Last Updated: May 6, 2026

Governing Law: Province of Ontario, Canada

These Terms and Conditions of Service ("Agreement") constitute a legally binding contract between ROMANELLO SYSTEMS ("Company," "we," "us," or "our"), a business operating in Ontario, Canada, and you, whether personally or on behalf of a business entity ("Client," "you," or "your"). By clicking "I Agree," making any payment, or accessing or using any of our Services, you confirm that you have read, understood, and agree to be bound by this Agreement in its entirety.

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

You can contact us at: [email protected] | (807) 697-7190

1. SERVICES PROVIDED

Romanello Systems provides local businesses with a comprehensive digital growth system. Our standard monthly package includes the following services:

1.1 Standard Monthly Package — $297 CAD/month

A professionally designed branded website (up to 10 pages)

On-page SEO setup with keyword integration

Domain registration (first year included; see Section 4)

Mobile optimization

Secure website hosting and maintenance

Google Business Profile optimization and management

Automated 5-star review funnel system

Automated lead follow-up system

Missed call text-back automation

Contact/quote form with automated response

SMS chat widget for your website

A dedicated business phone number registered under your business (see Section 7)

All-in-one inbox app for managing client communications

Up to 30 minutes per month of minor updates to your website, automation message templates, and/or Google Business Profile (see Section 8)

Dedicated support via email

1.2 One-Time Setup Fee

A one-time setup fee applies to cover initial buildout, configuration, and onboarding. This fee is due upfront before any work begins. The setup fee is non-refundable.

1.3 Optional Add-On Services

The following services are available upon request and are priced based on scope. See Section 2 for hourly rates:

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

Ongoing content creation or copywriting beyond initial setup

No additional work will be performed without prior written Client approval. All approved additional services are non-refundable once work has commenced.

2. ADDITIONAL SERVICES & HOURLY BILLING

Work that falls outside the scope of the standard monthly package is billed at $60 CAD per hour. This includes, but is not limited to:

Website updates exceeding the 30-minute monthly allotment

Major website redesigns or structural overhauls

Additional automation builds or configurations

Custom integrations (calendars, CRMs, third-party platforms)

Content creation, copywriting, or graphic design beyond initial setup

Any other service not explicitly included in Section 1

Before undertaking any out-of-scope work, we will notify the Client of the estimated time required and obtain written approval (email is sufficient) before proceeding. No surprise charges will be applied.

3. PAYMENT TERMS

3.1 Setup Fee

The one-time setup fee is due in full before any work begins. Work will not commence until payment has been received and confirmed.

3.2 Monthly Subscription

The monthly subscription of $297 CAD is billed immediately upon signup and recurs automatically on the same calendar day each month thereafter. By providing a payment method, Client authorizes ROMANELLO SYSTEMS to charge that method on a recurring basis without additional authorization each month.

3.3 Late Payments

Services may be suspended if payment is more than 7 days overdue

A $25 CAD late fee may be applied after 14 days of non-payment

Services will resume once all outstanding amounts, including late fees, are paid in full

ROMANELLO SYSTEMS reserves the right to terminate the Agreement for repeated non-payment (see Section 10)

3.4 Final Month Billing

Upon cancellation (see Section 9), the Client's final month of service is billed in full regardless of the date of cancellation notice. This covers the work involved in data export, offboarding, and transitioning Client assets.

3.5 No Refunds

ALL FEES PAID TO ROMANELLO SYSTEMS ARE NON-REFUNDABLE. This includes, without limitation, the one-time setup fee, any monthly subscription fees, any partial months, and any fees paid for additional or add-on services. No exceptions will be made. By using our Services, Client expressly acknowledges and agrees to this no-refund policy.

3.6 Sales Tax

ROMANELLO SYSTEMS does not currently charge HST/GST as we operate below the $30,000 CAD annual revenue threshold set by the Canada Revenue Agency. When we reach this threshold, applicable sales tax (currently 13% HST in Ontario) will be added to all future invoices. Client will receive at least 30 days written notice before sales tax begins to apply.

