Terms of Service

Last Updated: October 16, 2026

Governing Law: Province of British Columbia, Canada

These Terms of Service (the "Agreement") are a legally binding contract between Blake Romanello, a sole proprietor operating as Romanello Systems, based in Vancouver, British Columbia, Canada ("Romanello Systems," "we," "us," or "our"), and the business or person purchasing our Services ("Client," "you," or "your"). If you accept this Agreement on behalf of a business, you confirm you are authorized to bind that business.

You accept this Agreement when you tick the "I agree" box at checkout, sign or accept an Order, make any payment, or use any of our Services, whichever happens first.

IF YOU DO NOT AGREE WITH THESE TERMS, DO NOT PURCHASE OR USE OUR SERVICES.

Contact: [email protected] | (807) 697-7190

DEFINITIONS

  • "Order" means the checkout page, payment link, order form, proposal, quote or invoice that you accepted or paid, which sets out your Plan, fees and any discounts.
  • "Plan" means the package of Services described in your Order or on our website at the time you signed up.
  • "Client Data" means all information about your customers, leads and contacts that is collected, stored or processed through the Services, including contact details, messages, form submissions, call logs and review responses.
  • "Client Content" means text, photos, logos, videos, branding and other material you provide to us.
  • "Romanello Systems Materials" means our website designs, layouts, code, templates, snapshots, automation workflows, configurations, system logic, processes and know-how.
  • "Billing Period" means each monthly (or other) period you are billed for under your Order.

1. SERVICES

1.1 Your Plan. We provide the Services included in the Plan you purchased, as described in your Order or on our website at the time you signed up. Different Plans (for example, a website-only plan or our full system plan) include different features. If your Order and our website differ, your Order controls.

1.2 Plans.

  • (a) Full system plan. Our full system plan typically includes:
  • a professionally designed website (up to 10 pages);
  • on-page SEO setup;
  • domain registration (first year, see Section 4);
  • mobile optimization;
  • hosting and maintenance;
  • Google Business Profile optimization;
  • automated Google review requests sent to every customer you submit (see Section 11);
  • automated lead follow-up;
  • missed-call text-back;
  • contact/quote form with automated response;
  • website SMS chat widget;
  • a business phone number registered in your business name (see Section 7);
  • an all-in-one inbox app;
  • up to 30 minutes per month of minor updates (see Section 8); and
  • support by text or email.
  • (b) Website-only plan. A website-only plan includes the website (design, build, hosting and the domain under Section 4) and monthly minor updates to the website (see Section 8). It does not include a business phone number, automations, review requests or Google Business Profile management, unless your Order says otherwise.

1.3 Optional Add-On Services. The following are available on request and priced based on scope (see Section 2):

  • calendar or booking system integration;
  • CRM integrations and third-party API connections;
  • automated SMS and email campaigns;
  • e-commerce functionality;
  • social media management;
  • paid advertising management;
  • custom software development;
  • additional website pages beyond the initial 10; and
  • ongoing content creation or copywriting beyond initial setup.

No additional work will be performed without your prior written approval. Approved additional services are non-refundable once work has started, except as set out in Section 3.5.

2. ADDITIONAL SERVICES & HOURLY BILLING

Work outside the scope of your Plan is billed at our hourly rate. This includes:

  • website updates beyond any monthly allotment;
  • major redesigns or structural overhauls;
  • additional automation builds or configurations;
  • custom integrations;
  • content creation, copywriting or graphic design beyond initial setup; and
  • any other service not included in your Plan.

Before starting out-of-scope work, we will tell you the estimated time and get your written approval (email or text is sufficient). Our hourly rate is \$75 CAD per hour plus applicable taxes, unless your Order states a different rate. We may change the hourly rate on 30 days' written notice.

3. FEES & PAYMENT

3.1 Fees. Your fees are the amounts stated in your Order, including your monthly fee and any discount or promotional price. If you were offered a discounted or promotional price, that price applies for the period stated in your Order, or, if no period is stated, until we change it under Section 3.7.

3.2 Recurring Billing. Your Plan is month-to-month unless your Order states otherwise. Your first monthly fee is charged when you sign up, and the fee then renews automatically on the same day of each following Billing Period until you cancel under Section 9. By providing a payment method, you authorize Romanello Systems (and our payment processor) to charge it for each renewal and for any other fees you approve, without further authorization.

