Terms of Service
Effective Date: November 5, 2026
Last Updated: November 5, 2026
These Terms of Service ("Terms") govern the provision of services by SignalScale LLC ("SignalScale," "Company," "we," "us," or "our") to clients and prospective clients ("Client," "you," or "your").
SignalScale LLC is an Arizona limited liability company providing digital marketing, advertising management, artificial intelligence communication systems, customer relationship management, marketing automation, and related business services.
By signing a service agreement, accepting a proposal, purchasing services, or otherwise entering into a contractual relationship with SignalScale, Client agrees to these Terms and any applicable written service agreement, proposal, order form, or statement of work.
These Terms are intended to establish the general conditions governing SignalScale's services, responsibilities, limitations, and business relationship with Client.
If a separate written agreement expressly conflicts with these Terms, the specific provision of the signed agreement will control for that conflict.
1. DEFINITIONS
For purposes of these Terms:
1.1. Services
"Services" means the digital marketing, advertising, technology implementation, consulting, automation, communication, and related services provided by SignalScale.
Services may include Meta advertising, Google advertising, AI phone agent, CRM implementation, marketing automation, content creation, website-related services, reporting, and other services expressly agreed upon in writing.
1.2. Service Agreement
"Service Agreement" means any written agreement, proposal, order form, statement of work, subscription agreement, or other document describing the services purchased by Client.
1.3. Advertising Expenditure
"Advertising Expenditure" means money paid to advertising platforms or other advertising providers for the delivery of advertising campaigns.
Advertising Expenditure is distinct from SignalScale's service fees unless expressly stated otherwise in writing.
1.4. Third-Party Platforms
"Third-Party Platforms" means external services, software, websites, advertising platforms, communication providers, hosting providers, payment processors, CRM systems, and other technology providers used in connection with the Services.
Examples may include Meta, Google, GoHighLevel, Stripe, website hosting providers, telecommunications providers, and other applicable services.
1.5. Client Materials
"Client Materials" means information, images, videos, logos, trademarks, customer information, business details, advertising content, credentials, and other materials provided by Client or authorized for use in connection with the Services.
1.6. AI Systems
"AI Systems" means artificial intelligence-powered software, communication systems, phone agents, automation tools, or other AI-enabled services implemented or configured by SignalScale.
2. SCOPE OF SERVICES
2.1. General
SignalScale provides digital growth services designed to assist businesses with customer acquisition, marketing, communication, and related operational processes.
The specific Services provided to Client will be determined by the applicable Service Agreement.
Services may include:
- Meta advertising strategy and management.
- Google advertising strategy and management.
- Advertising campaign configuration.
- Advertising creative development.
- Advertising account assistance.
- Campaign monitoring and optimization.
- Conversion tracking implementation.
- CRM configuration.
- Lead management systems.
- Marketing automation.
- Automated follow-up workflows.
- AI phone agent implementation.
- Appointment booking workflows.
- Customer communication systems.
- Review and referral workflows.
- Content development.
- Website-related services.
- Reporting and strategic consultation.
Client is entitled only to the Services expressly included in its applicable Service Agreement.
2.2. Additional Services
Services not expressly included in the applicable Service Agreement may require a separate agreement, additional payment, or written authorization.
SignalScale is not obligated to provide additional work merely because Client requests it during the course of the relationship.
2.3. No Implied Services
SignalScale does not automatically provide:
- Unlimited revisions.
- Unlimited advertising creative.
- Unlimited content production.
- Unlimited customer support.
- Unlimited advertising expenditure.
- Unlimited software usage.
- Unlimited AI phone agent usage.
- Unlimited CRM customization.
- Legal advice.
- Tax advice.
- Financial advice.
- Guaranteed campaign results.
Any such service must be expressly included in the applicable agreement.
3. CLIENT RESPONSIBILITIES
Client acknowledges that the effectiveness and implementation of the Services may depend on Client's participation, cooperation, business operations, and timely provision of information.
Client agrees to:
3.1. Accurate Information
Provide accurate, complete, and current information regarding its business, services, pricing, service areas, operating hours, policies, and other relevant information.
Client is responsible for ensuring that information supplied to SignalScale is not materially misleading.
3.2. Account Access
Provide the access reasonably necessary to perform the agreed Services.
This may include authorized access to:
- Meta Business accounts.
- Meta advertising accounts.
- Google Ads accounts.
- Google Analytics.
