Terms & Conditions

Specific overrides to the HighLevel Terms and Conditions are the following:

EFFECTIVE DATE: June 1, 2022

Overview

These terms of service (“Terms of Service”) are entered into between you and Momentum Marketing, LLC ("LeadMomentum"). The Terms of Service govern your access to and use of the LeadMomentum website www.leadmomentum.net including any content, functionality, communication channels, software, and Services offered on or through it (the “Platform”).

By using the Platform, you agree to be bound and abide by these Terms of Service. LeadMomentum may terminate your ability to use the Platform without notice if you do not comply with these Terms of Service. If you do not agree to these Terms of Service, you must not access or use the Platform. You must be at least 18 years old to use the Platform.

Your Use Of Communications Features of the Services

LeadMomentum is the provider of Services for your use, which may include certain communications features such as SMS, MMS, email, voice call capabilities and other methods. You agree that:

• You are exclusively responsible for all communications sent using the Services, including compliance with all laws governing those communications such as the Telephone Consumer Protection Act (“TCPA”) and the CAN-SPAM Act, and you agree that you understand and will comply with those laws.

• You understand that your use of the Services may violate applicable laws if you do not comply with them. HighLevel and LeadMomentum are not responsible for your compliance with laws and does not represent that your use of the Services will comply with any laws. You should consult a lawyer for legal advice to ensure your communications comply with applicable law.

• LeadMomentum is a technology platform communication service application provider only. LeadMomentum does not originate, send, or deliver any communications to any recipient via SMS, MMS, email, or other communication method;

• You, not HighLevel or LeadMomentum, are the maker or initiator of any communications. You control the message, timing, sending, fraud prevention, and call blocking. The Service is purely reactive and sends messages only as arranged and proscribed by you. All communications, whether, without limitation, SMS, MMS or email, are created by and initiated by you and/or your Clients, whether generated by you or sent automatically via the Services at your direction.

• Any customer data provided to LeadMomentum through any means, including without limitation, by inbound text, data imports, tablet sign-ins, API calls or manual entry, only includes data from individuals who have explicitly opted into your communications program and have explicitly agreed to receive your communications (whether by SMS, MMS, email, voice communication or other method) in accordance with applicable law, including without limitation the TCPA.

Payment

a. Fees. If you choose to purchase one or more of the Services provided on the Platform, you agree to pay all fees (“Fees”) associated with the Services. Our monthly subscription provides tiered pricing for different levels of Services and products based on the Services you choose to use. In addition to our monthly subscription Services, you may purchase add-in Services for a one-time Fee or recurring subscription Fees. Fees may change from time to time. All Fees are exclusive of any applicable communications service or telecommunication provider (e.g., carrier) fees or surcharges (collectively, “Communications Surcharges”). You will pay all Communications Surcharges associated with your use of the Services. Communications Surcharges will be shown as a separate line item on an invoice. All Fees and Communications Surcharges are nonrefundable.

b. Any charges incurred by your purchase or use of the Services will be billed to the credit card we have on file. In the event you sign up for a Service that is ongoing and incurs recurring charges (such as a subscription), such charges will be billed in advance of Service. You agree to provide us with accurate and complete billing information, including valid credit card information, your name, address, and telephone number, and to provide us with any changes in such information within 10 days of the change.

c. Taxes. You are exclusively responsible for taxes and other governmental assessments (“Taxes”) associated with your use of the Platform, including all Taxes associated with the Services you order and any transactions you conduct with your Clients. LeadMomentum may collect Taxes from you as part of the Fees as it deems appropriate, and all LeadMomentum determinations regarding what Taxes to collect are final. LeadMomentum may recalculate and collect additional Taxes from you if it determines at any point that they are due. You will indemnify LeadMomentum for all Claims related to Taxes that are associated with your activities on the Platform, including any Taxes related to your transactions with your Clients, as described in Section 22. Taxes, like all Fees, are nonrefundable.

d. Overdue Amounts. If, for any reason, your credit card company declines or otherwise refuses to pay the amount owed for the Services you have purchased, you agree that we may suspend or terminate performance of Services or delivery of products and may require you to pay any overdue Fees and other amounts incurred (including any third-party chargeback fees or penalties) by other means acceptable to us. In the event legal action is necessary to collect on balances due, you agree to reimburse us for all expenses incurred to recover sums due, including attorney fees and other legal expenses.

