Amass Clientele - Terms of Service

Welcome to Amass Clientele. These Terms of Service ("Terms") are a legally binding agreement between you and Amass Clientele, LLC ("Amass Clientele," "we," "us," or "our") governing your access to and use of amassclientele.com and its subdomains (the "Site"), the ACAI platform, client portal, and related applications (the "Platform"), and the marketing, advertising, creative, and growth services we provide (together with the Site and Platform, the "Services").

BY ACCESSING OR USING THE SERVICES, YOU AGREE TO THESE TERMS. IF YOU DO NOT AGREE, DO NOT USE THE SERVICES. THESE TERMS CONTAIN A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER (SECTION 18) THAT AFFECT YOUR RIGHTS. YOU MAY OPT OUT OF ARBITRATION WITHIN 30 DAYS AS DESCRIBED IN SECTION 18.

1. Business Use Only

The Services are offered solely to businesses and individuals acting in a business capacity. By using the Services you represent that you are at least 18 years old, that you are using the Services for business purposes and not for personal, family, or household purposes, and that you have authority to bind the business on whose behalf you act.

2. The Services

2.1 The Platform. The Platform provides AI-assisted marketing analysis and execution, including business discovery and diagnostics, generation of marketing growth plans, campaign configuration and management, lead capture and tracking, communications tools, reporting dashboards, and a client portal.

2.2 Growth Plans. The Platform can generate a data-informed marketing growth plan for your business (a "Growth Plan"), based on information you provide, publicly available information, third-party data sources, and modeled benchmarks. Growth Plans and any related forecasts are addressed in Section 6.

2.3 Managed Services. We offer done-for-you implementation and ongoing management of marketing programs ("Managed Services"). The scope, deliverables, term, fees, and any service-level commitments for Managed Services are set out in an order form, proposal, statement of work, or in-Platform checkout that references these Terms (each, an "Order"). If an Order conflicts with these Terms, the Order controls for that engagement.

2.4 Technology providers. We use third-party infrastructure, software, data, and fulfillment providers in delivering the Services. We remain your single point of accountability under these Terms.

2.5 AI features. Portions of the Services are provided by automated and artificial-intelligence systems operating under human oversight. Where required by law, automated systems that interact with you or with your customers are identified as automated. AI-generated outputs — including analyses, recommendations, creative drafts, chat responses, and voice interactions — can be inaccurate, incomplete, or unintended. Material business decisions should be reviewed with a human, and we make review paths available.

3. Accounts

You must register for an account to use most of the Services. You agree to provide accurate, current, and complete information and to keep it updated. You are responsible for safeguarding your credentials and for all activity under your account. Notify us immediately at info@amassclientele.com of any unauthorized use.

4. Client Responsibilities

You agree to: (a) provide timely, accurate information, approvals, and access (accounts, credentials, tracking, content) reasonably needed to deliver the Services; (b) ensure you have all rights, licenses, and consents for the content, data, and contact lists you provide; (c) maintain the operational capacity to respond to leads, book work, and serve customers generated through the Services; and (d) use the Services in compliance with applicable law and these Terms. Timelines and results depend materially on your cooperation; we are not responsible for delays or underperformance caused by missing access, approvals, capacity, or inputs.

5. Communications Compliance

5.1 Your lists, your consent. Where you supply contacts (customer lists, past leads, reactivation lists), you represent and warrant that you have obtained all legally required consents for us to contact those individuals through the channels used on your behalf, including prior express written consent where required for marketing calls or texts placed with automated technology or artificial or prerecorded voices (including AI-generated voices, which federal law treats as artificial voices).

5.2 Platform practices. For campaigns we operate: recipients may revoke consent by any reasonable means; revocations are honored promptly and in any event within the period required by law; suppression and do-not-call lists are maintained; calling-time restrictions are observed; sender identification is accurate; and AI voice or chat interactions and call recording are disclosed as required by law. Both parties will cooperate on carrier registration requirements (including A2P 10DLC) for text messaging.

5.3 Allocation. You are responsible for the lawfulness of contacting the people on lists you supply and for the accuracy of business information you provide for use in communications. We are responsible for operating the campaigns we manage in accordance with Section 5.2. Each party is responsible for its own violations of communications laws, including the TCPA, the Telemarketing Sales Rule, CAN-SPAM, and state telemarketing, recording, and AI-disclosure laws.

5.4 Messaging program. If you opt in to receive texts from us: message frequency varies; message and data rates may apply; carriers are not liable for delayed or undelivered messages; reply STOP to cancel and HELP for help, or contact info@amassclientele.com. Consent to marketing texts is not a condition of purchase.

6. Growth Plans, Forecasts, and No Guaranteed Results

6.1 Informational purpose. Growth Plans, diagnostics, benchmarks, projections, cost estimates, and ROI models are informational analyses, not promises. They are based on inputs you provide, third-party data, and modeled assumptions; actual results depend on factors outside our control, including your market, competition, seasonality, pricing, sales practices, fulfillment capacity, budget, platform algorithm changes, and economic conditions.