- Google Tag Manager.
- Business websites.
- CRM systems.
- Telephone systems.
- Scheduling systems.
- Other relevant business platforms.
Client should provide access through appropriate account permissions rather than unnecessarily sharing personal passwords.
Client remains responsible for maintaining ownership and control of its business accounts.
3.3. Client Approval
Review and approve advertising materials, business information, AI phone agent configurations, and other materials when approval is requested or required.
Client is responsible for reviewing the accuracy of business-specific claims, service descriptions, pricing, promotions, and representations.
SignalScale may rely on Client's approval when implementing the approved materials.
3.4. Business Operations
Maintain the personnel, equipment, inventory, scheduling capacity, service quality, and operational resources necessary to fulfill customer inquiries and appointments.
SignalScale does not control Client's ability to answer calls, perform services, fulfill orders, complete projects, or satisfy customers.
3.5. Timely Communication
Respond within a reasonable period to requests for information, approvals, access, or decisions necessary to perform the Services.
Delays caused by Client may affect implementation timelines, advertising performance, or service delivery.
3.6. Compliance
Ensure that Client's business, services, advertising claims, customer communication, promotions, and operating practices comply with applicable laws and regulations.
Client is responsible for obtaining any licenses, permits, registrations, approvals, or professional qualifications required for its business.
3.7. Customer Complaints
Address complaints, service issues, refunds, disputes, customer dissatisfaction, and other matters arising from Client's actual business operations.
SignalScale may assist with communication systems but does not assume responsibility for Client's underlying products or services.
4. ADVERTISING SERVICES
4.1. Advertising Strategy
SignalScale may develop and implement advertising strategies based on Client's business objectives, target market, service offerings, advertising budget, available information, and campaign requirements.
Advertising strategies may involve Meta advertising, Google advertising, or other agreed platforms.
SignalScale may recommend changes to campaign structure, advertising creative, audience targeting, keywords, budgets, tracking, and other campaign components.
4.2. Advertising Account Ownership
Unless expressly agreed otherwise in writing, Client retains ownership of its advertising accounts and associated business assets.
SignalScale may receive authorized access to those accounts for purposes of performing the Services.
Client is responsible for maintaining its account ownership, administrator access, billing arrangements, and recovery information.
4.3. Advertising Platform Charges
Advertising platform charges are separate from SignalScale's service fees unless the applicable Service Agreement expressly states otherwise.
Client is responsible for advertising expenditure incurred on its behalf.
Where appropriate, Client should pay advertising platforms directly through its own authorized payment methods.
SignalScale is not responsible for advertising expenditure incurred by Client through its own account settings, payment arrangements, or authorized platform activity.
4.4. Advertising Budgets
Advertising budgets are planning amounts and do not constitute guarantees of advertising delivery, impressions, clicks, leads, appointments, customers, or revenue.
Actual advertising expenditure may vary because of platform delivery, campaign settings, billing practices, taxes, adjustments, or other factors.
SignalScale will not intentionally exceed an expressly authorized advertising budget without appropriate authorization, except where a temporary platform billing or delivery discrepancy requires correction.
Client is responsible for reviewing its advertising budget, account billing, and platform charges.
4.5. Campaign Management
SignalScale may perform campaign management activities within the scope of the applicable Service Agreement.
These activities may include:
- Campaign configuration.
- Audience selection.
- Keyword selection.
- Ad placement decisions.
- Creative testing.
- Budget allocation.
- Campaign monitoring.
- Performance analysis.
- Campaign adjustments.
SignalScale may make reasonable campaign adjustments consistent with the agreed objectives and authorized budget.
Material changes to the agreed scope or budget may require Client approval.
4.6. Advertising Approval
Client is responsible for ensuring that its products, services, business claims, offers, and underlying operations are accurately represented.
SignalScale may request approval before publishing advertising materials.
Client's approval does not eliminate SignalScale's responsibility for its own conduct or legal obligations.
SignalScale may decline to publish advertising that it reasonably believes is unlawful, misleading, deceptive, prohibited by a platform, or inconsistent with its business policies.
4.7. Advertising Platform Policies
Advertising platforms establish their own rules, eligibility requirements, review processes, and enforcement procedures.
Client acknowledges that advertising may be:
- Rejected.
- Restricted.
- Disapproved.
- Delayed.
- Limited.
- Suspended.
- Removed.
SignalScale does not control the decisions of advertising platforms.