e. Payment Disputes. You will notify us in writing within sixty (60) days of the date we bill you for any invoiced charges that you wish to dispute. You must pay all invoiced charges while the dispute is pending or you waive the right to pursue the dispute. Where you are disputing any fees, you must act reasonably and in good faith and cooperate diligently with us to resolve the dispute. All LeadMomentum determinations regarding your obligation to pay invoiced charges are final.

f. No Refunds. Except as described below, all Fees assessed by LeadMomentum are non-refundable, and LeadMomentum does not provide Fee refunds or credits for partially used or unused subscriptions. If you sign up for a Service subscription but do not access the Service or Platform, you are still responsible for all Fees during the term of your subscription. If LeadMomentum chooses at its sole discretion to issue a refund or credit in one instance, we are under no obligation to issue the same refund or credit in the future.

We reserve the right to issue refunds or credits at our sole discretion in the following situations:

• 1 . Where we materially modify these Terms of Service or Privacy Notice during a billing period and such modification adversely affects you, we may refund a portion of your subscription Fee equal to the remaining unused term, as we determine appropriate or as may be required by applicable law. To be eligible for a refund, you must provide written notice that (a) identifies your account and (b) requests cancellation of the specific Service. The cancellation will be effective upon our receipt of your notice and our determination that you are authorized to effect such cancellation. Please refer to the “Communications and Contact Information” section below on how to provide notice to us.

• 2 . Where a modification or interruption of Services adversely affects you and alternative remedies, as specified in these Terms of Service, are not available, we may refund a portion of your paid subscription Fee equal to the remaining unused term of your subscription, as we determine appropriate or as may be required by applicable law.

Limited License And Prohibited Uses

LeadMomentuml grants you a personal, royalty-free, non-assignable, revocable, and non-exclusive license to access and use the Platform Content while using the Platform. Except to make the Services available to you and your end users, as expressly permitted under these Terms of Service, any other use, including the reproduction, modification, distribution, transmission, republication, framing, display or performance of Platform Content without prior permission of LeadMomentum is strictly prohibited. You may not remove any Marks or other proprietary notices, including, without limitation, attribution information, credits, and copyright notices that have been placed on or near the Platform Content.

You, your employees, and your end user clients (“Clients”) may use the Platform only for lawful purposes and in accordance with these Terms of Service. You agree that you, your employees, and your Clients will not:

• - Use the Platform or any Services in any way that violates any applicable law or regulation.

• - Use the Platform or any Services for the purpose of exploiting, harming or attempting to exploit or harm anyone in any way.

• - Send, knowingly receive, upload, download, use, or re-use any material that does not comply with these Terms of Service.

• - Transmit, or procure the sending of, any unlawful advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.

• - Impersonate or attempt to impersonate LeadMomentum or HighLevel, a LeadMomentum or HighLevel employee, another user or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).

• - Engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Platform or any Services, or which, as determined by LeadMomentum or HighLevel, may harm LeadMomentum or HighLevel, or users of the Platform or expose them to liability.

• - Use the Platform or any Services in any manner that could disable, overburden, damage, or impair the Platform or interfere with any other party's use of the Platform, including their ability to engage in real time activities through the Platform.

• - Use any robot, spider or other automatic device, process or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform.

• - Use any manual process to monitor or copy any of the material on the Platform or for any other unauthorized purpose without LeadMomentum or HighLevel’s prior written consent.

• - Use any device, software or routine that interferes with the proper working of the Platform or any Services.

• - Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.

• - Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Platform, the server on which the Platform is stored, any server, computer, or database connected to the Platform, or any Services.

• - Attack the Platform via a denial-of-service attack or a distributed denial-of-service attack.

• - Otherwise attempt to interfere with the proper working of the Platform or any Services.

Customer/End User Conduct

In connection with your use of the Platform or Services, you agree that:

• You, your employees, agents, and Clients will maintain in effect all licenses, permissions, authorizations, consents, and permits necessary to carry out the obligations under these Terms of Service.

• You are fully responsible for your actions and the actions of your employees, agents, and Clients with respect to use of the Platform.

• You are fully responsible for the use of the Services by your Clients. LeadMomentum’s agreement is with you, not your Clients.

• You, your employees, agents and Clients will not misrepresent the Services.

