Terms of Service

1. Definitions

1.1 "Services" means the design, build, hosting, and operation of a productized lead-generation website (the "Lead Engine" site) delivered as an installable progressive web application, together with any related services described in your SOW.

1.2 "Lead Engine" means AppSqrl's proprietary website software and template, including all related code, designs, structures, and know-how.

1.3 "Portable Assets" means your domain name; your lead and customer data; your public phone number and email address; your content (including text, photographs, and reviews); and your Google Business Profile.

1.4 "Client-Owned Infrastructure" means third-party accounts and services established in your name that support your site (for example, messaging or other usage-based services), billed to you directly by the provider.

2. Eligibility; Accounts

2.1 You represent that you are a business, that you are authorized to enter into these Terms on its behalf, and that the information you provide is accurate and current.

3. The Services; License

3.1 License to use your site. Subject to these Terms and your payment of all fees, AppSqrl grants you a limited, non-exclusive, non-transferable, revocable license to use your Lead Engine site during your active subscription.

3.2 Licensed, not sold; no code transfer. The Lead Engine is licensed, not sold. AppSqrl retains all right, title, and interest in and to the Lead Engine, including all software, source code, templates, designs, and know-how. No source code is delivered, sold, assigned, or transferred to you, and nothing in these Terms grants you any right, title, or license in the underlying code.

4. Ownership of Your Assets

4.1 Your Portable Assets. You own your Portable Assets, in your name, from the start of the engagement, and you retain them whether or not you continue the Services.

4.2 Your data. Lead and customer data submitted through your site is yours. AppSqrl processes that data on your behalf as your service provider, as described in our Privacy Policy.

4.3 The running site. The operating site runs on the Lead Engine while you subscribe and is not portable. On termination, the site is deactivated (it "goes dark"), but your Portable Assets remain yours.

5. Fees; Payment; Pricing

5.1 Setup fee. Fifty percent (50%) of the setup fee is due to begin work; the balance is due at launch.

5.2 Monthly fee. The monthly fee is mandatory and begins at launch. The subscription is month-to-month after setup (Section 6).

5.3 No refunds. Fees for completed months and completed setup milestones are non-refundable.

5.4 Pricing; payment by bank. The prices we display are card prices. A discount is available for payment by bank transfer (ACH). This is a discount for paying by bank, not a surcharge for paying by card.

5.5 Client-Owned Infrastructure. Client-Owned Infrastructure is billed to you directly by the applicable provider. AppSqrl's fee covers software, build, and service only, and does not include usage-based third-party charges. We disclose an estimated range for these costs and help you set spending limits; you are responsible for the charges incurred on your accounts.

5.6 Taxes; non-payment. Fees are exclusive of applicable taxes. We may suspend the Services for late or failed payment.

6. Automatic Renewal; Cancellation Disclosures

6.1 Renewal. The monthly subscription renews automatically each month until cancelled in accordance with Section 7.

6.2 Clear terms and easy cancellation. We provide clear disclosure of the renewal terms and a simple method to cancel, consistent with the Restore Online Shoppers' Confidence Act (ROSCA), Section 5 of the Federal Trade Commission Act, and applicable state automatic-renewal laws.

7. Cancellation; Effect of Termination

7.1 How to cancel. Either party may terminate the Services on thirty (30) days' written notice to support@appsqrl.com, or as otherwise provided in your SOW.

7.2 Effect. On termination: (a) monthly billing stops at the end of the paid term; (b) the site is deactivated; (c) you retain all Portable Assets; and (d) where AppSqrl holds management access to your Google Business Profile, we relinquish that access within seven (7) business days and confirm our removal.

7.3 No refunds. Termination does not entitle you to a refund of fees for completed months or completed setup milestones.

8. Your Responsibilities

8.1 You are responsible for: the accuracy of, and your rights in, the content you provide; your lawful use of the Services; obtaining all consents required for communications you or your site initiate (including consent required under the TCPA for text messaging); compliance with all applicable laws; and safeguarding your own accounts and credentials.

9. Third-Party Services; Google Business Profile

9.1 Third-party services. Your site may rely on third-party services established in your name (Client-Owned Infrastructure). Those services are governed by their own terms, and AppSqrl is not responsible for them.

9.2 Google Business Profile. A Google Business Profile is free to create directly from Google. Where AppSqrl provides Business Profile setup or management, you are always the primary owner and AppSqrl acts only as a manager. Where we charge for Business Profile management, that fee is for our services, not for the Profile itself.

10. No Guarantees; Disclaimers

10.1 No guarantee of results. AppSqrl does not guarantee any specific number of leads, calls, conversions, search rankings, or other results. Any statements about performance are illustrative and are not promises or guarantees.

10.2 "As is." The Site and Services are provided "as is" and "as available." To the fullest extent permitted by law, AppSqrl disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement.

11. Limitation of Liability

11.1 To the maximum extent permitted by law, AppSqrl will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for lost profits or revenues. AppSqrl's total aggregate liability arising out of or relating to the Services will not exceed the fees you paid to AppSqrl in the thirty (30) days preceding the event giving rise to the claim.

12. Indemnification

12.1 You will indemnify and hold harmless AppSqrl from claims, damages, and expenses arising out of your content, your use of the Services, your communications, or your breach of these Terms.

13. Intellectual Property; Feedback

13.1 AppSqrl retains all rights in the Lead Engine, the Site, and the AppSqrl name, logo, and marks. If you provide feedback or suggestions, you grant AppSqrl a perpetual, royalty-free license to use them without restriction.

14. Confidentiality

14.1 Each party will protect the other's non-public business information disclosed in connection with the Services and use it only to perform or receive the Services.

15. Changes to the Services or Terms

15.1 We may modify the Services or these Terms. We will provide notice of material changes as required, and your continued use of the Services after the changes take effect constitutes acceptance.

16. Governing Law; Dispute Resolution

16.1 Governing law. These Terms are governed by the laws of the State of Wyoming, without regard to conflict-of-laws rules.

16.2 Binding arbitration. Any dispute arising out of or relating to these Terms or the Services will be resolved by final and binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, seated in Wyoming. Judgment on the arbitrator's award may be entered in any court of competent jurisdiction.

16.3 Class-action waiver. All disputes will be resolved only on an individual basis. You and AppSqrl each waive any right to bring or participate in a class, collective, consolidated, or representative action.

16.4 Jury-trial waiver. To the extent any dispute proceeds in a court rather than arbitration, you and AppSqrl each waive any right to a trial by jury.

17. Miscellaneous

17.1 Entire agreement. These Terms, together with your SOW and our Privacy Policy, are the entire agreement between the parties regarding the Services.

17.2 Severability; no waiver. If any provision is unenforceable, the remainder stays in effect. Our failure to enforce a provision is not a waiver.

17.3 Assignment. AppSqrl may assign these Terms in connection with a business transfer; you may not assign without our consent.

17.4 Force majeure; notices. Neither party is liable for delays beyond its reasonable control. Notices to AppSqrl go to support@appsqrl.com.

18. Contact Us

18.1 Questions about these Terms may be directed to support@appsqrl.com · (501) 703-3653.