SignalScale will not be responsible for platform decisions outside its reasonable control, although it may provide assistance within the scope of the Services.
4.8. Campaign Performance
Advertising performance depends on numerous factors, including:
- Market demand.
- Competition.
- Advertising expenditure.
- Business location.
- Service pricing.
- Customer purchasing behavior.
- Offer quality.
- Advertising creative.
- Website performance.
- Conversion tracking.
- Client responsiveness.
- Customer service.
- Operational capacity.
- Platform delivery.
- Economic conditions.
SignalScale may use strategies, methodologies, campaign structures, or approaches that have performed favorably in prior circumstances.
However, previous performance does not establish that the same strategy will produce equivalent results for Client.
Campaigns may require testing, adjustment, and continued evaluation.
5. NO GUARANTEE OF RESULTS
5.1. General Disclaimer
SignalScale does not guarantee that the Services will produce any particular financial, commercial, advertising, or operational outcome.
Unless expressly stated in a separate written agreement, SignalScale does not guarantee:
- A specific number of leads.
- A specific number of phone calls.
- A specific number of appointments.
- A specific number of customers.
- A specific amount of revenue.
- A specific profit margin.
- A specific return on advertising expenditure.
- A specific conversion rate.
- A specific cost per lead.
- A specific cost per acquisition.
- A specific advertising performance.
- A specific ranking in search results.
- A specific business growth rate.
5.2. Prior Experience
SignalScale may use strategies, methodologies, creative approaches, advertising structures, and implementation processes developed through prior work or experience.
Such strategies are not guarantees of future performance.
Client acknowledges that businesses differ in their market conditions, services, pricing, competition, customer demand, operating capacity, and other relevant circumstances.
Results achieved by another business may not be reproduced for Client.
5.3. Estimates and Projections
Any estimate, projection, forecast, scenario, or anticipated result communicated by SignalScale is informational unless expressly incorporated into a written contractual guarantee.
Estimates are based on assumptions and available information.
Actual outcomes may differ materially.
SignalScale does not represent that any projection will necessarily occur.
5.4. Client Business Outcomes
Client remains responsible for its business decisions, pricing, service quality, fulfillment, customer relationships, and financial outcomes.
SignalScale does not guarantee that marketing activity will make Client profitable or financially successful.
5.5. No Reliance on Guaranteed Success
Client acknowledges that purchasing the Services is not a guarantee of commercial success.
Client should evaluate the Services based on its own objectives, financial circumstances, business requirements, and understanding of the applicable agreement.
6. AI PHONE AGENTS AND AUTOMATED COMMUNICATION
6.1. AI Services
SignalScale may implement AI-powered phone agents, automated messaging, CRM workflows, appointment systems, and related communication technology.
The specific functionality depends on the configuration, integrations, available information, and applicable Service Agreement.
6.2. AI Capabilities
AI Systems may be designed to:
- Answer incoming calls.
- Provide approved business information.
- Collect customer information.
- Identify the general purpose of an inquiry.
- Route calls.
- Assist with appointment booking.
- Provide approved service information.
- Support customer communication.
- Trigger authorized workflows.
AI Systems may also have limitations.
They may misunderstand speech, misinterpret customer information, provide incomplete responses, experience technical failures, or fail to recognize circumstances requiring human intervention.
SignalScale does not represent that AI Systems are infallible.
6.3. Client Review
Client is responsible for reviewing and approving:
- Business information supplied to AI Systems.
- Service descriptions.
- Pricing information.
- Appointment availability.
- Booking requirements.
- Customer communication policies.
- Escalation procedures.
- Other business-specific information.
Client should promptly notify SignalScale of inaccurate information or changes requiring correction.
6.4. Human Oversight
Client remains responsible for its business operations and customer service.
AI Systems should not be treated as a substitute for appropriate human judgment in situations involving complex complaints, emergencies, sensitive matters, or decisions requiring professional expertise.
Where appropriate, Client must establish procedures for routing inquiries to authorized personnel.
6.5. AI Usage Charges
AI phone agent and related communication systems may incur charges from third-party providers.
Such charges may include:
- Telephone usage.
- Call minutes.
- Telecommunications services.
- AI processing.
- Software subscriptions.
- Integration services.
- Additional usage fees.
The applicable Service Agreement will determine which charges are included in SignalScale's fees and which are separately payable.
Client is responsible for authorized third-party usage charges associated with its Services.
