Terms of Service.

These Terms of Service ("Agreement" or "Terms") constitute a legally binding contract between Ingenious Growth Systems LLC ("IGS," "Company," "we," "us," or "our"), a Florida limited liability company, and you ("Client," "Subscriber," or "you") — the individual or business entity that accesses or uses the IGS Platform.

This Agreement governs your use of all IGS products and services, including the website at getingeniousgrowth.com, the automated lead generation and CRM platform built on GoHighLevel, all associated automation workflows, email and SMS systems, market availability tools, reporting dashboards, client portals, and any related services (collectively, the "Platform" or "Services").

These Terms are effective as of the date you first access the Platform and will remain in effect until terminated in accordance with Section 14. We reserve the right to update these Terms at any time; continued use of the Platform after notification constitutes acceptance of changes.

IGS provides a white-label SaaS platform built on the GoHighLevel infrastructure, purpose-built for home service contractors in the roofing, HVAC, plumbing, and landscaping industries. The Platform is designed to automate lead capture, follow-up, review generation, and CRM management for contractors operating within designated geographic market territories.

Core features of the Platform include, but are not limited to:

• Automated Lead Systems: Missed call text-back, multi-step SMS and email follow-up sequences, AI-powered conversation handling.
• CRM Infrastructure: Client sub-accounts on GoHighLevel with customized pipelines, smart lists, and tags specific to your trade.
• Review Generation: Automated post-service review request workflows to drive Google Business Profile ratings.
• Market Exclusivity Registry: Geographic territory locking by trade to prevent subscriber overlap in the same market.
• Monthly Performance Reporting: Automated analytics reports delivered to your inbox each month.
• Onboarding & Support: 24-hour system installation, onboarding call, training documentation, and ongoing email/chat support.

The Platform is a B2B software service. IGS does not operate as a licensed contractor, lead broker, insurance agent, or financial institution. IGS does not guarantee any specific volume of leads, calls, or revenue generated through the Platform.

To access the Platform, you must:

• Be at least 18 years of age and legally capable of entering into binding contracts.
• Be operating a legitimate home services business as a licensed contractor (where required by law) or an authorized representative thereof.
• Provide accurate, current, and complete registration information, including your legal business name, primary trade, geographic market(s) of operation, and valid payment method.
• Maintain the accuracy of your account information throughout your subscription.

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately at [email protected] of any unauthorized access or breach of account security.

IGS offers tiered subscription plans billed monthly or annually through Stripe, Inc. The following plans are currently available:

Plan features, contact limits, and pricing are subject to change. Active subscribers will receive 30 days' notice of any price changes before they take effect on their billing cycle.

Billing Terms:

• Subscriptions are billed in advance on the same date each month (or annually if annual billing is selected). All amounts are in US Dollars.
• Payments are processed by Stripe, Inc. By subscribing, you agree to Stripe's Terms of Service. IGS does not store raw payment card data.
• Failed payments will trigger automated retry attempts. If payment fails after three attempts, your account will be suspended and market exclusivity may be released.
• Annual subscriptions are billed in full at the start of each annual term. Annual subscribers receive a discount applied at checkout.
• Contact limits represent the total number of contacts stored in your GHL sub-account. Exceeding your plan's contact limit will trigger upgrade notifications. Contacts will not be deleted automatically — continued overage may require a plan upgrade.
• Add-on services (e.g., AI voice agents, cold outreach sequences, additional markets) are billed separately at current listed rates and subject to these Terms.

Refund Policy: IGS operates on a no-refund policy for monthly subscription fees already paid. An exception applies only within the first 30 days if the Platform was never provisioned or if a material service failure is documented and reported within 7 days. Annual subscription refunds are at IGS's sole discretion after 30 days. To request consideration, email [email protected].

