Effective Date: The date the customer completes checkout, submits payment, signs an order form, or begins using the services, whichever occurs first.
These Terms & Conditions govern all services provided by NetSpot USA LLC, referred to as “NetSpot USA”, “Provider”, “we”, “us”, or “our”.
By completing checkout, checking the acceptance box, submitting payment, signing an order form, or using the services, the customer, referred to as “Client”, “you”, or “your”, agrees to be bound by these Terms.
If the individual accepting these Terms does so on behalf of a business, company, organization, or other legal entity, that individual represents and warrants that they have authority to bind that entity to these Terms.
1. Business Use Only
The services are provided solely for business and commercial use.
Client represents that the services are not being purchased for personal, household, family, or consumer use.
If an individual accepts these Terms without authority to bind the business, that individual may be personally responsible for losses, costs, damages, or fees incurred by NetSpot USA as a result of that misrepresentation.
2. Services Covered
These Terms apply to all services provided by NetSpot USA, including but not limited to:
AI voice systems, AI front desk services, AI chat systems, LeadEscalator CRM services, automation services, websites, landing pages, funnels, forms, calendars, pipelines, text messaging, email systems, reputation management, review systems, Google Ads management, Meta Ads management, social media management, content posting, reporting, consulting, implementation, onboarding, support, and related services.
The exact services purchased by Client are described in the applicable checkout page, order page, proposal, invoice, service description, or written confirmation provided at the time of purchase.
If there is a conflict between these Terms and the specific order details, the order details control only as to package name, price, billing frequency, included services, and term.
3. Subscription Term and Renewal
Unless otherwise stated in the applicable order, Client agrees to an initial minimum commitment of three months.
After the initial term, services renew on a monthly basis until canceled according to these Terms.
Client may cancel after the initial term by giving at least thirty days written notice.
Cancellation requests must be sent in writing to NetSpot USA.
Canceling a payment method, filing a chargeback, ignoring invoices, or failing to use the services does not cancel the agreement.
4. Fees and Payment
Client agrees to pay all setup fees, monthly subscription fees, usage fees, advertising management fees, service fees, and any other charges shown on the applicable order page, checkout page, invoice, proposal, or written confirmation.
Client authorizes NetSpot USA to charge the payment method used at checkout, or any payment method later provided, for all recurring fees and applicable usage charges.
All payments are due in advance unless otherwise stated in writing.
All payments are not refundable.
Setup fees are not refundable because setup involves immediate labor, configuration, licensing, onboarding, planning, AI training, system setup, and third party costs.
Failed payments, late payments, expired cards, chargebacks, or payment disputes may result in immediate suspension of services.
A payment dispute or chargeback does not cancel the services, terminate the agreement, transfer ownership of any assets, or release Client from amounts owed.
Client is responsible for maintaining valid payment information.
5. Setup, Delivery, and Implementation
NetSpot USA will begin onboarding within a reasonable time after payment is received and required onboarding information is provided.
Client agrees to provide all requested information, approvals, assets, logins, access permissions, business details, FAQs, service information, pricing guidance, phone settings, calendar rules, advertising account access, website access, branding materials, and other materials reasonably required to deliver the services.
Implementation timelines depend on Client responsiveness, third party approval timelines, platform access, technical requirements, and completeness of information provided.
Delays caused by Client do not delay subscription billing.
If Client fails to provide required onboarding information within thirty calendar days after payment, NetSpot USA may pause implementation until the required information is received. Billing will continue during this period.
6. Client Responsibilities
Client is responsible for cooperating with onboarding, providing accurate business information, reviewing submitted materials, approving required items, maintaining required access, and using the services in a lawful manner.
Client is responsible for forwarding phone numbers, connecting calendars, granting advertising access, approving campaigns, reviewing AI knowledge base content, and completing required compliance steps when applicable.
NetSpot USA is not responsible for poor results, missed communications, delayed launch, or service limitations caused by Client inaction, incorrect information, missing access, lack of approval, disconnected accounts, failed phone forwarding, unavailable calendars, or failure to use the system properly.