6.6. Telephone and Messaging Compliance
Client is responsible for ensuring that its business communications comply with applicable laws and regulations.
Depending on the communication method, this may include requirements relating to:
- Consent.
- Telephone solicitation.
- Automated calls.
- Text messaging.
- Recording.
- Customer disclosures.
- Do-not-call restrictions.
- Privacy.
- Data protection.
SignalScale may provide technical implementation assistance but does not provide legal advice.
Client must not use AI phone agent or automated messaging to conduct unlawful communications.
6.7. Call Recording
Where call recording or transcription is implemented, the parties must establish appropriate procedures for applicable consent, disclosure, access, retention, and compliance requirements.
Client is responsible for ensuring that its actual business communication practices comply with applicable law.
SignalScale may suspend or modify recording functionality when reasonably necessary to address compliance concerns.
6.8. AI Service Availability
AI Systems depend on software providers, telecommunications networks, integrations, and other third-party infrastructure.
SignalScale does not guarantee uninterrupted availability or error-free operation.
SignalScale will use reasonable efforts within the scope of its Services to address implementation issues brought to its attention.
7. CRM, AUTOMATION, AND SOFTWARE
7.1. Implementation
SignalScale may configure CRM systems, marketing automation, lead management, appointment workflows, and related software.
The specific implementation will be determined by the applicable Service Agreement.
7.2. Workflow Limitations
Automated workflows depend on:
- Accurate information.
- Correct configuration.
- Available integrations.
- Third-party software functionality.
- Client operating procedures.
- Customer communication permissions.
- Timely updates.
SignalScale does not guarantee that every workflow will function without interruption or that every customer interaction will be handled successfully.
7.3. Client Data
Client remains responsible for the accuracy, legality, and appropriateness of information it supplies or authorizes for use in its systems.
Client must ensure that it has the necessary rights and permissions to provide customer information for the intended purposes.
7.4. Software Providers
Third-party software may be subject to separate terms, subscriptions, usage restrictions, privacy policies, and billing arrangements.
Client agrees to comply with applicable third-party terms.
SignalScale does not control third-party software providers and is not responsible for their independent policies, pricing changes, or service decisions.
7.5. Data Export
Where reasonably available and permitted by the relevant platform, Client may request access to or export of its business information.
The availability, format, timing, and cost of data export may depend on the applicable software provider and the scope of the Services.
SignalScale does not guarantee that every third-party platform will support a particular export format or migration method.
8. CONTENT, MATERIALS, AND INTELLECTUAL PROPERTY
8.1. Client Materials
Client retains ownership of its pre-existing business materials, trademarks, logos, customer information, and other intellectual property.
Client grants SignalScale a limited, nonexclusive license to use Client Materials as reasonably necessary to perform the Services.
This license applies only for the purposes of the agreed business relationship.
8.2. Client Authorization
Client represents that it has the rights and permissions necessary to provide Client Materials and authorize their use.
Client is responsible for ensuring that materials supplied by Client do not unlawfully infringe third-party rights.
8.3. SignalScale Materials
SignalScale retains ownership of its pre-existing intellectual property, including:
- Proprietary methodologies.
- Internal processes.
- Templates.
- Frameworks.
- Workflows.
- Software configurations.
- General marketing strategies.
- Internal documentation.
- Reusable systems.
- Business tools.
- Know-how.
Nothing in these Terms transfers ownership of SignalScale's pre-existing intellectual property to Client.
8.4. Deliverables
Ownership and permitted use of deliverables created specifically for Client will be governed by the applicable Service Agreement.
Unless otherwise agreed in writing, Client receives a limited right to use deliverables created and paid for under the Services for its own business purposes.
SignalScale retains ownership of underlying templates, reusable components, methodologies, and pre-existing materials incorporated into those deliverables.
8.5. Advertising Accounts
Client retains ownership of its advertising accounts unless expressly agreed otherwise.
SignalScale does not acquire ownership of Client's advertising account merely because it manages campaigns or receives account access.
8.6. Third-Party Materials
Third-party materials, software, images, fonts, stock assets, platform tools, and other licensed content remain subject to their applicable licensing terms.
SignalScale does not transfer ownership of third-party intellectual property.
8.7. Portfolio Use
SignalScale may display Client's business name, publicly available business information, and completed work in its portfolio or marketing materials only where permitted by the applicable Service Agreement and applicable law.
SignalScale will not disclose confidential information or private client information without appropriate authorization.