6.2 No guarantee. Except as expressly stated in a signed Order, we do not guarantee any ranking, visibility, traffic, lead volume, cost per lead, booking volume, conversion rate, revenue, profit, or other performance metric. Descriptions of intended outcomes in marketing materials, plans, or proposals are aspirational.

6.3 Performance commitments. Any performance commitment, credit, make-good, or conditional-fee arrangement applies only if expressly stated in an Order, and only subject to the baseline, measurement method, budget, cooperation requirements, exclusions, and remedies defined there.

6.4 Not professional advice. The Services do not constitute legal, tax, accounting, or investment advice, and no Growth Plan is a representation of earnings you will achieve. We are a marketing services provider; we are not selling a business opportunity, franchise, or seller-assisted marketing plan, and we make no earnings claims.

7. Fees, Billing, and Renewal

7.1 Fees. Fees are stated in your Order or at checkout and may include one-time implementation or setup fees, recurring subscription or retainer fees, usage-based fees (for example, call minutes, messages, AI usage, or active campaigns), and fees for additional scope. Except where prohibited, you authorize us and our payment processor to charge your payment method for the fees, taxes, and other amounts you incur.

7.2 Media spend. Advertising spend paid to Google, Meta, or other platforms is your cost, is in addition to our fees, and is non-refundable by us. Our default practice is that ad accounts are owned by you and billed by the ad platforms directly to your payment method, so your spend is always visible to you.

7.3 Automatic renewal. Recurring subscriptions and retainers renew automatically for successive periods equal to your billing cycle until cancelled. Before you first subscribe, we present the renewal terms clearly and obtain your affirmative consent. You may cancel any time as described in Section 7.4, with effect at the end of the current billing period. For annual or longer terms, we send a renewal reminder before the renewal charge in accordance with applicable law.

7.4 Cancellation. You can cancel a recurring subscription through your Platform account (Settings → Billing) at any time before your renewal date, or by emailing info@amassclientele.com from the email address on the account; we may verify your identity before processing an emailed request. Cancellation is effective at the end of the then-current billing period. Our Cancellation & Refund Policy, incorporated into these Terms, provides further detail.

7.5 Non-payment. If a payment fails or is overdue, we may suspend or pause Services, campaigns, and Platform access after notice, and resume upon payment. You remain responsible for fees incurred before suspension. Undisputed amounts more than 30 days overdue may accrue interest at 1% per month or the maximum lawful rate, whichever is less, plus reasonable collection costs.

7.6 Chargebacks. Contact us first at info@amassclientele.com about any billing concern — most issues are resolved quickly. A chargeback initiated without first giving us a good-faith opportunity to resolve the issue is a breach of these Terms and may result in suspension of the Services while the dispute is pending.

8. Client Content and Data

8.1 Your ownership. You retain all rights in the content, trademarks, business information, and data you provide ("Client Content"), and in your customer and lead records generated through the Services for your business ("Client Business Data").

8.2 License to us. You grant us a worldwide, non-exclusive, royalty-free license to host, use, process, reproduce, modify, display, and transmit Client Content and Client Business Data, and to sublicense the foregoing to our service providers, solely as needed to provide, secure, support, and improve the Services and to comply with law.

8.3 De-identified and aggregated data. You grant us and our technology providers a perpetual, irrevocable, worldwide, royalty-free, sublicensable license to use data derived from your use of the Services in de-identified and/or aggregated form — meaning direct identifiers are removed, masked, tokenized, or aggregated so the data does not reasonably identify a specific individual or business — to operate, evaluate, and improve services, software, and models and to generate benchmarks, statistics, and insights. You represent that you have the rights necessary to grant this license, including for any third party whose data you provide.

8.4 Data export. For 30 days following termination of your account, we will make your Client Business Data available for export in a commercially reasonable format on request, after which we may delete it in the ordinary course, subject to law and backup cycles.

9. Deliverables and Intellectual Property

9.1 Our IP. The Platform, Site, our technology, tools, know-how, templates, prompts, workflows, and all content we make available (other than Deliverables and Client Content) are owned by us or our licensors and are protected by intellectual-property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to use them as part of the Services during your engagement. You may not copy, modify, distribute, resell, reverse engineer, scrape, or create derivative works of the Platform or our technology, or access it to build a competing product.

9.2 Deliverables. Upon full payment of the applicable fees, we assign to you the final creative assets produced specifically for you under an Order — such as ad creative, landing-page copy, images, and video ("Deliverables") — excluding (a) our and our licensors' pre-existing materials and technology, (b) platform-level configurations, templates, prompts, and workflows, and (c) third-party materials (stock assets, fonts, software) which remain subject to their own licenses. To the extent our pre-existing materials are embedded in a Deliverable, you have a perpetual, non-exclusive license to use them as part of that Deliverable.