3.7 Price Adjustments

ROMANELLO SYSTEMS reserves the right to adjust its pricing at any time for any reason, including but not limited to increases in software licensing costs, third-party service costs, or general business operating costs. Client will receive at least 30 days written notice via email of any price increase. Continued use of the Services after the effective date of a price change constitutes acceptance of the new pricing.

4. DOMAIN OWNERSHIP & CONFIGURATION

4.1 New Domain Registration

If the Client does not have an existing domain, ROMANELLO SYSTEMS will register a domain on the Client's behalf. The domain will be registered in the Client's legal business name. The cost of domain registration is included in the one-time setup fee and covers the first year only.

Upon expiry, the Client will be invoiced annually for domain renewal at the prevailing rate charged by the domain registrar at that time. Failure to pay renewal fees may result in the domain expiring and becoming unavailable. ROMANELLO SYSTEMS is not liable for domain loss due to Client non-payment of renewal fees.

4.2 Existing Domain

If the Client already has a domain registered with a third-party registrar (e.g., GoDaddy, Namecheap, Google Domains, etc.), the Client may authorize ROMANELLO SYSTEMS to access the registrar account solely for the purpose of updating DNS records necessary to connect the website. Alternatively, the Client may update the DNS records themselves if they prefer, and ROMANELLO SYSTEMS will provide the required DNS values.

Domain registrar access credentials provided to ROMANELLO SYSTEMS are used solely for DNS configuration, stored securely, and deleted once configuration is complete.

4.3 Client Retains Full Domain Ownership

The Client retains full legal ownership of their domain at all times, including after cancellation of services. ROMANELLO SYSTEMS will never transfer domain ownership or make unauthorized changes to the domain registration. Upon request, we will assist with domain transfers or DNS updates.

5. OWNERSHIP OF WEBSITE, SYSTEM & CONTENT

5.1 What the Client Owns

The Client retains ownership of the following:

The registered domain name (as set out in Section 4)

All content provided by the Client, including text, images, logos, branding materials, and other intellectual property the Client supplies

All customer and lead data collected through the Client's website or automation systems

5.2 What ROMANELLO SYSTEMS Owns

ROMANELLO SYSTEMS retains full ownership of the following, even if built specifically for the Client:

The website design framework, layout, code, and structure

All automation workflows, configurations, and system logic

The business phone number purchased on behalf of the Client (see Section 7)

All platform infrastructure, integrations, and GoHighLevel sub-account configuration

Proprietary templates, systems, and processes developed by ROMANELLO SYSTEMS

Upon cancellation or termination of services, the website and all associated systems will be taken offline. The Client's domain and Client-provided content will remain the Client's property.

5.3 Website Buyout Option

The Client may elect to purchase the website and associated GoHighLevel sub-account at the time of cancellation for a one-time buyout fee of $997 CAD. Upon payment of the buyout fee:

The Client receives a fully functional GoHighLevel sub-account they can manage independently

The website and automations will remain live and under the Client's own GoHighLevel subscription

ROMANELLO SYSTEMS will transfer all assets and provide reasonable transition support within 30 days of cancellation notice

The buyout option does not include ongoing support, maintenance, or updates from ROMANELLO SYSTEMS. The Client assumes full responsibility for the GoHighLevel account and any associated costs after buyout.

5.4 Client Content Responsibility

The Client represents and warrants that all content provided to ROMANELLO SYSTEMS (including but not limited to images, text, logos, videos, and business information) is owned by the Client or properly licensed for use. The Client agrees to indemnify and hold harmless ROMANELLO SYSTEMS from any claims, damages, losses, or expenses arising from the use of Client-provided content, including any claims of copyright or trademark infringement.

ROMANELLO SYSTEMS is not responsible for verifying the ownership or licensing of any content provided by the Client.

6. SETUP TIMELINE & CLIENT RESPONSIBILITIES

6.1 Estimated Timeline

ROMANELLO SYSTEMS targets a setup and launch timeline of 7–10 business days from the date the Client provides all required materials and the setup fee is received. This timeline is an estimate, not a guarantee.

