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GFunnel Business® Terms of Service

Last updated on February 25, 2024

Welcome to GFunnel Business LLC ("GFunnel Business," "we," "us"). We offer a variety of marketing products and services for businesses of all sizes (collectively, "Services"). Should you choose to enter into a Service Agreement, Service Order, or Online Order Form with us, the specifics of the purchased Services, costs, minimum Initial Term, and other details will be set forth in that document (collectively, the "Service Agreement").

These Terms of Service ("Terms") form a part of your Service Agreement and govern our relationship. They take effect on the date you electronically sign the Service Agreement (see Section 18.d for details regarding Electronic Signature Disclosure and Consent) and remain in effect until terminated. The "Agreement" between you and GFunnel Business consists of your Service Agreement and these Terms. It's important to review these Terms carefully and refer back to them as needed. They are accessible at all times on this webpage.

GFunnel Business offers its Services and Software conditioned upon your acceptance of and compliance with the terms and conditions set forth in this Agreement. By either signing a Service Agreement/Service Order or by checking the "Accept" box on the signup order form - which constitutes your electronic signature as outlined in our Electronic Signature Disclosure and Consent (refer to Section 15.d) - you (A) accept this Agreement and agree to be bound by its terms; and (B) represent and warrant that: (I) you are 18 years of age or older, or of legal age to enter into a binding Agreement, and (II) if the Client is a corporation, governmental organization, or other legal entity, you have the right, power, and authority to enter into this Agreement on behalf of the Client and bind the Client to its terms. If you do not agree with the terms of this Agreement, you must not access or use the Services or Software.

Please review this Agreement carefully. By accepting these terms, either through your manual or electronic signature, you acknowledge that you have read, understood, and agreed to be bound by these Terms of Service. These include, among other provisions, dispute resolution provisions, a waiver of class-action rights, and limitations of liability. Unless expressly stated otherwise, GFunnel Business disclaims any and all warranties whether provided by GFunnel Business, its affiliates, or its respective employees and agents.

The Service Agreement, Service Order, and/or Online Order Form, in conjunction with these Terms of Service, GFunnel Business® Privacy Policy available at https://www.gfunnel.com/privacy-policy/, GFunnel Business Payments Terms of Service governing the use of all GFunnel Business Payments and related services available at www.gfunnel.com/payment-terms (the "Payment Terms"), and any other documents incorporated by reference into these Terms of Service, constitute the complete Agreement between the Parties. Please note, GFunnel Business's acceptance is limited to these agreements, and we expressly object to any additional or different terms in the Client’s acceptance.

1. Definitions and Products: The products, services, and other capitalized terms used across this Agreement correspond to definitions provided in this section or in the section where they are first mentioned.

a. Ads/Ad Credits. Ad Credits are used to run advertisements across digital platforms using programs such as Placement Ads, Retargeting Ads, and Social Targeting Ads under the Model A Advertising Plan. Ad Credits cost one dollar ($1.00) per credit. Ad Credits are allocated as follows: fifty-one percent (51%) of each Ad Credit is allocated to media buy (paid placement on services such as Google AdWords, Facebook, OTT streaming television, LinkedIn, Instagram, etc.) and the remaining forty-nine percent (49%) is allocated to campaign management and campaign optimization. Please note, the media buy allocation percentage is subject to change without notice.

Ad Credit costs and the performance, including cost-per-click reporting and more, are reflected through our third-party ad management platform, https://app.plai.io, for return on investment (ROI) and cost-per-conversion tracking/analysis. Ad Credits are subject to the terms and conditions of the applicable 3rd Party provider (e.g., Google, Bing, YouTube, Facebook), and some services may not be available for some client products or services.

You may access a performance report which includes raw data on costs, clicks, and impressions at any time by clicking the applicable link on your GFunnel Business dashboard. Ad Credits are non-refundable but may be allocated to other services with a written request (email acceptable). If you cancel your recurring Ad Credit product, your remaining credits will stay in your account for one billing cycle, and must be used or transferred to another product during the next monthly billing cycle or may be forfeited.

If we are developing a website for you, your Ad Credits and related services cannot be used until your site has gone live with your approval. Actual ad position on 3rd Party websites is based on several factors, and top position cannot be guaranteed.

In any billing cycle, GFunnel Business may spend any credits you have on file. GFunnel Business will monitor your Ad Credit spending to keep you on budget, but in rare cases, GFunnel Business may spend over and above the number of credits you have on file. Any balance of your Ad Credit budget remaining at the end of a monthly billing cycle, positive or negative, will be rolled over to the next monthly billing cycle. Any negative balance remaining at the end of the Term is due at that time.

We use a master advertising account with each 3rd Party Ad Credit services provider (Google, Bing, Facebook, etc.). We will set up an advertising account for you within our master advertising account. You acknowledge that you must use our master advertising account in order to use Ad Credits for these services. As all of our accounts are linked within our master advertising accounts, we will not provide access to view or control your advertising or analytics accounts at the advertising account level of the respective service provider. You acknowledge that we will not transfer any advertising accounts or related account access to you at the end of the term.

You can get a report of your advertising performance and Ad Credit usage by logging into the GFunnel Business platform at any time or by contacting your Marketing Success Manager, if applicable.

b. Complimentary Promotions. GFunnel Business occasionally offers Complimentary Promotions to new Clients signing a Service Agreement. These promotions typically come in the form of funds, credits, or creative hours credited to the Client’s account to mitigate marketing costs under the Service Agreement. Unless otherwise specified, Complimentary Promotions can be used to offset any cost associated with the Service Agreement, excluding Ad Credits or 3rd Party advertising media purchases. The provision of Complimentary Promotions is fully dependent on the Client fulfilling the Initial Term. If the Service Agreement is cancelled prior to the completion of the Initial Term, the Client is obliged to reimburse all Complimentary Promotions used on the account at the time of cancellation, in addition to any applicable Early Cancellation Fees.

c. Creative Deliverables. The term "Creative Deliverables" refers to the final outputs of various services provided by GFunnel Business. These include but are not limited to Custom Website Design, the finalized logo design, video media in its final delivered form, photography media in its final delivered form, the end product of any Content services, the end product of Social Media Management services, and the end product of any other creative service defined in Section 1.d.

d. Creative Services/Creative Credits. Our suite of creative services includes, but isn't limited to, Custom Website Design, logo design, photography services, and general design and development time. All these services are provided via Creative Credits. Each Creative Credit costs one dollar ($1.00). Your specific creative services package, along with our estimated Creative Credit bid for these services, will be outlined in your Service Agreement and/or informed by your GFunnel Business Representative.

The bid is an estimate, based on your provided information at the time of offering, indicating that the total time spent on the design and development of the project won't exceed the total number of credits listed. If additional credits are needed to complete the project, we'll notify you before incurring any extra charges beyond the initial cost estimate. We'll proceed with increased costs only after receiving your approval (written or verbal) and payment, which will be incorporated into this agreement.

Any unused Creative Credits will remain in your account for one year from the payment date, after which they'll expire. You can also purchase Creative Credits to use for any creative services. A list of service costs in Creative Credits can be provided upon request. If you have Creative Hours on file, each Creative Hour equates to 75 Creative Credits.

Creative Hours, Complimentary Creative Hours and Creative Credits are non-refundable and expire at the end of the Term. They may not be transferred to other services without our written consent. We offer Creative Services at a discounted rate for Marketing Customers, and your GFunnel Business representative can provide the current rates.

Video Production services have a different rate due to their complexity. Please refer to your Service Agreement for our current Video Production hourly rates. For more information on Video Production, see Section ae.