• You will provide these Terms of Service to your employees, agents, and Clients and confirm that all employees, agents, and Clients understand that they are subject to these Terms of Service if they use or offer the Services.

• You own or control all rights in and to all content you provide to LeadMomentum

• You will be solely responsible for all of your use of the Platform, including the quality and integrity of any data and other information made available to us by or for you through the use of the Services under these Terms of Service and each Service that you make available to your Clients

• You have provided, and will continue to provide, adequate notices and have obtained, and will continue to obtain, the necessary permissions and consents to provide your Client’s data to us for use and disclosure in accordance with these Terms of Service and our Privacy Notice.

• You, your employees, and your Clients will provide reasonable cooperation regarding information requests from law enforcement, regulators, or telecommunication providers.
  

  Training

LeadMomentum may offer training to you related to how to use the Services. All training and associated information conveyed as part of it (“Training”) is as-is, with no warranty. You know your own situation and your Clients, and you alone are responsible for how and whether you adopt any strategies learned through Training. LeadMomentum makes no guarantees that Training will produce any particular outcome, and Training may in rare cases be counterproductive depending on your situation.

Account Registration

To access portions of the Platform or to register for or use the Services, you will be asked to provide registration details or other Information. It is a condition of your use of the Platform that all Information you provide is complete, current, and accurate. All Information you provide to register with the Platform, complete a transaction through the Platform, or otherwise is governed by our Privacy Notice, and you consent to all actions HighLevel and LeadMomentum take with respect to your Information consistent with our Privacy Notice.

Use and Protection of Login Credentials

You are responsible for maintaining the confidentiality of your user name and password (“Login Credentials”). You are responsible for all uses of your account and Login Credentials, whether or not authorized by you. You agree to notify LeadMomentum immediately of any unauthorized access to or use of your account or Login Credentials or any other breach of security. LeadMomentum reserves the right to disable your Login Credentials at any time in its sole discretion for any or no reason, including if, in LeadMomentum’s opinion, you have violated any provision of these Terms of Service. User accounts are non-transferable, and all users are obligated to take preventative measures to prohibit unauthorized users from accessing the Platform with his or her password.

Content You Create

You own and retain all ownership rights to your data and User Contributions uploaded to the Service (“Your Data”). You grant us, the LeadMomentum Team, and our service providers the right to use Your Data as necessary to provide the Services to you and as permitted by these Terms of Service and our Privacy Notice. You also grant LeadMomentum the right to use Your Data to improve the Service, develop new services, and for other LeadMomentum business purposes, subject to LeadMomentum’s obligation to maintain the confidentiality of Your Data. If you are using the Services on behalf of another party, then you represent and warrant that you have all sufficient and necessary rights and permissions to do so. Subject to the limited license granted, we acquire no right, title or interest from you or your licensors under these Terms of Service.

Links To Other Web Sites

LeadMomentum may provide links to external web sites for the convenience of Platform users. The inclusion of an external link on this Platform does not constitute or imply support or endorsement of any kind. HighLevel and LeadMomentum do not control those web sites, is not responsible for their content or function, and is not responsible for any loss or damage that may arise from your use of them. If you decide to access the third party sites linked to this Platform, you do so entirely at your own risk and subject to the terms and conditions of use and the privacy notice for such sites.

How to send Notices to LeadMomentum

All notices to a party shall be in writing and shall be made via email. Notices to LeadMomentum must be sent to the attention of Customer Service at support@leadmomentum.net. You agree to allow us to submit notices to you either through the email address you provided when registering, or to any address we have on record. Notices are effective on receipt.

Communications and Contact Information

LeadMomentum may contact you regarding these Terms of Use or the Privacy Notice using any Information you provide, or by any other means if you do not provide contact Information. If you no longer wish to receive communications from LeadMomentum, you can click on the “unsubscribe link” provided in such communications or contact us at support@leadmomentum.net.

When you enroll in the Service, you must designate a primary email address that will be used for receiving electronic communication related to these Terms of Use and the Service. LeadMomentum will never send you an email requesting confidential information such as account numbers, usernames, or passwords, and you should never respond to any email requesting such information. If you receive such an email purportedly from LeadMomentum, do not respond to the email and notify LeadMomentum by emailing us at support@leadmomentum.net.

For all other feedback, comments, requests for technical support, and other communications relating to the Platform, these Terms of Service, and the Privacy Notice, please contact us at support@leadmomentum.net.