Client may request that specific materials not be used publicly.
9. FEES AND PAYMENT
9.1. Service Fees
Client agrees to pay the fees specified in the applicable Service Agreement.
Fees may include:
- Initial setup fees.
- Monthly service fees.
- Implementation fees.
- Additional service charges.
- Approved third-party expenses.
- Other expressly agreed charges.
9.2. Payment Schedule
The applicable Service Agreement will specify:
- Amount due.
- Payment frequency.
- Payment method.
- Billing date.
- Initial payment requirements.
- Any applicable taxes.
- Additional charges.
Client is responsible for paying fees according to the agreed schedule.
9.3. Setup Fees
Setup fees, if applicable, cover the agreed initial implementation, configuration, onboarding, or related work.
A setup fee is not automatically refundable merely because Client later chooses not to continue the Services.
Any refund entitlement will depend on the applicable agreement, the work performed, and applicable law.
9.4. Recurring Services
Recurring Services will be billed according to the applicable Service Agreement.
Client authorizes the agreed payment method to be charged for recurring fees where such authorization has been properly obtained.
9.5. Advertising Expenditure
Advertising Expenditure is separate from recurring service fees unless expressly stated otherwise.
Client remains responsible for authorized advertising charges incurred through its advertising accounts.
9.6. Additional Charges
Additional charges may apply to Services outside the agreed scope.
SignalScale will seek appropriate authorization before undertaking material additional work that would create additional charges.
9.7. Taxes
Client is responsible for applicable taxes associated with the Services, excluding taxes imposed on SignalScale's own income.
9.8. Failed Payments
If a payment fails, SignalScale may notify Client and request that the payment method be updated.
Client remains responsible for outstanding amounts properly due under the applicable agreement.
9.9. Late Payments
Amounts not paid when due may be subject to reasonable late charges or interest only to the extent permitted by applicable law and the applicable agreement.
SignalScale may suspend Services for material payment delinquency after providing appropriate notice and an opportunity to address the issue, subject to applicable law and contractual requirements.
9.10. Disputed Charges
Client should promptly notify SignalScale of any good-faith dispute concerning an invoice.
The parties will attempt to resolve the dispute in a reasonable manner.
Client remains responsible for undisputed amounts.
10. CANCELLATION AND TERMINATION
10.1. Cancellation Terms
The applicable Service Agreement will determine whether Services are:
- Month-to-month.
- Subject to a minimum term.
- Subject to a notice period.
- Subject to other cancellation requirements.
10.2. Client Cancellation
Client may cancel Services according to the applicable Service Agreement.
Where Services are month-to-month and cancel-anytime, Client may cancel by providing notice through the designated cancellation method.
Any applicable notice period, final billing date, outstanding payment obligation, or minimum commitment must be disclosed in the applicable agreement.
10.3. Cancellation Requests
Cancellation requests should be submitted in writing to:
Email: contact@signalscale.org
or through another expressly designated cancellation method.
SignalScale will confirm receipt when reasonably practicable.
Client should retain a copy of its cancellation request.
10.4. Effect of Cancellation
Upon effective cancellation:
- Recurring Services will cease according to the applicable agreement.
- Future recurring service charges will cease according to the applicable cancellation terms.
- Outstanding amounts properly due remain payable.
- Authorized advertising expenditure remains Client's responsibility.
- Third-party subscriptions may require separate cancellation.
- Access to SignalScale-managed systems may be modified or terminated.
- Applicable data export or transition procedures may be initiated.
10.5. Third-Party Subscriptions
Cancellation of SignalScale's Services does not automatically cancel subscriptions or accounts maintained directly with third-party providers.
Client is responsible for reviewing and canceling its own third-party subscriptions where appropriate.
10.6. Suspension
SignalScale may suspend affected Services where reasonably necessary because of:
- Material nonpayment.
- Client's unlawful use of the Services.
- Unauthorized access.
- Material security risks.
- Serious platform compliance concerns.
- Client's failure to provide essential information or access.
- Other material violations of the applicable agreement.
Where reasonably practicable, SignalScale will provide notice and an opportunity to address the issue before suspension.
Immediate suspension may be appropriate where necessary to address an urgent security, legal, or operational risk.
10.7. Termination for Material Breach
Either party may terminate the applicable agreement for a material breach that remains uncured after written notice and a reasonable opportunity to cure, unless the breach is not reasonably capable of cure or immediate termination is otherwise permitted by law or the agreement.