One of IGS's core value propositions is geographic market exclusivity. The following terms govern how exclusivity is granted, maintained, and revoked:

• Exclusivity Scope: Upon activation of a paid subscription, your designated market (city/ZIP code combinations tied to your trade vertical) is locked in the IGS Market Registry. No other IGS subscriber may be onboarded for the same trade in the same market while your subscription is active and in good standing.
• One Trade per Market: Exclusivity is granted per trade. A roofing contractor's exclusivity does not prevent an HVAC contractor from entering the same geographic market.
• Multiple Markets: Clients on Growth or Scale plans may hold exclusivity in multiple markets as defined at checkout or through an upgrade process.
• Exclusivity Conditions: Exclusivity is conditional upon (a) a paid, active subscription in good standing, (b) accurate trade and market information provided at registration, and (c) no violation of these Terms.
• Loss of Exclusivity: Exclusivity is automatically released upon subscription cancellation, payment failure lasting more than 7 days, or termination for cause under Section 14. Released markets are immediately available to new subscribers.
• Waitlist: When a market is already claimed, prospective subscribers may join a waitlist. IGS will notify waitlisted subscribers if and when a market becomes available. Joining a waitlist does not guarantee access.
• No Guarantee of Results: Market exclusivity guarantees you are the only IGS client in your territory. It does not guarantee any specific volume of leads, revenue, or competitive outcomes in your market.

Your use of the Platform is subject to the following restrictions. Violation of any provision in this section may result in immediate account suspension or termination.

You agree NOT to:

• Use the Platform to send unsolicited commercial messages (spam) in violation of the CAN-SPAM Act, TCPA, or any applicable anti-spam law.
• Send SMS messages to contacts who have not provided express written consent to receive SMS communications from your business.
• Use the Platform for any illegal purpose, including fraud, deceptive trade practices, false advertising, or unlicensed contractor services.
• Attempt to reverse-engineer, decompile, or extract source code from any part of the Platform or its underlying GHL infrastructure.
• Resell, sublicense, or transfer your Platform access to any third party without entering a formal white-label reseller agreement with IGS (see Section 7).
• Use the Platform to store, transmit, or process sensitive personal data such as Social Security numbers, financial account credentials, medical records, or government IDs.
• Introduce malware, bots, or automated scripts designed to disrupt Platform performance or scrape data from IGS systems.
• Impersonate IGS, any IGS employee, or any other subscriber through the Platform's communication tools.
• Engage in review manipulation — soliciting fake reviews or incentivizing reviews in violation of Google's policies or FTC guidelines.
• Exceed your plan's contact limits without upgrading, using technical workarounds to circumvent platform throttling.

IGS reserves the right to audit account activity to verify compliance with acceptable use standards. We will provide notice of suspected violations and an opportunity to cure before taking punitive action, except in cases of immediate risk to the Platform or other users.

IGS operates a white-label SaaS infrastructure. The following terms apply to any party operating as, or intending to operate as, a white-label reseller or sub-agency under the IGS platform:

• Reseller Authorization Required: You may not resell, rebrand, or represent IGS platform services as your own product to third parties without a signed White-Label Reseller Agreement with IGS. Contact [email protected] to inquire about reseller terms.
• Sub-Account Responsibility: Each client sub-account provisioned under your reseller agreement is your responsibility. You are the primary point of contact for your end clients and are responsible for ensuring they comply with these Terms and all applicable laws.
• Snapshot Licensing: IGS trade-specific GHL snapshots (roofing, HVAC, plumbing, landscaping) are proprietary IGS intellectual property. Resellers are licensed to deploy snapshots to their end clients but may not copy, reverse-engineer, or distribute snapshots outside of the reseller agreement scope.
• Brand Separation: White-label partners must brand client-facing interfaces under their own brand. You may not represent that your clients are "powered by IGS" without prior written consent, unless it is factually accurate and you have obtained IGS's approval for co-branding.
• Privacy Compliance: White-label resellers must maintain compliant privacy policies with their own end clients. IGS is a data processor for reseller-provisioned sub-accounts, not a controller of end-client data.
• Indemnification: White-label resellers agree to indemnify and hold IGS harmless from any claims arising from the reseller's failure to comply with applicable laws or these Terms in their relationship with end clients.