3.3 Late Payments. If a payment fails or is overdue, we will notify you by email or text. If payment is more than 7 days overdue, a \$25 CAD late fee may apply. If payment is still unpaid 30 days after the due date, we may suspend the Services (including taking your website offline) or terminate this Agreement under Section 10.2. We will not suspend or take down your website for non-payment before then, except under Section 10.1. Services resume once all overdue amounts, including any late fee, are paid.

3.4 Final Billing Period. If you cancel, you keep access until the end of the Billing Period you have already paid for. You will not be charged again after that, and there is no cancellation fee.

3.5 Refunds. Fees paid are non-refundable, including monthly fees, partial Billing Periods and fees for completed or in-progress additional services, except:

  • (a) where a refund is required by applicable law;
  • (b) to correct a billing error, such as a duplicate or incorrect charge, which we will refund or credit promptly once confirmed; and
  • (c) as set out in Section 10.4 (termination by us without cause).

3.6 Taxes. All fees are stated in Canadian dollars and exclude applicable taxes. Where Romanello Systems is registered, or required by law to be registered, for GST/HST or provincial sales tax (such as BC PST), we will add those taxes to your invoices at the rate that applies to you, which generally depends on the province where you are located. Where practical, we will give you advance notice before we begin charging tax, but taxes apply whenever the law requires.

3.7 Price Changes. For month-to-month Plans, we may change your fees, including ending a promotional price unless your Order locks it for a set period, by giving you at least 30 days' written notice by email. The new price applies from your first Billing Period starting after the notice period ends. If you don't agree, you may cancel under Section 9 before the new price takes effect.

4. DOMAIN OWNERSHIP & CONFIGURATION

4.1 New Domain Registration. If you don't have an existing domain, we will register one in your legal business name. The cost of the first year of registration is included in your monthly Plan fee. After the first year, renewal fees are your cost: we will invoice you annually at the registrar's prevailing rate, or, if you prefer, you can pay the registrar directly. If renewal fees aren't paid, the domain may expire and become unavailable, and we are not liable for domain loss caused by non-payment of renewal fees.

4.2 Existing Domain. If you already have a domain with a third-party registrar, you may authorize us to access the registrar account solely to update the DNS records needed to connect your website, or you may update the DNS records yourself using values we provide. Registrar credentials you give us are used solely for DNS configuration, stored securely, and deleted once configuration is complete.

4.3 You Keep Your Domain. You keep full legal ownership of your domain at all times, including after cancellation. We will never transfer domain ownership or make unauthorized changes to the domain registration. On request, we will help with domain transfers or DNS updates.

5. OWNERSHIP OF WEBSITE, SYSTEMS & CONTENT

5.1 What You Own. You own, and keep owning after cancellation:

  • (a) your domain name (Section 4);
  • (b) your Client Content;
  • (c) your Client Data;
  • (d) the reviews posted on your Google Business Profile and the profile itself; and
  • (e) the business phone number registered in your business name (Section 7).

5.2 What We Own.

  • Ownership. Romanello Systems owns all Romanello Systems Materials, even where they were built or customized for you. That includes the website design, layout, code and structure; all automation workflows, configurations and system logic; the GoHighLevel sub-account setup and configuration; and our templates, snapshots, processes and know-how. No ownership of Romanello Systems Materials transfers to you, except the licence described in Section 5.3 if you complete a buyout.
  • Use while subscribed. While your subscription is active and paid, you may use the website and systems we build for you to operate your business.
  • When the Services end. The website and automations will be taken offline unless you complete a buyout under Section 5.3. Your domain, Client Content, Client Data, reviews and phone number remain yours.