Our Creative Services require your cooperation. You agree to provide necessary materials, directions, information, approvals, and decisions. We'll work with you to complete your Creative Services on your timeline, but if we don't hear from you for over a year, we may cancel your project, and you'll forfeit any amounts paid for the Creative Services.

e. CRM. GFunnel Business utilizes third-party CRMs, Lead Connector and Flows, which are customer relationship management systems designed for small and medium-sized businesses. These are integrated within the GFunnel Business platform and are included in both DIY and DIFM plans with the GFunnel Business Base Platform Fee payment. You may use the GFunnel Business CRM to manage an unlimited amount of leads, contacts, or customers - additional contacts may require extra resources and fees. You may also add as many team members as needed (based on software plan), create unlimited custom fields at no additional charge, assign tasks, track deals and sales pipelines, and so on. After signing up for GFunnel Business CRM, a CRM specialist will contact you to walk you through the product and answer any initial questions. Going forward, either your Marketing Success Manager or a CRM specialist can assist you with any questions. Access to GFunnel Business CRM may be suspended or terminated if you dispute any payment or fail to make a required payment. In the event of termination, we hold no obligation to store and maintain your CRM records.

If you have signed up for a free member or trial of GFunnel Business CRM, you will have complimentary access to the CRM for the trial period. Afterwards, you’ll need to pay either the DIY Fee or the GFunnel Business Base Fee monthly to maintain access. All fees paid for the GFunnel Business CRM are non-refundable.

You may log into the system and export a .csv file of your CRM data at any time, given that your CRM access is not currently suspended or terminated. For more details on exporting CRM data, please contact your CRM specialist.

You alone are fully responsible for the information that you upload to the CRM. The CRM is not designed to store sensitive, protected, proprietary, health, or financial data and you agree not to use the CRM for storing such information. Acknowledging that GFunnel Business CRM is neither PCI nor HIPAA compliant, you agree not to store financial data, social security numbers, payment processing data, or HIPAA-protected PHI within the CRM.

For clarification, your Indemnification obligation outlined in Section 13 applies to any unauthorized use of the CRM.

To the extent that we process CRM data subject to the European Union General Data Protection Regulation (“GDPR”) on your behalf, the terms of the GFunnel Business Data Processing Agreement (the “GFunnel Business DPA”) shall apply, see Section 15.j. Please note, the CRM providers, Lead Connector and Flows, are third-party systems and if these providers increase their costs, these additional costs may be passed on to you.

f. Custom Website Design. The term "Custom Website Design" refers to a unique website designed from scratch that isn't based on any of our pre-existing templates. It is developed according to an hourly bid and a scope of work that has been signed off by the Client. The words "Custom Website Design" will be displayed prominently on your Service Agreement. Please note, Websites and Templated Snapshot websites are never classified as Custom Website Designs.

g. eCommerce Website Design. This product refers to eCommerce website design services tailored to function on widely used eCommerce platforms such as BigCommerce, Shopify, WooCommerce, and the Websites Shop App, among others. These services might be listed on your service agreement as "Shopify Design," "WooCommerce Design," "Woo Design," or "BigCommerce Design." Website development is a dynamic process heavily influenced by multiple factors, including, but not limited to, the client's response time to questions and approvals, content delivery, and additional revision requests. Consequently, we can't guarantee a specific timeline for your website to "Go Live." Nonetheless, we will aim to expedite our response times and bring your website live as swiftly as possible.

Unless you have specifically contracted for a Custom Website Design, a site will be developed based on our standard website design layouts. For specialized functionality or complex design features, you'll need to contract for a Custom Website Design. If you have contracted for Custom Website Design services, this will be explicitly stated as "Custom Website Design" on your Service Agreement, including both a scope of work and an estimated work hour quote. More details regarding Custom Website design can be found in Section 1.n.

h. GFunnel Email. GFunnel Email is a service available through the GFunnel Business platform that enables you to design, create, and disseminate targeted marketing campaigns to your email marketing list with ease. The service is charged at a rate of $.003375 per message, amounting to slightly less than $10 for every 2900 messages. Additionally, email verification costs $0.0125 per email. Any charges exceeding the usual amount will accumulate over the course of a month and will be billed alongside your regular monthly marketing payment or as a separate credit transaction. Any unused messages do not carry over from one month to the next.

By using GFunnel Email, you agree to abide by the GFunnel Business Anti-Spam Policy available at www.gfunnel.com/antispam. This Anti-Spam Policy is incorporated into this Agreement by reference. You confirm that you will use GFunnel Email in compliance with all relevant laws, including but not limited to, those related to spamming, privacy, obscenity, defamation, and regulations such as HIPAA and other applicable privacy laws. You commit to not using GFunnel Email in a manner that is obscene, harassing, threatening, libelous, or in any way that infringes upon third-party intellectual property rights.

By agreeing to these terms, you accept to indemnify and hold GFunnel Business harmless against any damages, losses, liabilities, and expenses that may arise from an alleged violation of the aforementioned stipulations or otherwise related to your use of the GFunnel Email services.

i. Fees. The Fees refer to the amounts you are obligated to pay according to your Service Agreement. The Service Agreements will specify the one-time, monthly, and/or annual Fees necessary for using the Services. Fees may also encompass additional Products and Services added during the Term at your request.

j. Listings/Local Listing Ads. Our "Listings" or "Local Listing Ads" program, powered by third-party services such as Yext and Citation Vault, is designed to add, update, sync, enhance, and monitor your local business listings across numerous local sites via your GFunnel Business interface.

This program is tailored for Marketing Clients with physical business locations and is available across various membership software plans including free, startup, office, office elite, business elite, and creator elite, as well as service plans such as community share, task elite, professional elite, and executive elite.

Each plan includes a Listings account for one location. If you have more locations, additional Listings can be added at a rate of $79 per month per location.

k. GFunnel Business Platform License. The GFunnel Business Platform License, also referred to as the "GFunnel Business Platform," "GFunnel Business Base Plan," or "GFunnel Business Base," provides you with access to the GFunnel Business software platform and the ability to utilize certain GFunnel Business Services. Your Service Agreement will specify your particular monthly GFunnel Business Platform License fee.

The services included with the GFunnel Business Platform License encompass a limited license to use the GFunnel Business software platform during the agreed term. It also includes a Websites website license (upon request), access to Email GFunnel Business, on-demand marketing and design services, the conversion inbox, access to the GFunnel Business CRM, a Meeting Room Account, up to 10GB of cloud storage for files, a complimentary GFunnel Business Payments account (subject to additional terms and processing fees), hosting for one website, access to the Local Listing Ads Program for one local business location, and a customer support pin number.

These products and services are accessible to all GFunnel Business account holders who are up-to-date with their monthly GFunnel Business Platform License Fee. However, depending on your specific marketing goals, some products or services may not be used for your account. Please note that additional funds or credits may be required to operate or utilize certain services. You can utilize your credits on file only if your monthly GFunnel Business Base Platform Fee is current. Some services that necessitate a live website will not be used until your website goes live.

Keep in mind, the availability of some third-party products and services may vary based on the terms and conditions of the applicable third-party provider.

If you hold a DIFM plan, your Marketing Success Manager will work with you to devise a GFunnel Business plan tailored to meet your marketing goals, considering your location, budget, and other factors.