10.8. Refunds
Refunds will be determined according to:
- The applicable Service Agreement.
- Services already performed.
- Fees already earned.
- Applicable cancellation terms.
- Applicable law.
No provision of these Terms eliminates a refund right that cannot legally be waived.
11. THIRD-PARTY SERVICES
11.1. Third-Party Dependence
SignalScale may rely on third-party platforms and service providers to perform the Services.
These may include advertising platforms, telecommunications providers, CRM software, hosting providers, analytics services, payment processors, and AI providers.
11.2. Independent Terms
Client may be required to accept separate terms, policies, licenses, or payment arrangements with third-party providers.
Client is responsible for complying with applicable third-party requirements.
11.3. Platform Changes
Third-party providers may change:
- Pricing.
- Policies.
- Features.
- Technical requirements.
- API access.
- Advertising rules.
- Account eligibility.
- Service availability.
Such changes may affect the Services.
SignalScale may reasonably modify implementation to accommodate third-party changes.
11.4. Account Restrictions
SignalScale does not guarantee that third-party providers will approve, maintain, or restore Client's accounts.
Account restrictions may result from platform policies, account history, business practices, verification requirements, technical issues, or other circumstances.
SignalScale may provide assistance within the scope of the Services but does not guarantee account approval or reinstatement.
11.5. Third-Party Charges
Client is responsible for authorized third-party charges associated with its accounts or Services.
SignalScale is not responsible for charges imposed independently by third-party providers.
12. CONFIDENTIALITY
12.1. Confidential Information
Confidential Information includes nonpublic business, financial, operational, technical, customer, and strategic information disclosed by one party to the other in connection with the Services.
Confidential Information may include:
- Business strategies.
- Customer information.
- Financial information.
- Advertising account information.
- Internal processes.
- Nonpublic pricing.
- Technical configurations.
- Credentials.
- Proprietary documentation.
12.2. Protection
Each party agrees to use reasonable measures to protect the other party's Confidential Information.
Confidential Information may be used only for purposes reasonably related to the business relationship.
12.3. Exclusions
Confidential Information does not include information that:
- Is publicly available through no breach of these Terms.
- Was lawfully known before disclosure.
- Is independently developed without use of the other party's Confidential Information.
- Is lawfully obtained from another source without a confidentiality obligation.
12.4. Legal Disclosure
A party may disclose Confidential Information when required by law, regulation, court order, or lawful governmental request.
Where legally permitted, the disclosing party should provide reasonable notice to the other party.
12.5. Survival
Confidentiality obligations continue after termination to the extent required by the nature of the information and applicable law.
13. PRIVACY AND DATA PROTECTION
13.1. Information Collection
SignalScale may receive information necessary to perform the Services.
Such information may include:
- Business contact information.
- Customer inquiries.
- Lead information.
- Advertising data.
- Website analytics.
- Call information.
- Appointment information.
- CRM records.
- Other information authorized by Client.
13.2. Client Responsibilities
Client is responsible for determining whether it has the legal authority and appropriate permissions to collect, use, disclose, and provide customer information for the intended Services.
Client must not provide information to SignalScale in violation of applicable law.
13.3. Data Processing
SignalScale may process information as reasonably necessary to provide the Services, administer the business relationship, troubleshoot systems, and fulfill applicable contractual obligations.
SignalScale will use appropriate safeguards consistent with its obligations and the nature of the information processed.
13.4. Privacy Policy
SignalScale's Privacy Policy describes its applicable information practices.
Where applicable, Client must also maintain appropriate privacy disclosures and policies for its own business.
13.5. Security
SignalScale will use reasonable measures appropriate to the Services to protect information within its control.
No security system can guarantee absolute protection against unauthorized access, data loss, or security incidents.
13.6. Data Retention
Information may be retained for the period reasonably necessary to provide the Services, fulfill contractual obligations, maintain records, comply with legal requirements, or resolve disputes.
Retention and deletion may also depend on third-party platform capabilities and applicable law.
13.7. Customer Data
Client remains responsible for its customer relationships and the lawful use of customer information.
SignalScale does not acquire ownership of Client's customer relationships merely because it provides CRM, advertising, or communication services.
14. WARRANTIES AND DISCLAIMERS
14.1. Service Standard
SignalScale will perform the Services in accordance with the applicable Service Agreement and will use reasonable professional efforts consistent with the agreed scope.