5.3 Website & Systems Buyout (Optional).

  • (a) Fee. When you cancel, you may choose to buy a copy of your website and automations for a one-time fee of \$997 CAD plus applicable taxes (the "Buyout Fee").
  • (b) How the copy works. GoHighLevel sub-accounts cannot be moved directly from our account to yours. Instead, you open and pay for your own GoHighLevel account. After we receive the Buyout Fee, we will copy your website, pages and automation workflows into your account (for example, using a GoHighLevel snapshot) and provide your Client Data as a CSV export.
  • (c) Timing. You must request the buyout in writing before your cancellation takes effect or within 30 days after. We will complete the copy within 30 days after receiving the Buyout Fee and the access we need. If you don't request a buyout in time, the website and automations may be permanently deleted.
  • (d) Your licence. On completion, we grant you a perpetual, non-exclusive, royalty-free licence to use, modify and host the copied website and automations for your own business. You may not resell or redistribute them as templates. We keep ownership of Romanello Systems Materials and may continue to use our templates, methods and know-how for other clients.
  • (e) What's not included. The buyout does not include ongoing support, maintenance, updates, GoHighLevel subscription costs, or third-party integrations or messaging registrations, which may need to be set up again in your account. We don't guarantee that every third-party feature will copy over identically.
  • (f) Phone number. You don't need a buyout to take your phone number; see Section 7.1.

5.4 Client Content Responsibility. You represent and warrant that all Client Content you provide (including images, text, logos, videos and business information) is owned by you or properly licensed for use. You agree to indemnify and hold harmless Romanello Systems from any claims, damages, losses or expenses arising from the use of Client Content, including claims of copyright or trademark infringement. We are not responsible for verifying the ownership or licensing of Client Content.

6. SETUP TIMELINE & CLIENT RESPONSIBILITIES

6.1 Estimated Timeline. We target a setup and launch timeline of 7–10 business days from the date you provide all required materials and your first monthly payment is received. This timeline is an estimate, not a guarantee.

6.2 Your Responsibilities. You agree to:

  • provide all required business information, content, logos and images within a reasonable time after we request them;
  • review and respond to preview links, revision requests and template approvals promptly;
  • approve all automated message templates before launch (if automation services are included); and
  • provide accurate and complete business information for messaging registration and Google Business Profile management.

Delays caused by your failure to provide materials or respond in a timely manner may extend the timeline, and we are not responsible for those delays.

6.3 Pre-Launch Revisions. Up to two rounds of revisions are included before launch. Additional rounds are billed at our hourly rate (Section 2). Revisions are typically completed within 3–5 business days per round.

7. BUSINESS PHONE NUMBER & MESSAGING

7.1 Your Business Phone Number.

  • If your Plan includes a business phone number, we will obtain it through our messaging platform and register it in your business name for your exclusive use. The number belongs to your business.
  • On request, at any time (including when you cancel), we will help you port the number to a phone carrier or account of your choice at no charge from us. Porting moves the number only; it does not include the website, automations or other systems (see Section 5.3).
  • Your new carrier may charge its own fees, and porting timelines depend on the carriers involved.
  • If you do not request a port within 30 days after cancellation, the number may be released back to the carrier and could become unavailable.

7.2 Messaging Registration. You authorize us to:

  • register your business with carriers and messaging providers as required to send business text messages (for example, A2P/10DLC or equivalent registration), using your business name, Canadian Business Number and business details;
  • send automated messages on your behalf that you have approved (lead follow-ups, missed-call text-backs, review requests, appointment reminders and similar service messages); and
  • set up and manage your message templates and workflows.

7.3 Your Responsibilities for Consent and Privacy. You are the business sending messages to your customers and leads, and you are responsible for your own compliance with anti-spam, telemarketing and privacy laws, including Canada's Anti-Spam Legislation (CASL) and applicable privacy laws. In particular, you are responsible for:

  • (a) having proper consent (express or implied, as the law allows) before any commercial message is sent to a contact, including contacts you upload or add manually;
  • (b) the consent and opt-in language on your website forms and other collection points, and keeping records of consent;
  • (c) promptly honouring opt-out and unsubscribe requests, including any you receive outside the system;
  • (d) having a privacy policy on your website that accurately describes how your business collects and uses customer information, including your use of service providers like us (we can provide a template, but you are responsible for its content); and
  • (e) the content and frequency of messages you approve or request.

We act as your service provider: we set up and operate the tools on your instructions. We will include sender identification and a "Reply STOP" opt-out in default templates and set up automated opt-out handling. We may pause or refuse to send messages that we reasonably believe would breach the law, carrier rules or platform policies.