In case we're developing a website for you, your GFunnel Business platform login might be provided only after your website has been completed and gone live with your approval.

l. GFunnel Business Payments. The terms and conditions for GFunnel Business Payments and related services are governed by the GFunnel Business Payment Terms, which can be found at www.gfunnel.com/payment-terms ("Payment Terms"). By referring to these, the Payment Terms are fully incorporated into this agreement. If you choose to use GFunnel Business Payments services, you thereby agree to be governed by the Payment Terms.

m. GFunnel Business Platforms. The term "GFunnel Business Platforms" refers to all the software platforms and product offerings from GFunnel Business. These encompass but are not limited to GFunnel Business, GFunnel Business Payments, Websites, and Meeting Room.

n. Model A Advertising Plan. In the Model A Plan, you, the client, will purchase Ad Credits. Ads will then be run through our master advertising accounts using those Ad Credits. This plan serves as the default advertising model for all clients. If your Service Agreement doesn't specify an advertising model, it implies that you are enrolled in the Model A plan.

o. Model B Advertising Plan. Under the Model B Plan, you won't be purchasing Ad Credits. Instead, you will pay a monthly optimization fee and will be directly responsible for purchasing ads from the applicable third-party ad provider in your own advertising accounts. Model B pricing is only available for Google, Facebook, Instagram, and LinkedIn Ads. All ad campaigns not on these four services will default to the Model A pricing structure.

You agree to grant the Company admin access to these accounts during the Term. The monthly Optimization Fee equals $4,000 plus 10% of your third-party Media Buy total from the previous month. The Company will manage all of your ad campaigns for this fixed monthly Optimization Fee. Each month, your Marketing Success Manager will calculate your actual monthly spend from the previous month before your monthly billing date. You will then receive an additional invoice each month that equals 10% of your actual ad spend from the prior month. The Model B Plan is recommended for all Clients who consistently spend more than $10,000 per month in Ad Credits.

p. Phone System. If you choose to use the Phone System service, calls will be recorded for tracking purposes to allow us to analyze ad performance and optimize accordingly. If required, call recording can be deactivated while keeping call tracking in place, upon request. With this service, the standard charges are as follows: making calls will cost $0.07 per minute, receiving calls will cost $0.0425 per minute, and sending a text message will cost $0.0395 per segment. These are the standard charges unless otherwise decreased. After cancelling your account, you can maintain your call tracking number(s) for a monthly fee.

q. Content/Natural Listing Ads. Known as "Content" or "Natural Listing Ads," these services provide written content, graphic design, video, and other content for your website or social media profiles for DIFM accounts with a monthly or one-time Content credit budget. These services are powered by Content Credits, also known as NLA Credits, which cost $1.00 per credit. Content credits can be used to execute various tasks such as SEO keyword research, website optimization, title tag and meta description optimization, link quality auditing, disavowing bad links, internal linking optimization, blog architecture optimization, image tag optimization, social media network optimization, Google My Business and Google Maps listing optimization, page schema markup, page content creation and optimization, blog post writing and optimization, SEO optimized infographic design, guest blog posting for link building, video production, and more.

GFunnel Business determines all Content credit usage based on what we estimate will have the greatest impact on organic growth. Depending on your marketing goals, Content services may begin as soon as you are entered into our system. However, in some cases, it might not make sense to use Content credits until your website has gone live with your approval. Your Marketing Success Manager and/or Content team members will determine the best allocation of your resources depending on your goals. Content credits are non-refundable, but may be allocated to other services, with the exception of Ad Credits, with a written request (email acceptable).

If you cancel your recurring Content credit product, your Content credits on file will remain in your account for one billing cycle, and must be used or transferred to another product during your next monthly billing cycle or may be forfeited.

Unless otherwise specified, content will be automatically posted to your website periodically. You are solely responsible for the review and approval of all website content and must notify GFunnel Business of any errors. Upon receiving notice of an error, GFunnel Business’s sole responsibility shall be to remove the erroneous content as soon as is practicable. All content will be considered approved unless you provide notice to GFunnel Business. You represent that you will not choose keywords that violate any third party's trademarks or other intellectual property rights or will obtain licenses to use any third party trademarks as keywords. You may log into the GFunnel Business platform at any time to track Content credit usage and results. Additional Content credits may be added at any time in order for additional activities to be completed.

r. Facebook 3rd Party Audience Data. If you opt to use the 3rd Party Audience Data, we will provide access to the Data Cloud Digital Audiences for use in your Facebook ad campaigns. The cost of these services is fifteen percent (15%) of the total gross amount that you spend on media that includes the Facebook Custom Audiences in any Facebook Ad Sets. This is your "Gross Media Spend," which is calculated prior to any discounts, rebates, or other offsets.

An amount equal to 15% of your estimated Gross Media Spend will be deducted from your Ad Credits on file before your Facebook ad sets are run. Any excess charges not accounted for in this estimate will accumulate over the month, and you will be billed for these charges in arrears with your regular monthly marketing payment.

Your use of these services in connection with Facebook ads is subject to separate terms and conditions, including Facebook’s Advertising Guidelines. You affirm that your content complies with all applicable laws and your privacy policies, that you have provided proper notice and secured proper consent for the collection and use of your content, and that you have procured all necessary rights and licenses to provide your content to the Company.

You also agree that Facebook is an intended third-party beneficiary of this Agreement. To use these services, we must have access and permissions to your Facebook Business Manager and/or Ad Accounts to access audience usage reporting on an ongoing basis for the use of Facebook Custom Audiences.

Your content must not relate to individuals subject to the General Data Protection Regulation (GDPR) 2016/679.

s. Print and Merchandise Services. Print and Merchandise Services are offered through partnerships with third-party providers. All printed products will be available for pickup at a location determined later or will be shipped to an address provided by you, the client. Your price and included Print Services will be specified in your Service Agreement or otherwise communicated to you by your Marketing Success Manager. The timing and location of delivery depend on the availability of the respective service.

t. Promotional Point of Sale/Payment Processing Equipment. If you have received promotional payment processing equipment free of charge when you subscribed to our marketing and/or payment processing services, the equipment is provided to you free of cost (excluding shipping) for the duration of your processing agreement's term. Should you terminate your processing product(s) before completing the Initial Term, or if you terminate your marketing service agreement prematurely, you agree to either return the promotional equipment or pay GFunnel Inc. the retail price of the promotional equipment within five business days of account termination.

u. Services. Within the context of this Agreement, "Services" refers to any and all Products and Services provided by us as per these Terms of Service.

v. Onboarding Package. All GFunnel Business accounts, excluding Trial Accounts, come with an Onboarding Package. This package, where applicable, includes work to customize your GFunnel Business Platform account for your business, the design of a new website or integration of your existing website into the platform, as well as basic training for you or your employees on the platform's usage. The cost of your Onboarding Package will be stipulated in your Service Agreement. In cases where your Service Agreement does not specify the Onboarding Package price, it will default to $2,497.00. GFunnel Business may agree to waive some or all of the Onboarding Package fee if you agree to an Initial Term of six (6) months or longer. If you fail to complete your Initial Term, you acknowledge that you must repay any previously waived Onboarding Package. See Section 6.c for more information about early cancellation of your Service Agreement. In earlier Service Agreements, the Onboarding Package may be referred to as the "Setup Fee."

w. SMS GFunnel Business. Utilize our SMS GFunnel Business platform to manage your text message marketing, fostering engagement with new and existing clients, and aiming to drive sales. The platform enables you to build trackable, customized, and automated SMS campaigns. Your GFunnel Business Base Platform payment does not cover any free messages – all messages will be charged. Specifically, sending a text message costs $0.0395 per segment. Any additional charges will aggregate throughout the month, and these charges will be billed to you in arrears along with your regular monthly marketing payment. Unused messages do not transfer to the following month.

By using SMS GFunnel Business, you agree to comply with the GFunnel Business Anti-Spam Policy, accessible at

www.gfunnel.com/antispam. This policy is incorporated into this Agreement by reference. You bear sole responsibility for adhering to all relevant laws and regulations linked to your SMS GFunnel Business account, including CAN-SPAM and the TCPA. You also agree to validate and maintain accurate records of your SMS number list, ensuring that all recipients have consented to receive SMS alerts from your business. You are solely responsible for the content of all SMS messages sent and agree to indemnify GFunnel Business against any issues related to SMS GFunnel Business.