6.2 Client Responsibilities

The Client agrees to:

Provide all required business information, content, logos, and images within a reasonable time after being requested

Review and respond to preview links, revision requests, and template approvals promptly

Approve all automated message templates before launch (if automation services are included)

Provide accurate and complete business information for A2P messaging registration and Google Business Profile management

Delays caused by the Client's failure to provide materials or respond in a timely manner may extend the setup timeline. ROMANELLO SYSTEMS is not responsible for delays attributable to the Client.

6.3 Pre-Launch Revisions

Up to two rounds of revisions are included prior to website launch. Additional revision rounds beyond this are billed at $60/hour. Revisions are typically completed within 3–5 business days per round.

7. BUSINESS PHONE NUMBER & A2P MESSAGING

7.1 Phone Number Acquisition

As part of the standard package, ROMANELLO SYSTEMS will acquire a business phone number on the Client's behalf. This number is registered under the Client's business name and is used exclusively for the Client's business communications, including SMS automations, missed call text-back, and the website chat widget.

The phone number is acquired and held within ROMANELLO SYSTEMS' GoHighLevel platform. Ownership of the number remains with ROMANELLO SYSTEMS as part of the system infrastructure (see Section 5.2). Upon cancellation without a buyout, the number will be released. Upon cancellation with a buyout ($997), the number and sub-account transfer to the Client.

7.2 A2P Messaging Authorization

By accepting this Agreement, the Client expressly authorizes ROMANELLO SYSTEMS to:

Register for Application-to-Person (A2P) 10DLC messaging services on the Client's behalf, including using the Client's Canadian Business Number (BN) and business information

Send automated SMS messages on behalf of the Client's business, including lead follow-ups, missed call text-backs, review requests, appointment reminders, and other service-related communications

Configure and manage messaging templates and automation workflows

7.3 Client Compliance Obligations

The Client is responsible for ensuring that all contacts to whom automated messages are sent have provided proper consent under applicable law, including the Canadian Anti-Spam Legislation (CASL) and any applicable provincial regulations. ROMANELLO SYSTEMS will configure opt-out functionality ("STOP" to unsubscribe) for all messaging, but the Client is ultimately responsible for compliance with all messaging laws in their jurisdiction.

7.4 No Liability for Messaging Failures

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 the Client's failure to obtain proper recipient consent; (c) changes in carrier policies or A2P regulations that affect messaging capability; or (d) account suspension by carriers or messaging providers due to the Client's messaging content or practices.

8. MONTHLY UPDATES & MAINTENANCE

The monthly subscription includes up to 30 minutes of minor updates per month, which may be applied to any combination of the following:

Website text edits, image swaps, contact information updates, or small layout adjustments

Automation message template wording changes

Google Business Profile updates (hours, photos, descriptions, etc.)

Update requests must be submitted via email. Updates exceeding the 30-minute monthly allotment are billed at $60 CAD per hour, with Client approval required before work proceeds. Unused update time does not roll over to subsequent months.

9. CANCELLATION POLICY

9.1 Client-Initiated Cancellation

The Client may cancel services at any time by providing 30 days written notice via email to [email protected] . During the 30-day notice period, the subscription remains active and billable at the full monthly rate.

9.2 What Happens Upon Cancellation

The Client's website, automations, and all associated services will be taken offline at the end of the 30-day notice period

The Client retains their domain name and all Client-provided content

ROMANELLO SYSTEMS will provide an export of all customer and lead data collected through the Client's system within 30 days of cancellation

The business phone number will be released unless the Client exercises the buyout option

The final month of service is billed in full (see Section 3.4)

9.3 Buyout at Cancellation

The Client may exercise the website buyout option (Section 5.3) at the time of cancellation by paying the $997 CAD buyout fee. All asset transfers will be completed within 30 days of the cancellation notice and buyout payment.

9.4 No Refunds on Cancellation

All fees paid are non-refundable. Cancellation does not entitle the Client to a refund of any setup fees, monthly fees, or fees for additional services already performed.