7.4 Messaging Failures. Subject to Section 13, Romanello Systems is not liable for:

  • (a) failed or delayed message delivery due to carrier issues, network problems or device incompatibility;
  • (b) regulatory penalties arising from your failure to obtain proper recipient consent;
  • (c) changes in carrier policies or messaging regulations that affect messaging capability; or
  • (d) account suspension by carriers or messaging providers due to your messaging content or practices.

8. MONTHLY UPDATES & MAINTENANCE

All Plans, including the website-only plan, include up to 30 minutes of minor updates per month, unless your Order says otherwise. This time may be applied to any combination of the following, to the extent the item is part of your Plan:

  • website text edits, image swaps, contact information updates or small layout adjustments;
  • automation message template wording changes; and
  • Google Business Profile updates (hours, photos, descriptions, etc.).

Update requests may be submitted by text message to (807) 697-7190 or by email to [email protected]. (Cancellation requests must be sent by email; see Section 9.1.) Updates beyond the monthly allotment are billed at our hourly rate (Section 2), with your approval required before work proceeds. Unused update time does not roll over.

9. CANCELLATION

9.1 How to Cancel.

  • You may cancel at any time by email to [email protected]. Cancellation must be sent by email.
  • A cancellation request sent any other way (for example, by text message, phone call, social media or in person) is not effective. If you send one, we will point you to email.
  • We will confirm your cancellation by email.
  • Cancellation takes effect at the end of your current paid Billing Period. You won't be charged again, there is no cancellation fee, and no partial-month refunds are given.
  • If your request arrives on the renewal date, it takes effect at the end of the Billing Period that started that day, unless we agree otherwise.

9.2 What Happens When Your Cancellation Takes Effect.

  • (a) The website, automations and related Services are taken offline at the end of your final paid Billing Period, unless you have requested a buyout (Section 5.3).
  • (b) You keep your domain, Client Content, reviews and phone number.
  • (c) Data export: if you request it before, or within 30 days after, your cancellation takes effect, we will deliver your Client Data (your contacts and leads, plus conversation history where the platform allows) as a CSV file within 30 days after your request.
  • (d) Deletion: we will delete Client Data from our systems 30 days after your cancellation takes effect, or 30 days after we deliver your export if that is later. This excludes copies we must keep by law and copies in routine backups, which remain until overwritten.
  • (e) Phone number: you may port it out for free under Section 7.1.

9.3 Buyout. See Section 5.3 for the optional buyout and its timing.

9.4 No Refunds on Cancellation. Cancelling does not entitle you to a refund of fees already paid, except as set out in Section 3.5.

10. SUSPENSION AND TERMINATION BY ROMANELLO SYSTEMS

10.1 Immediate suspension or termination. We may suspend or terminate immediately, with notice to you, if you:

  • (a) use the Services for illegal, fraudulent or deceptive purposes;
  • (b) send messages that breach anti-spam law or put our carrier, messaging or GoHighLevel accounts at risk;
  • (c) are abusive, threatening or harassing toward us; or
  • (d) breach third-party platform policies in a way that threatens our accounts.

10.2 Non-payment. A late fee may apply after 7 days, as set out in Section 3.3. If payment is still unpaid 30 days after the due date, we may, after notifying you, suspend the Services (including taking your website offline) or terminate this Agreement. We will not suspend or terminate for non-payment before then.

10.3 Other breaches. For any other breach, we will give you written notice and 7 days to fix it. If it isn't fixed, we may terminate.

10.4 Termination without cause. We may end this Agreement for any reason on 30 days' written notice, and will refund any fees you prepaid for Services after the termination date.

10.5 Your data and number. Whatever the reason for termination, you will still receive your Client Data export (Section 9.2) and may port your phone number (Section 7.1), even if amounts remain owing. Unpaid amounts stay due, and we may withhold a buyout until they are paid.

10.6 Refunds. Except under Section 10.4 or Section 3.5, no refunds are given on termination.

11. GOOGLE BUSINESS PROFILE MANAGEMENT

Where you authorize us to assist with Google Business Profile management, the following terms apply:

  • We will perform optimization, update business information, manage review response workflows, and set up automated review requests where your Plan includes them.
  • All actions taken on your Google Business Profile are taken in good faith and in accordance with Google's Terms of Service.