14.2. No Guarantee of Uninterrupted Services
SignalScale does not guarantee that Services, software, integrations, advertising platforms, or AI Systems will operate without interruption, error, delay, or technical failure.
14.3. No Guarantee of Business Results
SignalScale does not guarantee that the Services will produce a particular business outcome.
Client acknowledges that marketing and technology implementation involve variables outside SignalScale's control.
14.4. Third-Party Software
Third-party software and services are provided subject to their own terms and availability.
SignalScale does not warrant the performance of third-party providers.
14.5. General Disclaimer
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND EXCEPT FOR EXPRESS WARRANTIES PROVIDED IN A SIGNED SERVICE AGREEMENT, SIGNALSCALE DISCLAIMS IMPLIED WARRANTIES INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
NOTHING IN THESE TERMS EXCLUDES A WARRANTY OR RIGHT THAT CANNOT LAWFULLY BE EXCLUDED.
15. LIMITATION OF LIABILITY
15.1. Excluded Damages
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE SERVICES OR THESE TERMS.
THIS LIMITATION MAY INCLUDE LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF BUSINESS OPPORTUNITY, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION.
THIS SECTION DOES NOT APPLY TO DAMAGES THAT CANNOT LAWFULLY BE EXCLUDED.
15.2. Liability Cap
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SIGNALSCALE'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE TOTAL SERVICE FEES PAID OR PAYABLE BY CLIENT TO SIGNALSCALE DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
THIS LIMITATION DOES NOT APPLY TO LIABILITY THAT CANNOT LAWFULLY BE LIMITED.
15.3. Third-Party Platforms
SignalScale is not responsible for independent third-party decisions, outages, restrictions, policy changes, billing practices, or service failures outside its reasonable control.
This provision does not eliminate SignalScale's responsibility for its own acts or omissions.
15.4. Client Business Decisions
Client is responsible for its business decisions, expenditures, pricing, service fulfillment, and operational management.
SignalScale's recommendations do not replace Client's independent judgment.
15.5. Allocation of Risk
The limitations in this Section reflect the parties' intended allocation of risk and are intended to apply only to the maximum extent permitted by applicable law.
16. INDEMNIFICATION
16.1. Client Indemnification
To the extent permitted by applicable law, Client agrees to defend, indemnify, and hold harmless SignalScale and its members, managers, employees, and authorized representatives against third-party claims, damages, liabilities, and reasonable expenses arising from:
- Client's unlawful business activities.
- Client's products or services.
- Client's materially misleading business claims.
- Client's unauthorized use of third-party intellectual property.
- Client's violation of applicable advertising or communication laws.
- Client's unauthorized disclosure or use of customer information.
- Client's material breach of these Terms.
This obligation does not apply to the extent a claim results from SignalScale's own negligence, willful misconduct, or other conduct for which Client cannot lawfully be required to indemnify SignalScale.
16.2. SignalScale Conduct
Nothing in these Terms requires Client to indemnify SignalScale for SignalScale's own unlawful conduct or for liability that applicable law prohibits Client from assuming.
16.3. Claim Procedures
A party seeking indemnification should provide reasonably prompt notice of the claim.
The parties will cooperate in the defense or resolution of the claim.
No settlement may impose material obligations on an indemnified party without its consent.
17. DISPUTE RESOLUTION
17.1. Good-Faith Resolution
The parties agree to attempt to resolve disputes arising from these Terms through good-faith communication.
A party should provide written notice describing the dispute and the requested resolution.
The parties should allow a reasonable opportunity to discuss the matter before initiating formal proceedings, except where immediate legal action is reasonably necessary.
17.2. Governing Law
These Terms will be governed by the laws of the State of Arizona, without regard to conflict-of-law principles, except where applicable law requires otherwise.
17.3. Jurisdiction
Subject to applicable law, disputes arising from these Terms will be brought in the appropriate state or federal courts located in Arizona.
The parties consent to the jurisdiction of those courts where legally permitted.
17.4. Legal Rights
Nothing in this Section prevents either party from exercising a legal right that cannot lawfully be waived or restricted.
18. FORCE MAJEURE
Neither party will be responsible for a failure or delay in performing obligations to the extent caused by circumstances beyond its reasonable control.
Such circumstances may include:
- Natural disasters.
- Severe weather.
- Government actions.
- Telecommunications outages.
- Third-party platform outages.
