laws principles. The parties consent to the exclusive jurisdiction of the state and federal courts located in New York, New York.