7. Changes in Scope
Any work outside the purchased package is outside the scope of services and may require an additional fee.
Support does not include unlimited redesigns, unlimited revisions, custom development, new funnels, new websites, new campaigns, new automations, or strategic changes unless expressly included in the purchased package.
NetSpot USA may decline out of scope requests or provide a separate quote.
8. AI Services Disclaimer
Client acknowledges that the services may use artificial intelligence, voice AI, conversational AI, automation, and language model technologies.
AI generated responses may be inaccurate, incomplete, delayed, misunderstood, inappropriate, or unsuitable for a specific situation.
Client is responsible for reviewing, approving, and maintaining the accuracy of all business information, pricing, offers, services, appointment rules, policies, FAQs, scripts, and knowledge base materials used by the AI systems.
NetSpot USA does not guarantee that AI systems will be error free or suitable for every customer interaction.
Client agrees not to rely on AI systems for legal, medical, financial, emergency, safety critical, or regulated advice unless expressly approved in writing by NetSpot USA.
9. Marketing and Advertising Services
If Client purchases advertising, marketing, SEO, social media, content, or campaign management services, Client acknowledges that results depend on many factors outside NetSpot USA’s control.
NetSpot USA does not guarantee leads, sales, booked appointments, revenue, rankings, followers, engagement, return on ad spend, conversion rates, reviews, impressions, clicks, traffic, or any specific business outcome.
Client is responsible for advertising budgets, ad account standing, platform approvals, offer quality, pricing, reputation, sales follow up, customer service, fulfillment, and compliance with advertising platform rules.
Advertising platforms, search engines, and social media platforms may reject, limit, suspend, review, or disable campaigns or accounts at their discretion.
NetSpot USA is not responsible for platform decisions, ad disapprovals, account restrictions, policy changes, algorithm changes, tracking limitations, market changes, or increased advertising costs.
Unless stated otherwise in writing, advertising spend is separate from NetSpot USA management fees.
10. SMS, Calling, and Compliance
Client acknowledges that SMS messaging, voice calling, local phone numbers, AI voice calls, and related communication services may require carrier registration, business verification, opt in language, consent records, A2P 10DLC registration, or similar compliance steps.
Client agrees to provide all information and documentation reasonably required for compliance.
Client is responsible for ensuring that its customer lists, leads, prospects, and contacts have provided legally valid consent where required.
Client agrees not to use the services for spam, fraud, harassment, unlawful marketing, prohibited calls, misleading messages, or communications that violate applicable laws or carrier rules.
NetSpot USA is not responsible for carrier review timelines, registration delays, rejected registrations, blocked messages, failed calls, number restrictions, regulatory changes, carrier policy changes, or limitations caused by compliance requirements.
11. Third Party Services
The services may rely on third party platforms and providers, including LeadEscalator, telecommunications providers, AI providers, language model providers, payment processors, hosting providers, email providers, SMS providers, calendar providers, advertising platforms, social media platforms, analytics providers, domain providers, and other technology providers.
NetSpot USA is not responsible for outages, downtime, pricing changes, API changes, service interruptions, data delays, discontinued features, account restrictions, policy changes, model changes, carrier restrictions, or performance issues caused by third party providers.
NetSpot USA may modify, replace, upgrade, remove, or change third party providers, software, workflows, AI models, tools, or implementation methods at any time, provided the overall purchased service is not materially reduced.
12. License and Intellectual Property
All systems, software configurations, AI prompts, AI agents, workflows, automations, templates, snapshots, CRM configurations, funnels, landing pages, websites, forms, scripts, call flows, custom actions, integrations, dashboards, designs, layouts, reporting structures, processes, strategies, knowledge base structures, and system architecture created, configured, or provided by NetSpot USA remain the exclusive property of NetSpot USA unless expressly agreed otherwise in writing.
Client receives a limited, not exclusive, not transferable license to use the purchased services during the active subscription term.