YOU ACKNOWLEDGE THAT ROMANELLO SYSTEMS HAS NO CONTROL OVER GOOGLE'S POLICIES, ALGORITHMS OR ENFORCEMENT ACTIONS. SUBJECT TO SECTION 13, ROMANELLO SYSTEMS IS NOT LIABLE FOR GOOGLE ACCOUNT SUSPENSION, REVIEW REMOVAL, LISTING REINSTATEMENT ISSUES, CHANGES TO GOOGLE'S PLATFORM OR POLICIES, OR ANY LOSS OF REVIEWS, RANKINGS OR VISIBILITY.

It is your responsibility to ensure that your review collection practices comply with Google's Terms of Service and applicable laws. We provide the tools; you are responsible for how those tools are used.

12. THIRD-PARTY SERVICES AND PLATFORMS

12.1 The Services depend on third-party platforms and providers that we don't control ("Third-Party Services"), including:

  • GoHighLevel/LeadConnector;
  • Twilio and other telecommunications carriers and messaging providers;
  • Google (including Google Business Profile and Google Search);
  • Meta (Facebook/Instagram);
  • email delivery providers;
  • payment processors (such as Stripe);
  • domain registrars;
  • hosting and cloud infrastructure providers; and
  • AI providers.

12.2 Third-Party Services are governed by their own terms and policies, which may change at any time. To the extent the Services rely on them, you agree to comply with those terms, including GoHighLevel's acceptable use policy and carrier messaging rules.

12.3 Romanello Systems is not responsible or liable for any outage, downtime, delay, data loss, error, security incident, suspension, policy or algorithm change, price change, feature change or discontinuation of any Third-Party Service, or for any resulting loss of leads, messages, reviews, rankings or business.

12.4 We will make reasonable efforts to work around problems or find alternatives, and any resulting price change will follow Section 3.7, but we don't guarantee continuity of any Third-Party Service.

13. NO GUARANTEES AND LIMITATION OF LIABILITY

13.1 No guaranteed results. We do not guarantee any specific outcome, including search rankings, Google visibility, number of leads, calls, reviews, conversions or revenue. Results depend on many factors outside our control.

13.2 "As is." Except as expressly stated in this Agreement, the Services are provided "as is" and "as available," and we disclaim all other warranties and conditions, express or implied, including fitness for a particular purpose and uninterrupted or error-free operation, to the extent permitted by law.

13.3 Liability cap. To the maximum extent permitted by law, our total liability to you for all claims arising out of or relating to this Agreement or the Services, whether in contract, tort (including negligence) or otherwise, will not exceed the total fees you paid to us in the 12 months before the event giving rise to the claim.

13.4 Excluded damages. To the maximum extent permitted by law, neither party is liable to the other for any indirect, incidental, special, consequential or punitive damages, or for loss of profits, revenue, business opportunities or goodwill, even if advised of the possibility.

13.5 Specific exclusions. Without limiting the above, we are not liable for:

  • automation or message delivery failures;
  • Google or carrier enforcement actions;
  • Third-Party Service issues (Section 12);
  • your failure to comply with CASL or other messaging or privacy laws;
  • claims arising from Client Content;
  • inaccurate information you provide; or
  • errors in AI-assisted outputs that you approved or failed to report (Section 15).

13.6 Carve-outs. Nothing in this Agreement limits or excludes:

  • (a) liability for fraud or wilful misconduct;
  • (b) your obligation to pay fees owed;
  • (c) your indemnity obligations under Sections 5.4 and 18.10; or
  • (d) any liability that cannot be limited under applicable law.

14. DATA PROCESSING AND PRIVACY

14.1 Privacy Policy. Our Privacy Policy (romanellosystems.com/privacy-policy) explains how we handle personal information about you and visitors to our own website.