For users sending Application-to-Person (A2P) text messages, it's essential to be aware of the vetting process and requirements for A2P 10DLC Campaign Registration, as Twilio outlines in its support center: https://support.twilio.com/hc/en-us/articles/11587910480155-A2P-10DLC-Campaign-Vetting-FAQ. This vetting process is now a requirement for businesses sending A2P messages over 10DLC in the United States. Additionally, be aware that individual mobile carriers may impose extra fees for A2P messaging.

x. Social Media Posts and Social Management Services. Members on our office plan and above can gain access to our social media management software, with no limit on the number of connected accounts. However, posting to social media platforms is not included in our base plans and requires a paid service. Should you hire us for social media management, our services start at the community share plan. We also offer discounted plans to help manage costs, starting from $89 per month and scaling up. For GFunnel Business Base DIY Clients, you may use the GFunnel Business Software for an additional fee. With the Social Media Management Services added to your DIFM account, we provide a dedicated Social Media Manager to help optimize your profiles, engage with your followers, and boost your brand's visibility and loyalty. Our plans include regular monitoring and communication on platforms to engage with followers, response (with your permission) to comments, messages, posts, and spam, and branding and design. Your Service Agreement will outline your specific plan (Basic, Standard, or Advanced) including the monthly recurring price.

Our Basic or Maintenance Plan includes four posts per month to a maximum of two social media platforms, and up to one hour per month of engagement on your profiles. The Standard Plan includes eight posts per month across a maximum of three social media platforms, up to two hours of engagement per month, and up to one video per month. The Advanced Plan includes sixteen posts per month on a maximum of four platforms, up to four hours of engagement per month, and up to two videos per month.

Additional services can be added as follows: +1 Platform per month - $150/mo, +1 Post per month - $75/mo, and +1 hour of engagement per month - $75/mo. Extra Ad Credits may be added on demand for an additional monthly or one-time fee. All Social Media related services are governed by the terms of service of the respective platform (Instagram, Facebook, Twitter, LinkedIn, etc).

y. Review and Reputation Management. As part of your GFunnel Business Base Platform Fee, you will gain access to our review and reputation management tools integrated within the Lead Connector. These tools allow you to monitor your online reviews and manage your online reputation efficiently.

You can upgrade these services to include a dedicated Reputation Manager at any time for an additional fee. With these upgraded services, you'll be able to keep track of your ratings and analytics, receive recommendations for improving your score, respond to reviews on certain platforms, embed reviews and ratings on your website, and use our trust badge on your website and marketing materials.

z. Trial Services. GFunnel Business may provide an obligation-free trial for up to 14 days, allowing you to assess any of our paid software subscriptions at no cost. Please note that, during this trial period, free access is limited solely to software subscriptions and does not extend to Services. All these Terms, with the exception of those specifically related to billing, apply to these free trial accounts, each referred to as a "Trial Account".

During your Trial Account period, you can explore and use certain features within the GFunnel Business platform extensively. Please note, however, that the offerings included in your Trial Account are subject to change without prior notice, and we reserve the right to modify or discontinue free trials at any time.

aa. Video Production. Your Service Agreement includes a project bid that estimates the production time needed for your project based on the provided information. This estimation covers time spent by the project manager, designers, and video producer on planning, designing, and production. Unless explicitly specified, video production does not encompass filming or media capture. Additional video production and design time may be required due to increased project scope, additional client requests, or design changes. In such cases, an additional rate will be charged. If the required production time exceeds the initially estimated time, the client will be notified and incur additional hourly charges. Before any additional charges beyond the initial cost estimate are incurred, an approval (either written or verbal) will be sought from the client and will be binding and incorporated into this agreement's terms. Upon completion, all media will be delivered via email. If you have a marketing services contract, the media may also be incorporated into the client’s website or an advertisement.

The delivery of finished media will take place only if full payment has been made under this agreement's terms. Finished media is considered a Creative Deliverable, whereas all raw footage, audio, or media capture is regarded as GFunnel Business work product. We do not store or provide raw video footage post the completion of the project. All raw video footage will be deleted 30 days post the delivery of the final media. If you need raw video footage delivered, it is available at an additional cost and will require you to provide the removable storage drive for transportation. Video Production services require your necessary input and cooperation. You agree to provide us with materials, direction, information, approvals, authorizations, or decisions necessary for your project completion. We will work with you to complete your video project on your timeline. However, if we do not receive any communication from you for over a year, we may cancel your project, and you will forfeit any amounts paid for the Video Production services.

ab. Ecommerce via MyDukaan. Our E-commerce feature is powered by a third-party service, MyDukaan. This fully functional add-on is integrated into your Websites platform, serving as a user-friendly shopping cart that allows you to seamlessly add products. The activation of MyDukaan on your Websites platform incurs an additional monthly or annual fee. As a user of MyDukaan, you are responsible for safeguarding all associated access credentials and for all activities that occur under your account. You're required to promptly notify us of any unauthorized use of your access credentials or any other security breaches concerning MyDukaan. To use our Ecommerce feature, you must also use GFunnel Business Payments. You're prohibited from using MyDukaan in violation of any pertinent national, state, local, or export laws and regulations, including laws governing the import of the service or content you make available via the service. Use of, or connection to, the Internet can give unauthorized third parties opportunities to bypass precautions and illegally access your Ecommerce data. As such, we cannot guarantee the privacy, security, integrity or authenticity of any information transmitted over or stored in any system connected to the Internet. Additionally, you acknowledge that our security precautions may not be adequate or sufficient. Furthermore, you expressly agree that the indemnification provision of Section 14 applies to the use of MyDukaan. By using MyDukaan, you're also agreeing to their terms of service, which can be found at https://mydukaan.io/terms.

ac. Websites. Websites is a hosted website license solution provided by GFunnel Business, allowing you to create, edit, modify, and publish websites. Our service offers a range of pre-designed templates that you can tailor to fit your business needs. Upon purchasing a current GFunnel Business Platform license, you receive one Websites license. Otherwise, this service can be availed for $300 per year, with an annual billing requirement. Along with your Websites service, you get access to the Websites knowledge base, which includes helpful articles and FAQs. Websites is a proprietary hosted solution that is only compatible with GFunnel Business servers and must be hosted by GFunnel Business. Your license to use your Websites website is defined in Section 7.d. One important caveat: Websites may not be migrated to another website hosting platform under any circumstance.

ad. Website and Funnel Hosting. With the Lead Connector platform, you can host an unlimited number of funnels at no extra cost across all plans, including our free plan. For members on our Office plan or higher, you have the ability to host unlimited websites. There are no data limits for hosting within the Lead Connector platform. Please note that for non-Marketing Clients or additional websites, there is an annual cost of $300 for website hosting, billed annually on a recurring basis. Hosting for additional WooCommerce websites or for non-Marketing Clients is priced at $57 per month or $588 per year. All websites hosted on our platform, regardless of their type, must remain on the GFunnel Business servers due to the proprietary nature of our hosted solution. They cannot be migrated to another hosting platform under any circumstance.

Compliance with Laws/Prohibited Content. As a client, you must not use, nor permit any Services to be used, in violation of any applicable national, state, or local laws or regulations. Without limiting the foregoing, you are strictly prohibited from using any of GFunnel Business’ Services for any illegal activities. These include, but are not limited to, storing or transmitting information, data, files, or providing links to content that violate any applicable local, state, national, or international law. Unlawful activities include, but are not limited to, distribution of pirated software, copyrighted data, or links thereto; propagation of computer worms or viruses; the use of false identities; or attempts to gain unauthorized entry to any network. Furthermore, pornography and sex-related merchandising are strictly prohibited on all GFunnel Business servers. This includes sites that may imply or link to sexual content. Additionally, spamming sites and sites selling or promoting bulk email software, services, or addresses are prohibited. GFunnel Business reserves the right to terminate this Agreement if it determines, in its sole discretion, that you have violated this policy.