IGS Ownership: The IGS Platform, including all underlying technology, automation workflows, GHL snapshot configurations, email template libraries, brand assets, training materials, marketing systems, and written content, is owned exclusively by Ingenious Growth Systems LLC or its licensors. All rights reserved.

License to Use: Subject to your compliance with these Terms and payment of applicable fees, IGS grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for your internal business operations during your subscription term.

Client Data Ownership: You retain ownership of all contact data, conversations, and business records you generate or input into your sub-account. IGS processes this data on your behalf as a data processor and does not claim ownership of your proprietary business data.

Feedback: Any feedback, suggestions, or feature requests you submit to IGS may be used by IGS without restriction, compensation, or attribution to you.

Trademark: "Ingenious Growth Systems," "IGS," and related logos and marks are trademarks of Ingenious Growth Systems LLC. You may not use our marks in any manner that implies affiliation, endorsement, or sponsorship without prior written consent.

Your use of the Platform is also governed by IGS's Privacy Policy, available at getingeniousgrowth.com/privacy-policy, which is incorporated into these Terms by reference.

• Data Processing Role: With respect to your end contacts and clients, IGS acts as a data processor. You are the data controller and are responsible for obtaining all necessary consents from your contacts before adding them to the Platform.
• TCPA Compliance: You are solely responsible for ensuring that all contacts in your sub-account have provided the requisite express written consent to receive automated SMS and email communications under TCPA and the FCC's 2024 one-to-one consent rules. IGS provides the infrastructure; compliance with consent requirements is your obligation.
• A2P 10DLC: IGS manages A2P 10DLC brand and campaign registration at the agency level. Sub-account usage is subject to CTIA messaging guidelines. Volume limits and carrier filtering decisions are beyond IGS's control.
• Data Security: IGS implements reasonable security measures to protect Platform data. See the Privacy Policy Section 12 for details. You are responsible for the security of credentials to your sub-account.
• Data Upon Termination: Upon termination, you may request an export of your contact and pipeline data within 90 days. After 90 days, we cannot guarantee data availability.

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.

IGS does not warrant that:

• The Platform will be uninterrupted, error-free, or free from security vulnerabilities.
• GoHighLevel's infrastructure (on which the Platform is built) will be available at all times. GoHighLevel service interruptions are outside IGS's control.
• Any specific feature of the Platform will remain available or unchanged indefinitely.
• SMS messages sent through the Platform will be delivered — carrier filtering is outside IGS's control.
• Automation workflows will function as intended in all use cases not explicitly tested by IGS.

IGS is not a licensed attorney, accountant, contractor, or financial advisor. Nothing on the Platform or in IGS communications constitutes legal, financial, tax, or business advice.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL INGENIOUS GROWTH SYSTEMS LLC, ITS MEMBERS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, OR LICENSORS BE LIABLE FOR:

• Any indirect, incidental, special, consequential, punitive, or exemplary damages.
• Loss of profits, revenue, data, business opportunities, goodwill, or anticipated savings.
• Damages arising from third-party service failures, including GoHighLevel downtime, Stripe processing errors, Meta Pixel discrepancies, or carrier delivery failures.
• Damages resulting from unauthorized access to your account due to your failure to maintain credential security.
• Damages arising from your failure to comply with TCPA, CAN-SPAM, or other applicable laws in your use of the Platform.

IN ANY EVENT, IGS'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING UNDER OR RELATED TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE TOTAL SUBSCRIPTION FEES YOU PAID TO IGS DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE CLAIM.

Some jurisdictions do not allow the exclusion of certain warranties or limitations of liability. In such jurisdictions, the foregoing limitations apply to the maximum extent permitted by applicable law.

You agree to indemnify, defend, and hold harmless Ingenious Growth Systems LLC and its members, officers, employees, contractors, agents, licensors, and successors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your use of the Platform in violation of these Terms or any applicable law.
• Your transmission of unauthorized, unsolicited, or unlawful SMS or email communications through the Platform.
• Any claim by a contact, consumer, or third party related to your business practices, contractor services, or representations made using IGS-powered communications.
• Your violation of any third party's rights, including intellectual property, privacy, or consumer protection rights.
• Your failure to obtain required consents for SMS or email communications under TCPA, CAN-SPAM, or the FCC's 2024 one-to-one consent rules.
• Your breach of the White-Label Reseller terms in Section 7, if applicable.