14.2 Our role for Client Data. For Client Data, you are the organization responsible for the information, and we act as your service provider. We will:

  • (a) collect, use, store and disclose Client Data only to provide the Services, on your instructions, or as required by law;
  • (b) never sell Client Data or use it to market our own or anyone else's products to your customers;
  • (c) keep Client Data confidential and limit access to people who need it to provide the Services;
  • (d) use reasonable security safeguards appropriate to its sensitivity;
  • (e) use sub-processors (such as GoHighLevel/LeadConnector, Twilio, Mailgun, Stripe and AI providers) bound by obligations protecting the data, with a current list available on request;
  • (f) notify you without undue delay after becoming aware of a breach of security safeguards affecting Client Data, and reasonably help you meet any legal notification duties;
  • (g) reasonably help you respond to requests from individuals to access or correct their information; and
  • (h) return and delete Client Data as set out in Section 9.2.

14.3 Location of data. Client Data is stored and processed by our providers outside Canada, mainly in the United States, and may be accessed by provider support staff in other countries. It may be subject to lawful access by authorities in those places. You agree to tell your customers about this in your own privacy policy.

14.4 SMS consent data. Phone numbers and SMS opt-in records are shared only with carriers and messaging providers as needed to deliver messages, or with regulators where required by law. They are never sold or shared for third-party marketing.

15. USE OF AI TOOLS

15.1 We may use artificial intelligence tools, including AI writing, image and design tools, AI assistants and AI agents, to help create website copy, images, message templates and automations, and to operate, manage and support the Services.

15.2 We review AI-assisted work before it goes live, but AI outputs can contain errors or inaccuracies. You are responsible for reviewing the content we prepare for you (including during pre-launch revisions and template approvals) and telling us about anything inaccurate.

15.3 Client Data and Client Content may be processed by AI providers acting as our sub-processors under Section 14.

15.4 AI providers process Client Data under their own terms and policies; we make no guarantee about how they use it beyond what this Agreement requires.

15.5 We make no guarantee that AI-assisted outputs will be error-free, original or fit for a particular purpose, and Section 13 applies to them. If you believe AI-assisted content is inaccurate or infringes someone's rights, tell us and we will correct or replace it.

16. INTELLECTUAL PROPERTY

16.1 Romanello Systems Materials remain our exclusive property (Section 5.2). Nothing in this Agreement transfers them to you, except the licence in Section 5.3 on a completed buyout.

16.2 You grant us a non-exclusive, royalty-free licence to use, copy, modify and display your Client Content, name, logo and branding (a) to provide the Services, and (b) for the portfolio uses described in Section 17.1.

17. PORTFOLIO AND MARKETING USE

17.1 Portfolio. We may display the website and other non-confidential work we create for you (for example, screenshots, screen recordings or links) in our portfolio, on our website, in sales presentations and on social media. We may also identify you as a client by business name and logo alongside that work.

17.2 Testimonials and results need your consent. We will not use your testimonial, quotes, reviews of us, photos, video or voice of you or your staff, or your business results or metrics (for example, leads, calls, reviews or revenue) in advertising or marketing unless you have approved it in writing. A text message or email from you saying we can use it is enough.

17.3 Never shared. We will never publish your Client Data or your confidential information. Where screenshots would show customer information, we will blur or remove it.

17.4 Withdrawing a testimonial approval. If you later withdraw approval of a testimonial, we will stop using it in new marketing within 30 days. Content already published or distributed does not need to be withdrawn.

18. GENERAL

18.1 Governing Law and Courts. This Agreement is governed by the laws of the Province of British Columbia and the federal laws of Canada that apply there. The courts and tribunals of British Columbia, including the Civil Resolution Tribunal for claims within its jurisdiction, will have jurisdiction over any dispute, but this jurisdiction is non-exclusive. Romanello Systems may also bring a claim, including a claim for unpaid fees, in the courts of the province or territory where you are located or carry on business, including Ontario.

18.2 Entire Agreement. This Agreement, together with your Order and the Privacy Policy, is the entire agreement between you and Romanello Systems about the Services. It replaces all prior discussions, proposals and statements, including sales calls and marketing or website content (such as FAQs and pricing pages). Those are general descriptions only and are not contract terms unless included in your Order. If there is a conflict, the following order applies:

  1. your Order (only for plan, price, discounts and included features);
  2. this Agreement;
  3. the Privacy Policy.