Client Obligations. Beyond making all required payments, you, as the Client, have several responsibilities: a) Cooperation: Work with GFunnel Business in all matters related to the Services. This includes providing necessary access to your advertising accounts, including your Google Adwords and Analytics accounts. b) Prompt Response: Respond timely to questionnaires and to any reasonable request for direction, information, approvals, authorizations, or decisions that are essential for GFunnel Business to deliver the Services in adherence to the terms of this Agreement. c) Provision of Materials: Furnish any customer materials or information that GFunnel Business may request to properly carry out the Services. This should be done in a timely manner and all these materials or information should be accurate and complete in all significant respects. GFunnel Business is not liable for any delay or failure in performance that is wholly or partially caused by your delay in fulfilling, or failure to fulfill, any of your obligations under this Agreement.

Payment. Upon signing your Service Agreement, Service Order, or Online Order Form, you are obligated to fully pay all related Fees. All Fees are payable in US dollars. Unless stated otherwise, you are required to pay all Fees due under this Agreement on a monthly basis, in advance. Fees for one-time services are payable in full on the Effective Date or as otherwise stipulated in your Service Agreement. For recurring Fees, the first payment is due on the Effective Date, with subsequent Fees billed as outlined in your Service Agreement. For monthly recurring Services, unless otherwise stated in the Service Agreement, you will be billed on the same numerical day of each month as the Effective Date. If your Effective Date is after the 25th of the month, the first payment will be made on the Effective Date, and recurring payments will be billed on the 25th of each subsequent month. For annual recurring services, you will be billed for the first year on the Effective Date, and subsequent payments will be billed on the anniversary of the Effective Date unless cancelled as provided in Section 5 below. You acknowledge your obligation to pay the full amount due for the Services each month throughout the Initial and Renewal Terms, at no less than the monthly recurring marketing total specified in your Service Agreement. Furthermore, you are required to agree to all applicable payment authorization forms, which authorize recurring billing in accordance with your agreement. GFunnel Business reserves the right to charge your credit card or debit from your account via ACH for Fees in accordance with these Terms of Service and the Service Agreement.
You warrant the validity of any ACH information provided to GFunnel Business and acknowledge that GFunnel Business is entitled to debit your account for any ACH fees incurred due to errors on your part, including but not limited to incorrect information, invalid account numbers, and non-sufficient funds. GFunnel Business uses a credit card updating service that automatically updates credit card numbers when a credit card has expired or been replaced. You acknowledge that GFunnel Business has the right to charge any updated credit card in accordance with these Terms of Service and the Service Agreement.
YOU UNDERSTAND AND ACKNOWLEDGE THAT ALL FEES MUST BE PAID IN ADVANCE AND THAT YOUR SERVICES MAY BE PAUSED OR TERMINATED IN CASE OF A FAILURE TO RECEIVE TIMELY PAYMENT OR IF A PREVIOUS PAYMENT HAS BEEN DISPUTED. THIS ALSO CONSTITUTES A BREACH OF YOUR CONTRACTUAL OBLIGATIONS.

Term/Termination.

a. Term: This Agreement commences on the Effective Date and continues until terminated per the provisions given below. For recurring accounts, the Service Agreement designates the minimum commitment term (the "Initial Term") and allows for recurring monthly billing for this period. Unless otherwise specified in the Service Agreement, all Websites Site Only plans or website hosting plans have a twelve (12) month Initial Term, and all other plans have a six (6) month Initial Term. Any new Service Order or Online Order Form may extend your Initial Term. In case of a conflict, the most recent agreement’s Initial Term shall prevail. Only months where full payment is received count as a month of marketing under the Initial Term. The Initial Term is followed by successive one-month periods (each, a "Renewal Term") or as otherwise indicated in the Service Agreement. The Initial Term and any Renewal Terms are collectively referred to as the "Term."

b. Cancellation: You may cancel the services by providing at least 30 days’ written notice to your Marketing Success Manager or Project Manager, as applicable. If you haven't completed the Initial Term, cancellation will take effect at the end of the Initial Term. If you have completed the Initial Term, services will continue to the end of the next applicable Renewal Term before cancellation.

c. Early Cancellation: You understand that GFunnel Business requires an Onboarding Package for all GFunnel Business Platform License Accounts. This package may be waived for accounts that sign up for an Initial Term of six (6) months or more. If you decide to cancel the Services before completing the Initial Term, you must provide written notice of cancellation and any previously waived Onboarding Package. The Onboarding Package's cost is defined in your Service Agreement. If your Service Agreement doesn't define the Onboarding Package, the cost will be $2,497.00. This amount is in addition to your monthly payments to date and cannot be covered by credits on file or any prior payment. The Onboarding Package must be provided within five (5) business days from our receipt of your written notice of early cancellation. No early cancellation will take effect until the previously waived Onboarding Package has been paid, and you will continue to be billed monthly until we receive both proper written notice of cancellation and the Onboarding Package, as applicable. If this Agreement is executed, GFunnel Business will be exhaustively investing in your business and online marketing activities, which is being done with the understanding that you agree to pay for the Services throughout the Initial Term. You recognize the upfront sales, setup, investment, and opportunity costs that GFunnel Business faces in connection with this commitment and acknowledge that this fee is a reasonable amount of liquidated damages to compensate GFunnel Business for early cancellation of the Services. Clients who signed a Service Agreement prior to Jan 2024 do not have an Onboarding Package but can cancel before the end of the Initial Term only by paying a Setup Fee or an Early Cancellation Fee. The Setup Fee or Early Cancellation Fee, if applicable, will be defined in your Service Agreement.

d. Cancellation Revocation: Should you decide to revoke your cancellation after making a cancellation request, you may do so by providing written notice (email is acceptable). Upon receiving your revocation request, the Service Agreement will be reinstated, and all applicable services will resume once all outstanding amounts are settled. If the cancellation fee has already been paid, it will be credited towards any future amounts due.

e. GFunnel Business’ Right to Cancel: GFunnel Business reserves the right to terminate this Agreement at any time for any reason at our sole discretion by providing written notice of cancellation to you. The cancellation will take effect at the end of the current billing period. The written notice may be delivered to you via email. If the Agreement is terminated as per this Section 5.e, GFunnel Business will reimburse you for any unused credits and funds within 30 business days from the effective cancellation date.

f. Pause or Downgrade of Service: During the Initial Term, you may request a pause or a downgrade in your Services. However, it remains at GFunnel Business' sole discretion to decide whether a pause or downgrade in Services is appropriate. No pause or downgrade during the Initial Term will be effective without a signed written confirmation from both GFunnel Business and you, the Client. After the Initial Term, you may pause or downgrade your account with no less than 30 days’ written notice.

g. No Refunds and Unused Credits: Unless GFunnel Business cancels the agreement as per Section 5.e, no refunds will be provided for any amounts already paid. Upon your cancellation of this agreement for any reason, any and all unused funds, credits, or creative hours will be forfeited.

h. Collection of Amounts Owed: You commit to paying all costs of collection (including attorneys’ fees, costs, and other legal and collection expenses) incurred by GFunnel Business in connection with its enforcement of its right to payment under this Agreement.

i. Charge Disputes: If you dispute any payment with your credit card company or bank, and the dispute is resolved in GFunnel Business's favor, you will be assessed a charge of $100 per dispute initiated.