10. TERMINATION BY ROMANELLO SYSTEMS

ROMANELLO SYSTEMS may suspend or terminate services immediately and without prior notice in any of the following circumstances:

Non-payment of any fees due under this Agreement

The Client's breach of any provision of this Agreement

The Client's request or use of services for illegal, unethical, or fraudulent purposes

Abusive, threatening, or harassing behavior toward ROMANELLO SYSTEMS staff

Use of the platform in a manner that violates applicable laws or third-party platform policies

Upon termination by ROMANELLO SYSTEMS, all services cease immediately. No refunds will be issued for any fees already paid. ROMANELLO SYSTEMS will provide a data export of Client-owned data upon request, subject to any outstanding amounts being settled.

11. GOOGLE BUSINESS PROFILE MANAGEMENT

Where the Client authorizes ROMANELLO SYSTEMS to assist with Google Business Profile management, the following terms apply:

ROMANELLO SYSTEMS will perform optimization, update business information, manage review response workflows, and configure the automated review funnel as part of the standard package

All actions taken on the Client's Google Business Profile are taken in good faith and in accordance with Google's Terms of Service

THE CLIENT ACKNOWLEDGES THAT ROMANELLO SYSTEMS HAS NO CONTROL OVER GOOGLE'S POLICIES, ALGORITHMS, OR ENFORCEMENT ACTIONS. 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 the Client's responsibility to ensure that review collection practices comply with Google's Terms of Service and applicable laws. ROMANELLO SYSTEMS provides the tools; the Client is responsible for how those tools are used.

12. THIRD-PARTY SERVICES & PLATFORMS

Our Services rely on third-party platforms and service providers, including but not limited to GoHighLevel (website and automation platform), SMS and telecommunications carriers, domain registrars, and hosting infrastructure. The following terms apply:

ROMANELLO SYSTEMS is not responsible for outages, disruptions, price changes, policy changes, or discontinuation of any third-party service

If third-party cost increases necessitate a price adjustment, the Client will receive at least 30 days written notice (see Section 3.7)

ROMANELLO SYSTEMS will make reasonable efforts to find alternative providers in the event a third-party service is discontinued, but makes no guarantees of continuity

13. LIMITATION OF LIABILITY

13.1 No Guarantees

ROMANELLO SYSTEMS MAKES NO GUARANTEES OF ANY KIND REGARDING RESULTS. We do not guarantee specific outcomes including but not limited to: search engine rankings, Google Business Profile visibility, lead volume, conversion rates, revenue generation, review acquisition, or automation performance. Digital marketing results vary based on many factors outside our control.

13.2 Maximum Liability Cap

To the maximum extent permitted by applicable law, ROMANELLO SYSTEMS' total cumulative liability to the Client arising from or related to this Agreement or the Services, regardless of the cause of action or the theory of liability, shall not exceed the total amount paid by the Client in the 12 months immediately preceding the event giving rise to the claim.

13.3 Exclusion of Consequential Damages

ROMANELLO SYSTEMS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO: LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF CUSTOMERS, BUSINESS INTERRUPTION, LOSS OF DATA, OR REPUTATIONAL HARM, EVEN IF ROMANELLO SYSTEMS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.4 Specific Liability Exclusions

Without limiting the foregoing, ROMANELLO SYSTEMS is specifically NOT liable for:

Automation failures, message delivery failures, or errors in automated communications

Google Business Profile suspension, review removal, or any Google enforcement action

Third-party platform outages, changes, or discontinuation

Loss of a phone number due to carrier or regulatory action

The Client's failure to comply with CASL, TCPA, or any other applicable messaging laws

Any copyright, trademark, or intellectual property claims arising from Client-provided content

Inaccurate or incomplete information provided by the Client

Website downtime caused by hosting infrastructure issues beyond our control

14. DATA, PRIVACY & SECURITY

Our Privacy Policy, available at romanellosystems.com, is incorporated into this Agreement by reference and governs how we collect, use, and protect personal information.