18.3 Changes to These Terms. We may update this Agreement by posting a new version on our website with a new "Last Updated" date. You are responsible for reviewing the current Terms from time to time. For material changes, we will also try to notify you by email. Changes take effect 30 days after posting (or immediately for non-material changes), and continuing to use the Services after that means you accept them. Price changes are governed by Section 3.7.

18.4 Severability. If any provision of this Agreement is found invalid, illegal or unenforceable by a court of competent jurisdiction, it will be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible. The remaining provisions remain in full force and effect.

18.5 Force Majeure. Neither party is liable for any failure or delay in performance to the extent caused by circumstances beyond its reasonable control, including natural disasters, pandemics, internet outages, government actions, carrier network failures or third-party platform disruptions. This does not excuse an obligation to pay fees already owed.

18.6 Notices.

  • Notices under this Agreement must be in writing and sent by email: to us at [email protected], and to you at the email address in your Order or account.
  • Update requests (Section 8) and approvals under Section 17.2 may also be sent by text message to (807) 697-7190, or from or to the mobile number on your account.
  • Cancellation requests must be sent by email under Section 9.1; a cancellation sent any other way is not effective.
  • An email or text is treated as received on the next business day after it is sent.
  • Notices of a legal claim must be sent by email.

18.7 Waiver. Failure by either party to enforce any provision of this Agreement is not a waiver of that party's right to enforce it later.

18.8 Relationship and Business Use. Romanello Systems is an independent contractor. Nothing in this Agreement creates an employment, partnership, joint venture or agency relationship. You confirm you are purchasing the Services for your business and not for personal, family or household purposes.

18.9 Confidentiality. Each party will keep confidential, and use only for this Agreement, any non-public information the other shares that is marked confidential or would reasonably be understood to be confidential. That includes pricing, business performance, customer information, login credentials, and our methods and templates. This does not apply to information that is public, already known, independently developed, lawfully received from someone else, or required to be disclosed by law.

18.10 Your Indemnity. You will indemnify and hold harmless Romanello Systems from claims, fines, penalties, losses and reasonable legal costs arising from:

  • (a) messages sent to your contacts or lists at your request or using contacts you supplied, where required consent was missing;
  • (b) your breach of anti-spam, privacy or consumer laws;
  • (c) your Client Content; or
  • (d) your breach of this Agreement.

18.11 Acceptable Use. You will not use the Services to send spam or unlawful messages, to mislead consumers, to post fake reviews, to infringe anyone's rights, or in breach of GoHighLevel's, carriers' or Google's policies. You will keep your logins secure and tell us promptly about any unauthorized access.

18.12 Assignment. You may not transfer this Agreement without our written consent. We may transfer this Agreement on notice to you, including to a corporation we control or to a buyer of our business.

18.13 No Exclusivity. Our Services are standardized. We provide similar services to other businesses, including businesses in your industry and area, and may reuse our templates, methods and know-how for them. We will never share your confidential information or Client Data with other clients.

18.14 Survival. Sections that by their nature should continue after this Agreement ends survive termination. These include payment obligations, ownership (Section 5), data return and deletion (Section 9.2), data processing (Section 14), liability (Section 13), confidentiality, indemnity and governing law.

18.15 Resolving Disputes. If a dispute arises, either party will first send the other a written description of the issue. Both will then try in good faith to resolve it (including by a phone or video call) within 30 days before starting a court or tribunal claim. This does not prevent either party from seeking urgent relief, starting a claim to collect overdue fees, or meeting a limitation deadline.

18.16 Electronic Acceptance and Counterparts. This Agreement and any Order may be accepted electronically, and electronic acceptance is as binding as a handwritten signature. That includes ticking a checkbox, clicking a button, typing a name, replying by email or text, or making a payment. If a document is signed in separate copies ("counterparts"), including PDFs or e-signatures, all copies together form one agreement.

ACKNOWLEDGMENT & ACCEPTANCE

By ticking the "I agree" box at checkout, accepting an Order, making a payment or using any of our Services, you confirm that you have read and agree to this Agreement. That includes in particular:

  • the refund policy (Section 3.5);
  • cancellation (Section 9);
  • ownership and buyout (Section 5);
  • limitation of liability (Section 13);
  • portfolio use (Section 17); and
  • governing law (Section 18.1).

Questions? [email protected] or (807) 697-7190.

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