Intellectual Property.

a. Your License Grant to GFunnel Business: Throughout the Term, you grant GFunnel Business a non-exclusive, royalty-free, global license to use, copy, backup, modify, display, broadcast, and transmit any of your content. This includes, but is not limited to, your website, text, images, logos, copyrights, trademarks, service marks, promotional materials, photos, audio, and video content related to your existing website, to the extent needed for GFunnel Business to execute the Services. This license will end upon termination of the Service Agreement.

b. Ownership of Creative Deliverables and Content: Once GFunnel Business receives the full, unconditional payment from you, you will own all rights, title, and interest in the Creative Deliverables created under this Agreement. GFunnel Business preserves a non-exclusive, non-revocable license in the finished Creative Deliverables, and reserves the right to use the Creative Deliverables for advertising, publication, promotion, display, or other purposes.

c. Ownership of Non-custom Website Design: Despite Section 7.b. and Section 7.d., GFunnel Business retains all copyrights in all non-custom website designs delivered under this Agreement as per Section 1.i. Upon a valid cancellation of this Agreement according to Section 6, and as long as full, unconditional payment has been received by GFunnel Business for any amounts you owe under this Agreement, you will be granted a perpetual, royalty-free, revocable, non-transferable license to use, copy, and publish any website design and related materials delivered to you under this Agreement. GFunnel Business reserves the right to revoke this license only if either (1) you do not fulfill the Initial Term and/or pay the waived Setup Fee, or (2) you initiate a payment dispute for any past payment.

d. Websites License: GFunnel Business grants you, for the Term for which you have paid the applicable Fees, a non-exclusive, non-transferable, and revocable license, subject to this Agreement and any qualifications contained herein, to access and use the Websites Service to display a Websites website design. This license is limited, non-sublicensable, and intended solely for the purpose of accessing and using the Websites Service in connection with the creation of your websites hosted by GFunnel Business. This license to access the Websites will terminate upon cancellation or non-payment of any applicable fees.

e. Work Product Ownership: All copyrightable works, ideas, discoveries, inventions, patents, products, marketing data, marketing campaigns, or other information (collectively, the "Work Product") developed in whole or in part by GFunnel Business during the course of this Agreement shall be the exclusive property of GFunnel Business. This excludes the Creative Deliverables and any materials referenced as belonging to the Client pursuant to Section 7a.

f. Trademarks: All trademarks mentioned in this Agreement and those used in relation to the Services are the property of their respective owners or licensors. Except for the trademark rights explicitly granted in this Agreement, no other rights to any trademarks are conferred herein. Unauthorized use of GFunnel Business's trademarks without GFunnel Business's express written consent is prohibited.

Non-Disclosure Agreement: Both parties, GFunnel Business and the Client, as well as any associated individuals or entities within GFunnel Business sharing information or intellectual property, agree to maintain the confidentiality of all information and know-how communicated during this Agreement. The confidential information is identified as being proprietary and/or confidential, or by the nature of the circumstances surrounding the disclosure, ought to be treated as proprietary and/or confidential ("Confidential Information"). Both parties agree to make no use of such Confidential Information except under the terms and for the purpose of this Agreement.

This confidentiality obligation shall not apply to information that: a) is known to the receiving party prior to receipt from the disclosing party directly or indirectly from a source other than one having an obligation of confidentiality to the disclosing party; b) becomes known (independently of disclosure by the disclosing party) to the receiving party directly or indirectly from a source other than one having an obligation of confidentiality to the disclosing party; c) becomes publicly known or otherwise ceases to be secret or confidential, except through a breach of this Agreement by the receiving party.

Non-Compete Agreement: All employees, contractors, clients, users, or any associated individuals or entities within GFunnel Business agree not to engage in or become associated with any business, practice, or any other professional activity, directly or indirectly, that is in competition with GFunnel Business during their engagement with GFunnel Business and for a period of three (3) years following the termination of their engagement with GFunnel Business for any reason. Also, during their engagement with GFunnel Business and for a period of three (3) years following its termination for any reason, such parties agree not to solicit, induce, recruit, encourage, or otherwise endeavor to cause or attempt to cause any other employee, contractor, client, or user of GFunnel Business to terminate their relationship with GFunnel Business or to engage in any practice, business, or activity that is in competition with GFunnel Business.
This Non-Compete Agreement, however, does not preclude any individuals or entities within GFunnel Business from working on tasks unrelated to the Services provided by GFunnel Business during their engagement or after the termination of the Agreement.

Authorization and Limited License to Access GFunnel Business Software Platforms:
Upon signing a marketing Service Agreement, and as long as your Service Agreement is active and you are current on all applicable fees or payments, you will be granted a revocable, non-transferable, non-sub-licensable, non-exclusive limited license to access the GFunnel Business Software Platforms. You acknowledge and agree that you neither have nor will claim any right, title, or interest in the GFunnel Business Platforms, including, but not limited to, GFunnel Business, the platforms, software, data, applications, business methods, or any other content provided through GFunnel Business, whether expressly, by implication, estoppel, or otherwise. All rights, title, and interest in and to the GFunnel Business Platforms and Services are and will remain with GFunnel Business.

Your access to the GFunnel Business Platforms can only be through a web browser or mobile application. Your access will be password protected, and you agree not to share your password or allow any other person to access or use the GFunnel Business Platform or Services, except as expressly permitted by this Agreement. You shall not, except as this Agreement expressly permits: (a) copy, modify, or create derivative works or improvements of the GFunnel Business Platform or Services; (b) rent, lease, lend, sell, sublicense, distribute, publish, transfer, or otherwise make the GFunnel Business Platform or Services available to any person; (c) attempt to derive or gain access to the source code of the Services or GFunnel Business systems, in whole or in part; (d) bypass or breach any security device or protection used by the GFunnel Business Platforms or Services, or access or use the GFunnel Business Platform or Services in an unauthorized way; (e) provide to the Services or GFunnel Business systems, any information or materials that are unlawful or harmful; (f) impair, interfere with, or in any way harm the Services, GFunnel Business systems or GFunnel Business's services to any third party, in whole or in part; (g) remove, delete, alter, or obscure any trademarks, warranties, or disclaimers, or any copyright, trademark, patent, or other intellectual property, or proprietary rights notices from any Services or other GFunnel Business materials, including any copy thereof; (h) access or use the GFunnel Business Platforms or Services in a way that infringes, misappropriates, or otherwise violates any intellectual property right or other right of GFunnel Business or any third party, or violates any applicable law; (i) access or use the GFunnel Business Platforms or Services for purposes of competitive analysis of the Services, for the development, provision, or use of a competing software service or product, or any other purpose that is detrimental to GFunnel Business's commercial advantage. In addition to any other remedies GFunnel Business may have, GFunnel Business may terminate this license and this Agreement if it determines, in its sole discretion, that you have violated the provisions of this license.

Security and Passwords: In our service provision, we transmit user credentials across different platforms within our business ecosystem to facilitate access to the multiple software services we offer. This cross-platform transmission is designed to enhance your user experience and simplify access to our software services. For your security, you are able to update or change your password within your Portal account located at https://portal.gfunnel.com. It is your responsibility to maintain the confidentiality of your password and user credentials. We recommend you to choose a strong password and change it regularly for added security. Please note that GFunnel Business is not responsible for any security breaches resulting from your failure to keep your password and user credentials confidential. If you suspect any unauthorized use of your account, please notify us immediately.

Representations: By signing in, accessing GFunnel Business software, or signing documentation, you personally affirm that: (a) you possess the authority to enter into this Agreement on behalf of the Client and commit to its obligations; (b) the execution of this Agreement by the Client has been authorized through all necessary corporate actions; and (c) upon execution of the Service Agreement, this Agreement forms a legal, valid, and binding obligation of the Client, enforceable against the Client according to its terms. Further, the Client represents that it has the right to enter this agreement and use all intellectual property, including, but not limited to, copyrighted materials and trademarks, provided to GFunnel Business for use in relation to the services.