The Client owns all customer and lead data collected through the Client's website and automation systems

Data is processed solely to provide the Services

Upon cancellation, customer data will be exported and provided to the Client within 30 days

Data is retained for up to 90 days following cancellation, after which it is securely deleted

SMS opt-in consent data is shared only with telecommunications carriers and A2P messaging providers as required to deliver messages, and is never sold or shared for third-party marketing purposes

15. SMS DISCLOSURE & CONSENT

By opting into SMS services, including automated text messages sent on behalf of the Client's business, all message recipients agree to receive communications related to the Client's business services. The following disclosures apply:

Message frequency varies based on business activity and automation triggers

Standard message and data rates apply per the recipient's mobile carrier plan

Recipients may opt out at any time by replying STOP to any message

Recipients may text HELP for support information

The Client, as the business sending these messages, is responsible for ensuring all message recipients have provided express or implied consent under CASL prior to receiving automated messages. ROMANELLO SYSTEMS configures and operates the messaging platform; the Client is responsible for compliance.

16. INTELLECTUAL PROPERTY

All proprietary systems, methodologies, templates, workflows, and processes developed by ROMANELLO SYSTEMS remain the exclusive intellectual property of ROMANELLO SYSTEMS. Nothing in this Agreement transfers any ROMANELLO SYSTEMS intellectual property to the Client, except as explicitly stated in the buyout option (Section 5.3).

The Client grants ROMANELLO SYSTEMS a limited license to use the Client's name, logo, and branding materials solely for the purpose of providing the Services.

17. PORTFOLIO & MARKETING USE

17.1 Use of Completed Work
ROMANELLO SYSTEMS may use completed work, including but not limited to websites, designs, and non-confidential deliverables, for portfolio, marketing, and demonstration purposes. This includes, but is not limited to, displaying such work on our website, in sales materials, and in private or public presentations.

17.2 Protection of Client Information
ROMANELLO SYSTEMS will not disclose any confidential information, private customer data, lead data, financial information, or sensitive business metrics without the Client’s prior written consent.

17.3 Client Opt-Out
The Client may request in writing that their project not be used for marketing or portfolio purposes. ROMANELLO SYSTEMS will reasonably honor such requests upon receipt.

18. GENERAL PROVISIONS

18.1 Governing Law

This Agreement is governed by and construed in accordance with the laws of the Province of Ontario, Canada, without regard to conflict of law principles. Any disputes arising under this Agreement shall be resolved in the courts of Ontario, Canada.

18.2 Entire Agreement

This Agreement, together with the Privacy Policy incorporated by reference, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior discussions, proposals, representations, and agreements, whether oral or written.

18.3 Amendments

ROMANELLO SYSTEMS reserves the right to amend this Agreement at any time. Clients will be notified of material changes via email or through a notice on our website. Continued use of the Services after notice of amendment constitutes acceptance of the updated terms.

18.4 Severability

If any provision of this Agreement is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision 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 shall be liable for any failure or delay in performance under this Agreement to the extent caused by circumstances beyond their reasonable control, including but not limited to: natural disasters, pandemics, internet outages, government actions, carrier network failures, or third-party platform disruptions.

18.6 Notices

All formal notices under this Agreement must be sent via email to the addresses set out in this Agreement. Notices to ROMANELLO SYSTEMS must be sent to '[email protected]'. Email notice is deemed received on the next business day following transmission.

18.7 Waiver

Failure by either party to enforce any provision of this Agreement shall not constitute a waiver of that party's right to enforce such provision at a later time.

18.8 Independent Contractor

ROMANELLO SYSTEMS operates as an independent contractor. Nothing in this Agreement creates an employment, partnership, joint venture, or agency relationship between the parties.

ACKNOWLEDGMENT & ACCEPTANCE

By clicking "I Agree," making a payment, or using any of our Services, the Client acknowledges that they have read, understood, and agree to be bound by these Terms and Conditions in their entirety, including the no-refund policy, limitation of liability, and all service-specific terms set out herein.

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