Hosted assets, including landing pages, websites, funnels, forms, calendars, chat widgets, AI voice agents, automations, pipelines, CRM configurations, and related systems, are licensed for use only while Client maintains an active paid subscription.
Upon cancellation, termination, failed payment, or suspension, NetSpot USA may disable, remove, disconnect, or deactivate any hosted assets, systems, AI agents, automations, landing pages, funnels, websites, widgets, calendars, phone numbers, forms, CRM access, or related services.
Nothing in these Terms transfers ownership of NetSpot USA intellectual property to Client.
Client may not copy, export, recreate, resell, sublicense, reverse engineer, duplicate, or transfer NetSpot USA systems, workflows, prompts, automations, templates, snapshots, landing pages, or configurations without written permission.
13. Client Data and Data Export
Client retains ownership of its business information, customer information, uploaded materials, branding, logos, and content supplied to NetSpot USA.
Upon termination, Client may request a reasonable export of its contact and customer data if technically available and if the account is in good standing.
NetSpot USA is not required to transfer, recreate, migrate, or export proprietary systems, workflows, automations, AI prompts, AI agents, landing pages, funnels, websites, templates, snapshots, CRM configurations, or other intellectual property owned by NetSpot USA.
Client is responsible for downloading or requesting available customer data before termination whenever possible.
14. Domains, Hosting, and Connected Accounts
If Client owns a domain, ad account, social account, website, or external platform account, Client retains ownership of that account unless otherwise agreed in writing.
If NetSpot USA creates, hosts, licenses, or manages assets inside its own systems, LeadEscalator account, subaccount, hosting environment, ad manager, or technology stack, those hosted assets remain subject to these Terms and may be disabled after cancellation or nonpayment.
Domain purchases, hosting, DNS changes, tracking setup, email setup, and account connections may require Client cooperation and third party approvals.
NetSpot USA is not responsible for downtime, data loss, email issues, domain issues, tracking problems, or service interruptions caused by third party platforms, DNS errors, expired domains, disconnected accounts, or Client controlled systems.
15. Fair Use and Usage Charges
Subscriptions include reasonable use of included services under NetSpot USA’s fair use policy.
Phone calls, SMS messages, email sending, AI processing, voice services, carrier fees, number fees, and other metered services may incur usage based charges.
Usage rates may be published on a wallet rates page, checkout page, invoice, or other written notice.
Rates may change at any time due to third party costs, carrier pricing, AI model pricing, platform pricing, or operational requirements.
Excessive usage, abusive usage, unlawful usage, or usage that materially exceeds normal business use may result in additional charges, required wallet funding, limitations, or suspension.
16. Confidentiality
Both parties may receive confidential information from the other party.
Confidential information includes business information, customer information, pricing, strategy, credentials, processes, AI configurations, workflows, advertising data, sales data, financial information, and nonpublic technical information.
Both parties agree to use reasonable care to protect confidential information and not disclose it except as required to perform the services, comply with law, or work with necessary third party providers.
17. No Guaranteed Results
NetSpot USA provides systems, implementation, software enabled services, marketing services, automation services, and support.
NetSpot USA does not guarantee revenue, profit, leads, appointments, sales, customer retention, reviews, rankings, advertising results, conversion rates, operational improvement, or any specific business outcome.
Client acknowledges that business results depend on factors outside NetSpot USA’s control, including market conditions, staff performance, offer quality, pricing, reputation, operations, sales follow up, customer service, ad budgets, competition, and Client cooperation.
18. Suspension and Termination
NetSpot USA may suspend or terminate services immediately if Client fails to pay, violates these Terms, uses the services unlawfully, engages in spam or abusive activity, violates platform rules, misuses AI systems, harms NetSpot USA’s systems or reputation, or creates legal or compliance risk.
Suspension or termination for cause does not entitle Client to a refund.
Client may not terminate before the end of the applicable initial term without paying the remaining subscription fees due for that term.
Upon termination, Client loses access to licensed services, hosted assets, systems, AI agents, automations, landing pages, funnels, websites, CRM access, widgets, and related configurations unless otherwise agreed in writing.