Agency: If you are procuring the Services on behalf of another company, you personally affirm and warrant that you have been given permission by such company to act as its representative in all matters related to the agreement. Without limiting the foregoing, you commit on behalf of each such company that it has been made aware of, and agrees to be bound by, these Terms of Service.

Disclaimer of Warranties: GFunnel Business provides all services on an "as is" basis without any warranty of any kind and makes no representations or warranties about the suitability, reliability, timeliness, security, or accuracy of the Services. The Services are provided without any guarantee of continuous or uninterrupted availability. If the Services are interrupted or delayed, GFunnel Business's sole obligation will be to restore or provide such Services as soon as practical. To the maximum extent permitted by applicable law, GFunnel Business disclaims all warranties, either express or implied, statutory or otherwise, including warranties of merchantability or fitness for a particular purpose and implied warranties arising from course of dealing, course of performance, usage of trade, or otherwise. Without limiting the foregoing, GFunnel Business makes no guarantees with respect to the performance of any product or service.

Limitations of Liability: To the maximum extent permitted by law, GFunnel Business shall not be liable for any consequential, indirect, incidental, special, exemplary, or punitive damages, lost profits, or revenues, or diminution in value, arising out of or relating to any breach of these terms, whether or not the possibility of such damages has been disclosed in advance by Client or could have been reasonably foreseen, regardless of the legal or equitable theory (contract, tort, or otherwise) upon which the claim is based, and notwithstanding the failure of any agreed or other remedy of its essential purpose.
Except for your liability for payment of fees, your liability arising from your obligations under the indemnification section and your liability for violation of our intellectual property rights, in no event shall aggregate liability arising out of or related to this Agreement, whether arising out of or related to breach of contract, tort (including negligence), or otherwise exceed the total of the amounts you paid to GFunnel Business in the twelve-month period preceding the event giving rise to a claim.
Without limiting the foregoing, GFunnel Business is not responsible for any damages due to any content, omissions, or erroneous data appearing in Client’s website, blogs, or on social media or any loss, damage, corruption, or breach of Client data within Client’s GFunnel Business account. We further disclaim all liability with respect to third-party products that you use in conjunction with these services. You understand and agree that without your agreement to this limitation of liability, we would not provide the services to you.

Dispute Resolution:
a. Good Faith and Cooperation: Both parties agree to cooperate in good faith, reasonably, and in a manner necessary or appropriate to implement and enforce the terms, conditions, and agreements herein. Each party agrees to notify the other in writing (email being acceptable) about any claims, disputes, or controversies, allowing the other party no less than 30 days to resolve the issue or demonstrate that there is no issue under these Terms of Service before initiating any formal legal action, payment dispute, or publishing any disparaging comments detrimental to the reputation, business, or business relationships of the other.
b. Agreement to Arbitrate: If the parties cannot resolve a dispute in good faith, they agree to resolve any disputes, controversies, or claims arising out of, related to, or in connection with this Agreement and/or the Services, including the breach, termination, or validity thereof, through confidential binding arbitration in Euless, Texas by a single arbitrator. Such arbitration shall be administered by the American Arbitration Association (AAA) and conducted under the Expedited Procedures of the Commercial Arbitration Rules (CARs) of the AAA. The parties further agree that they can only bring or participate in claims against each other in their respective individual capacities, and not as a plaintiff or class member in any purported class or representative proceeding. The parties further agree that the arbitral tribunal may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.
c. Exceptions to Arbitration Agreement: GFunnel Business retains the right to initiate a lawsuit exclusively for injunctive relief to halt unauthorized usage or abuse of the Services or in cases of intellectual property infringement, such as issues involving trademark, trade secret rights, copyrights, or patents, without first participating in arbitration or the Good Faith dispute resolution process noted above. If for any reason the agreement to arbitrate does not apply, all actions pertaining to or connected with this Agreement must be filed in the state and federal courts located in Tarrant County, Dallas, or a corresponding local branch. The parties consent to the jurisdiction and venue of these courts for these limited exceptions under this Section 15.c.
d. Costs and Attorney’s Fees: Unless otherwise provided in these Terms of Service, the parties will be responsible for their own costs and legal fees.
e. Voluntary and Knowing Waiver: BY ENTERING INTO THIS ARBITRATION AGREEMENT, THE CLIENT ACKNOWLEDGES AND AGREES THAT IT IS WAIVING THE RIGHT TO A TRIAL BY JURY FOR ANY CLAIM SUBJECT TO ARBITRATION. THE CLIENT FURTHER ACKNOWLEDGES AND AGREES THAT IT MAY ONLY BRING A CLAIM IN ITS INDIVIDUAL CAPACITY, AND WAIVES ANY RIGHT TO BRING AN ACTION AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. OTHER RIGHTS THAT THE CLIENT WOULD HAVE IF IT WENT TO COURT, SUCH AS DISCOVERY OR THE RIGHT TO APPEAL, MAY BE MORE LIMITED OR MAY NOT EXIST.

Indemnification: You commit to indemnify, defend, and hold GFunnel Business harmless from all liability, claims, damages, and settlements resulting from any third-party claims or actions (including, but not limited to, reasonable attorneys’ fees and court costs) stemming from or relating to your (a) illegal or unauthorized use of the Services, or (b) non-compliance or violation of any of these Terms of Service by you or any third party authorized, permitted, or enabled by you. This indemnification includes, but is not limited to, actions alleging or related to the infringement of any intellectual property (including trademark, patent, and copyright actions), defamation, false or misleading advertising, end user personal or financial data, applicable privacy laws, PCI compliance, your order processing, billing, fulfillment, shipment, collection, or actions related or associated with any products or services offered, sold, or licensed through your website. If you are a Covered Entity under The Health Insurance Portability and Accountability Act of 1996 ("HIPAA"), you waive any claims against GFunnel Business arising from or in connection with HIPAA requirements and agree to indemnify and hold GFunnel Business harmless against any and all claims related to or arising from failure to comply with HIPAA requirements.

Non-Solicitation: You agree not to directly or indirectly solicit, hire, recruit, or attempt to solicit, hire, or recruit any member or employee of GFunnel Business or its subsidiaries or induce the termination of employment of any GFunnel Business employee during the Term and for a period of three (3) years following the termination of this Agreement.