IGS reserves the right to assume exclusive control of any defense of any matter subject to indemnification, at your expense. You agree to cooperate fully with IGS in asserting any available defenses.

Mandatory Pre-Dispute Negotiation: Before initiating any formal dispute resolution, you agree to contact IGS at [email protected] with a written description of your dispute, the relief sought, and your contact information. IGS will respond within 15 business days. Both parties agree to negotiate in good faith for a period of 30 days before escalating.

Binding Arbitration: If the parties cannot resolve a dispute through negotiation, the dispute shall be finally resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall take place in Pinellas County, Florida, or via videoconference at the mutual election of the parties. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Governing Law: These Terms and all disputes arising hereunder shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflicts of law principles. For any matters not subject to arbitration, the parties consent to the exclusive jurisdiction of the state and federal courts located in Pinellas County, Florida.

Class Action Waiver: All proceedings shall be conducted on an individual basis. You agree that you may not consolidate claims with those of any other person or entity, or participate as a representative or member of a class action, collective action, or representative proceeding. If this class action waiver is found unenforceable, the arbitration provision shall be void in its entirety.

Small Claims Exception: Either party may bring an individual claim in small claims court, provided the claim qualifies and remains in small claims court. Nothing in this section prevents either party from seeking emergency injunctive relief from a court of competent jurisdiction to prevent irreparable harm pending arbitration.

Limitation Period: Any claim must be brought within one (1) year after the cause of action accrues, or it is permanently waived. This limitation applies notwithstanding any longer statute of limitations under applicable law.

Termination by You (Cancellation): You may cancel your subscription at any time through your client portal or by contacting [email protected]. Cancellation takes effect at the end of the current billing cycle. No prorated refunds are issued for the remainder of a billing period. Market exclusivity is released upon cancellation.

Termination by IGS (For Cause): IGS may suspend or terminate your account immediately and without refund for:

• Violation of the Acceptable Use Policy (Section 6).
• Non-payment or repeated payment failure.
• Providing materially false information during registration.
• Engaging in conduct that poses legal risk to IGS or other subscribers.
• Abuse of the 30-day money-back guarantee or refund process.
• Unauthorized resale or transfer of Platform access.

Termination by IGS (Without Cause): IGS may terminate these Terms and your access to the Platform upon 30 days' written notice to your account email address, for any reason or no reason. In this case, IGS will issue a prorated refund for any prepaid but unused subscription period.

Effect of Termination: Upon termination: (a) your license to use the Platform is immediately revoked; (b) your market exclusivity is released; (c) you may request a data export within 90 days; (d) outstanding payment obligations survive termination; (e) Sections 8, 11, 12, 13, and 15 of these Terms survive termination indefinitely.

Entire Agreement: These Terms, together with the Privacy Policy and any executed Reseller Agreement, constitute the entire agreement between you and IGS regarding the Platform and supersede all prior discussions, representations, or agreements.

Amendments: IGS may update these Terms at any time. Material changes will be communicated via email to your account address at least 14 days before the effective date. Continued use of the Platform after the effective date constitutes acceptance.

Severability: If any provision of these Terms is found to be unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall remain in full force and effect.

Waiver: IGS's failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of IGS.

Assignment: You may not assign or transfer your rights or obligations under these Terms without IGS's prior written consent. IGS may freely assign or transfer these Terms in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of IGS's assets, without notice to you.

Force Majeure: IGS 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, internet outages, GoHighLevel infrastructure failures, government actions, or pandemics.

Notices: All legal notices to IGS must be sent in writing to [email protected] or via certified mail to Ingenious Growth Systems LLC, St. Petersburg, Florida, USA. Notices to you will be sent to the email address on your account.

Relationship of Parties: Nothing in these Terms creates a partnership, joint venture, employment, franchise, or agency relationship between you and IGS. Each party is an independent contractor.