19. Refunds
All payments are not refundable.
This includes setup fees, monthly subscription fees, usage charges, advertising management fees, social media management fees, website fees, funnel fees, consulting fees, and other service charges.
Client acknowledges that NetSpot USA begins allocating labor, software resources, planning, configuration, onboarding, and third party services shortly after purchase.
20. Limitation of Liability
To the fullest extent permitted by law, NetSpot USA shall not be liable for indirect, incidental, consequential, special, exemplary, or punitive damages, including lost profits, lost revenue, lost business opportunities, lost data, customer claims, business interruption, advertising losses, reputational harm, or operational disruption.
NetSpot USA’s total cumulative liability arising from or related to the services shall not exceed the subscription fees actually paid by Client to NetSpot USA during the one month immediately preceding the event giving rise to the claim.
21. Indemnification
Client agrees to defend, indemnify, and hold harmless NetSpot USA, its owners, employees, contractors, vendors, and affiliates from claims, damages, losses, liabilities, fines, penalties, costs, and expenses arising from Client’s business, Client’s customers, Client’s products or services, Client supplied information, Client content, Client advertising claims, Client violation of law, Client misuse of the services, or Client failure to obtain required consent.
22. Force Majeure
NetSpot USA is not liable for delays or failure to perform caused by events outside its reasonable control, including natural disasters, acts of government, internet outages, cloud failures, telecommunications failures, cyberattacks, labor disputes, pandemics, utility failures, carrier failures, platform outages, payment processor issues, AI provider outages, advertising platform disruptions, or failures of third party providers.
23. Updates to Services and Terms
NetSpot USA may improve, modify, replace, remove, or update features, systems, workflows, AI models, providers, tools, and service delivery methods as technology and business needs evolve.
NetSpot USA may update these Terms from time to time by posting revised Terms on its website or providing notice to Client.
Continued use of the services after updated Terms are posted or provided constitutes acceptance of the updated Terms.
Changes will not materially reduce Client’s purchased service during an active paid period without reasonable cause.
24. Notices
NetSpot USA may send notices by email, SMS, invoice note, platform notification, or other reasonable electronic communication method.
Client is responsible for keeping accurate contact information on file.
Notices sent to the email address or phone number provided by Client are considered delivered when sent.
25. Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of Florida, without regard to conflict of law principles.
The parties agree to first attempt in good faith to resolve disputes through informal negotiation.
If a dispute cannot be resolved within thirty days, the dispute shall be resolved exclusively through binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, unless both parties agree otherwise in writing.
Arbitration shall take place in Broward County, Florida, unless the parties agree to a remote proceeding or another location.
The arbitrator’s decision shall be final and binding and may be entered as a judgment in any court with jurisdiction.
Nothing in these Terms prevents NetSpot USA from seeking injunctive or equitable relief to protect confidential information, intellectual property, systems, accounts, or proprietary assets.
26. Class Action Waiver
To the fullest extent permitted by law, both parties agree that any claim arising from or related to these Terms shall be brought only in an individual capacity.
Neither party may participate as a plaintiff, claimant, or class member in any class action, collective action, representative action, or similar proceeding.
The arbitrator may not consolidate claims or preside over a class or representative proceeding.
27. Entire Agreement
These Terms, together with the applicable checkout page, order page, invoice, proposal, service description, or written confirmation, constitute the entire agreement between Client and NetSpot USA.
These Terms supersede all prior discussions, proposals, representations, messages, calls, or agreements, whether written or oral, relating to the services.
Any modification to pricing, scope, deliverables, or terms must be agreed to in writing by NetSpot USA.
28. Severability
If any provision of these Terms is found unenforceable, the remaining provisions remain in full force and effect.
The unenforceable provision shall be modified to the minimum extent necessary to make it enforceable while preserving its intent as closely as possible.
29. Electronic Acceptance
Client agrees that electronic acceptance has the same legal effect as a physical signature.
Checking the acceptance box, completing checkout, submitting payment, signing an order form, or using the services confirms that Client has read, understood, and accepted these Terms.