Miscellaneous:
a. Choice of Law: This agreement and its interpretation, along with all controversies arising hereunder, shall be governed by the applicable statutory and common law of the state of Texas without giving effect to conflict of laws principles.
b. Entire Agreement: These Terms of Service, together with the applicable Service Agreement, constitute the entire agreement between the Parties. All prior agreements, discussions, representations, warranties, and covenants are merged herein. GFunnel Business limits acceptance to these agreements and objects to any other additional or different terms in the Client’s acceptance.
c. Amendment/No Waiver: We may update and change any part or all of these Terms of Service. If we update or change the Terms of Service, the updated Terms of Service will be posted at http://www.gfunnel.com/terms or https://www.gfunnel.com/iba and we will let you know via email and/or via notification in the GFunnel Business platforms. If you do not agree with a modification to the Terms of Service, you must notify us in writing within thirty (30) days after receiving notice of the modification. If you give us this notice, your subscription will continue to be governed by the terms and conditions of the Terms of Service prior to modification for the remainder of your Initial Term or your current Renewal Term. Upon renewal, the Terms of Service published on our website will apply. Any material amendment to your Service Agreement must be contained in writing and executed by the Parties. The failure by either Party to require performance of any provision shall not constitute a waiver nor affect that Party's right to require performance at any time thereafter.
d. Electronic Signature Disclosure and Consent: The Electronic Signatures in Global and National Commerce Act (15 U.S.C. § 7001, et seq.) provides that a signature, contract, or other record relating to such transaction may not be denied legal effect, validity, or enforceability solely because it is in electronic form. By performing any actions on the website such as creating an account, logging in, clicking 'Agree', and/or checking the relevant checkbox where required, you (the "User") are consenting to be legally bound by the electronic signatures you provide in relation to any agreements, contracts, or other records, including but not limited to the Independent Business Agreement located at https://www.gfunnel.com/IBA (the "Agreement"). Your electronic signature, in any form, is considered a legal equivalent to your manual signature. By providing your electronic signature, you are also consenting to be legally bound by the applicable agreement's terms and conditions.
e. Severability: If any provision of this Agreement or the application thereof is held invalid, illegal, or unenforceable by any court of competent jurisdiction, (a) such provision will be deemed restated to reflect as nearly as possible the original intentions of the Parties in accordance with applicable law, and (b) the remaining terms, provisions, covenants, and restrictions of this Agreement will remain in full force and effect.
f. Assignment: Neither Party may assign any part of the Agreement without the prior written consent of the other Party, provided, however, that either Party may freely assign this Agreement in connection with a sale of substantially all of its assets or a change of control of at least 50% of the voting equity interests of the business effective upon written notice to the other Party.
g. No Third-Party Beneficiaries: The parties do not confer any rights or remedies upon any person other than the parties to this Agreement and their respective successors and permitted assigns.
h. Third-Party Sites and Products: Third-party sites and products, which are not under our control, are provided for your convenience. The availability of any third-party website or product does not indicate our endorsement, support, or warranty for the third-party site or product. We do not warranty the performance of any third-party product or service. In case you are using a Woo website, certain WooCommerce plugins may be needed for certain website functionalities. You will be required to create your own WooCommerce account to access these plugins for your website, and you may need to pay WooCommerce an additional fee for certain plugins.
i. HIPAA: If you are a "covered entity" or a "business associate" as defined under the Health Insurance Portability and Accountability Act of 1996 (HIPAA) or are otherwise subject to any HIPAA-related or similar legal requirement, you are solely responsible for ensuring full compliance therewith. You are responsible for maintaining the privacy of any persons or their information that may be covered by HIPAA or similar legislation or regulation. GFunnel Business makes no claim or warranties regarding compliance with HIPAA.
j. EU/EEA Data Processing: If we process customer data subject to the European Union General Data Protection Regulation (GDPR) on your behalf, such processing will be undertaken as per the terms of the GFunnel Business Data Processing Agreement (DPA) located at https://www.gfunnel.com/data-processing-agreement/. Contact your GFunnel Business representative for a signed version of the DPA. The DPA is incorporated by reference for accounts where we process data subject to the GDPR. You acknowledge that GFunnel Business acts as the data processor of this data and you are the data controller. You are required under GDPR to obtain and maintain documentation of the applicable legitimate purpose and consent to process any GDPR data shared with GFunnel Business under this Agreement.
k. Google Third Party Disclaimer: GFunnel Business resells Google AdWords as a Google Third-Party Partner. For more information, see Google’s "Working with a Third-Party Disclaimer" at http://www.google.com/adwords/thirdpartypartners/.
l. Bing Ads Agreement: GFunnel Business resells Bing Ads as a Bing Ads Elite SMB Partner. If you use our services to market on Bing, you agree to be bound by the Bing Ads Agreement located at https://advertise.bingads.microsoft.com/en-us/resources/policies/microsoft-bing-ads-agreement.
m. Facebook Advertising Guidelines: Your use of these services in connection with Facebook ads is subject to separate terms and conditions, including Facebook's Advertising Guidelines, currently accessible at
https://www.facebook.com/policies/ads, and updated by Facebook from time to time.
n. Relationship of the Parties: The Parties are independent contractors, and no agency, partnership, joint venture, or employee/employer relationship is intended or created.
o. Referrals: GFunnel Business operates a robust referral program and offers a tiered incentive structure to third parties for introducing potential clients. These incentives, referred to as "Incentives", stem from our partnerships with third-party advertisement providers, payment processors, and other entities. The specific referral affiliate commission structure includes: (Free Membership: A recurring commission of 30%.Startup: A commission of 40%.Office: A commission of 50%.Elite Membership: An initial commission of 70% for the first 3 referrals, followed by 50% thereafter.) Moreover, depending on the membership type, the affiliate commission can span up to 3 tiers. Please note, the Creator Elite memberships offer a 3-tier commission, while others provide 1 to 2 tiers. As a client, you are not entitled to any Incentive or share of any Incentive that GFunnel Business receives from third-party entities. Detailed information on our referral program and tiered incentives can be found at www.gfunnel.com/partner-compensation.
p. Survival: The sections titled Intellectual Property, Confidentiality, Disclaimer of Warranties, Limitations of Liability, Dispute Resolution, and Indemnification are designed to survive the termination, cancellation, or expiration of this agreement. However, the Client remains liable for any amounts due to GFunnel Business as of the effective date of termination.
q. Subcontracting: GFunnel Business may, without requiring your consent, subcontract any obligations under this Agreement to any other party, provided that GFunnel Business remains primarily responsible for those obligations.
r. Taxes: Sales tax and/or VAT may be added to certain products or services in certain states and countries. These taxes are automatically calculated based on the Client’s billing address and the items in the Client’s invoice. The Client is responsible for any sales, use, or VAT taxes not collected by GFunnel Business.
s. Call Recording: You acknowledge that GFunnel Business may record calls with the Client for the purposes of quality control.

t. CCPA Contract Clauses: If GFunnel Business is processing data for you that is protected by the California Consumer Privacy Act (CCPA), the data will be processed in accordance with our CCPA Contract Clauses located at www.gfunnel.com/privacy-policy. If you are covered by the CCPA, it is your obligation to inform us of those obligations so that we can provide you with the CCPA Contract Clauses to sign.
u. Trade Name: GFunnel Business LLC is a federally registered trademark and a registered trade name of GFunnel Inc., a Texas Private C-Corp company.
v. Communication Preferences: By accepting these terms, you consent to receiving electronic and telephone communications from us relating to your account or the Services, including via email and/or notifications in the GFunnel Business Platforms, and communications posted to the "My Account" page. You also agree to receiving communications, such as newsletters about new features and content, promotional announcements, and customer surveys, from us via email or other methods. Please review our Privacy Policy for further details.
w. Headings: The headings in this Agreement are provided for reference purposes only and do not define, limit, construe, or describe the scope or extent of each section.
x. Force Majeure: Neither party shall be liable for any failure or delay (other than for an obligation to pay) resulting from any government action, natural disaster, power failure, or any other condition affecting production or delivery in any manner beyond the reasonable control of each party.
y. Notices: All notices required under this Agreement should be provided in writing to the other Party at the mailing address or email address provided from time to time.

z. Changes: Please note that the Terms of Service, Independent Business Agreement (IBA), and any other documents, pricing, or services provided by GFunnel Business are subject to change at our discretion. We reserve the right to make alterations or revisions to ensure that our policies remain up to date with evolving business needs and regulatory requirements. We recommend that you regularly review these policies to stay informed about any modifications.

za. Lead Connector Subaccounts Transfer: By accepting these terms, you acknowledge and agree that you are restricted from transferring Lead Connector subaccounts to any other platform without our explicit written permission. This condition is enforced to maintain the integrity and security of the data contained within these accounts. Exceptions may be considered on a case-by-case basis and will require written approval from us. Your acceptance of these terms indicates your understanding and agreement to this stipulation.

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GFunnel Business® Terms of Service

Last updated on February 25, 2024

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