- Internet infrastructure failures.
- Cybersecurity incidents.
- Power failures.
- Public emergencies.
- Other events beyond reasonable control.
The affected party should use reasonable efforts to mitigate the effects of the event.
This Section does not excuse payment obligations for Services already properly provided or other obligations that cannot lawfully be excused.
19. MODIFICATIONS TO SERVICES
SignalScale may make reasonable changes to the implementation of Services where necessary because of:
- Third-party platform changes.
- Technical requirements.
- Security concerns.
- Legal or compliance requirements.
- Changes in available software functionality.
Material changes to the agreed scope, fees, or contractual obligations will be addressed through the applicable Service Agreement or written authorization.
SignalScale will not treat a material increase in fees as automatically authorized merely because a third-party provider changes its pricing.
20. MODIFICATIONS TO THESE TERMS
SignalScale may update these Terms from time to time.
Updated Terms will identify the applicable effective date.
Changes will apply prospectively unless otherwise permitted by law.
Material changes affecting an existing Client's contractual rights or obligations will be communicated as appropriate.
An update to these Terms does not automatically modify an existing signed Service Agreement where modification requires the parties' agreement.
21. ELECTRONIC COMMUNICATIONS
The parties may communicate electronically regarding the Services.
Electronic communications may include:
- Email.
- Electronic signatures.
- Online proposals.
- Electronic invoices.
- Scheduling systems.
- CRM communications.
- Other authorized business communication tools.
Electronic signatures and records may be used where permitted by applicable law.
The parties agree that electronic communications may be used to administer the business relationship.
22. GENERAL PROVISIONS
22.1. Entire Agreement
These Terms, together with the applicable Service Agreement and incorporated documents, constitute the agreement governing the Services.
They supersede prior discussions concerning the same subject matter to the extent provided by applicable law.
22.2. Severability
If any provision is determined to be invalid or unenforceable, the remaining provisions will remain effective to the extent permitted by law.
The invalid provision will be interpreted or modified only to the extent legally permissible.
22.3. No Waiver
A party's failure to enforce a provision does not constitute a waiver of that provision or any other right.
22.4. Assignment
Client may not assign its rights or obligations under these Terms without SignalScale's prior written consent, except where applicable law provides otherwise.
SignalScale may assign these Terms in connection with a lawful business restructuring, merger, or transfer of substantially all relevant business assets, subject to applicable law.
22.5. Independent Contractors
SignalScale and Client are independent contracting parties.
These Terms do not create a partnership, joint venture, employment relationship, fiduciary relationship, or agency relationship.
Neither party may bind the other except as expressly authorized.
22.6. No Third-Party Beneficiaries
These Terms are intended for the benefit of SignalScale and Client.
No third party acquires rights under these Terms merely because it receives services or information associated with the business relationship.
22.7. Survival
Provisions that by their nature should survive termination will remain effective.
These may include provisions concerning payment obligations, intellectual property, confidentiality, disclaimers, limitations of liability, indemnification, dispute resolution, and other applicable continuing obligations.
22.8. Interpretation
Headings are included for convenience and do not independently determine the meaning of these Terms.
The singular includes the plural where appropriate.
The word "including" means including without limitation.
22.9. Notices
Formal notices under these Terms should be delivered to the contact information designated in the applicable Service Agreement.
SignalScale LLC
Website: https://signalscale.org
Email: contact@signalscale.org
Client's notice information will be the contact information identified in its applicable Service Agreement.
23. CLIENT ACKNOWLEDGMENT
By entering into a Service Agreement with SignalScale, Client acknowledges that:
- Client has reviewed the applicable Services and understands their scope.
- Client understands that advertising expenditure is separate from service fees unless otherwise expressly stated.
- Client understands that marketing and advertising outcomes are not guaranteed.
- Client understands that prior results do not guarantee future performance.
- Client understands that third-party platforms may impose independent restrictions, charges, and policies.
- Client is responsible for its business operations, customer fulfillment, and applicable legal obligations.
- Client understands that AI phone agent and automated systems may have technical limitations.
- Client agrees to provide accurate information and appropriate access necessary to perform the Services.
- Client agrees to the payment and cancellation terms specified in the applicable Service Agreement.
- Client understands that these Terms must be read together with the applicable Service Agreement.
24. ACCEPTANCE
These Terms apply when accepted through an applicable Service Agreement, electronic acceptance, or other legally valid method.
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