9.3 Feedback. If you send us feedback or suggestions, we may use them without restriction or obligation to you.

10. Reviews and Testimonials Services

Where the Services include review or reputation campaigns for your business: we solicit reviews only from your actual customers; we do not create, purchase, or post fabricated reviews; we do not condition review requests on expected sentiment or suppress lawful negative reviews; and any incentives or material connections are disclosed as required by the FTC's Rule on Consumer Reviews and Testimonials and related guidance. You agree not to direct us to engage in any practice prohibited by that rule.

11. Publicity

We will not publicly name you as a client, or publish your results as a case study or testimonial, without your prior written consent. You are under no obligation to provide one.

12. Confidentiality

Each party will protect the other's non-public business, technical, and financial information with reasonable care, use it only to perform under these Terms, and not disclose it except to personnel and providers under confidentiality obligations, or as required by law with notice where lawful. This obligation survives termination. It does not apply to information that is public through no breach, independently developed, or rightfully received from a third party.

13. Third-Party Platforms and Integrations

The Services interoperate with third-party platforms (ad networks, CRMs, calendars, phone and messaging carriers, analytics, review sites). We are not responsible for third-party platforms' availability, decisions (including account suspensions, policy changes, and algorithm changes), or data practices. Your use of a third-party platform is governed by its terms. If you connect Google services, our access and use of Google user data complies with the Google API Services User Data Policy, including its Limited Use requirements, and you may disconnect at any time in your account settings.

14. Acceptable Use

You may not use the Services to: violate any law; send communications without required consent; publish or transmit unlawful, infringing, deceptive, or malicious content; misrepresent your identity, licensure, or offerings; market products or services that are illegal where targeted; interfere with or overload the Services; use robots or scrapers against the Site; attempt unauthorized access; or resell or white-label the Services without our written agreement. We may suspend or terminate accounts engaged in prohibited activity, and we may report unlawful activity to authorities. We reserve the right to decline or discontinue service to any business whose offerings or practices we reasonably determine present legal, compliance, or reputational risk.

15. Copyright (DMCA)

We respect intellectual-property rights. Notices of claimed infringement, containing the elements required by 17 U.S.C. § 512(c)(3), and counter-notifications, may be sent to our designated agent: Amass Clientele, LLC, Attn: DMCA Agent, 427 Mendocino Avenue STE 100, Santa Rosa, CA 95401; info@amassclientele.com. We may remove material in response to valid notices and may terminate repeat infringers.

16. Disclaimers

EXCEPT AS EXPRESSLY STATED IN THESE TERMS OR AN ORDER, THE SERVICES, PLATFORM, GROWTH PLANS, DELIVERABLES, AND ALL RELATED CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, OR UNINTERRUPTED OR ERROR-FREE OPERATION. WE DO NOT WARRANT THAT AI-GENERATED OUTPUTS WILL BE ACCURATE OR COMPLETE. SOME JURISDICTIONS DO NOT ALLOW CERTAIN WARRANTY EXCLUSIONS, SO SOME EXCLUSIONS MAY NOT APPLY TO YOU.

17. Limitation of Liability; Indemnification

17.1 Limitation. TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS OPPORTUNITY, EVEN IF ADVISED OF THE POSSIBILITY; AND (B) OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES SHALL NOT EXCEED THE AMOUNTS YOU PAID US FOR THE SERVICES GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRECEDING THE EVENT, OR $500, WHICHEVER IS GREATER. THESE LIMITS DO NOT APPLY TO YOUR PAYMENT OBLIGATIONS, EITHER PARTY'S INDEMNIFICATION OBLIGATIONS, OR LIABILITY THAT CANNOT BE LIMITED BY LAW.

17.2 Your indemnity. You will defend, indemnify, and hold harmless Amass Clientele and its officers, members, employees, contractors, and agents from third-party claims, damages, and expenses (including reasonable attorneys' fees) arising from: (a) Client Content or data, lists, or instructions you provide; (b) your products, services, customer relationships, or business practices; (c) your breach of these Terms or violation of law, including communications, advertising, privacy, and consumer-protection laws; or (d) your misuse of the Services.

17.3 Our indemnity. We will defend, indemnify, and hold you harmless from third-party claims alleging that the Platform, as provided by us and used as authorized, directly infringes a U.S. copyright or trademark, excluding claims arising from Client Content, third-party materials, combinations we did not supply, or your breach.

18. Dispute Resolution; Arbitration; Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR RIGHTS.

18.1 Informal resolution first. Before filing any claim, you agree to email info@amassclientele.com with your name, contact information, a description of the dispute, and the relief sought, and to negotiate in good faith for 45 days.

18.2 Arbitration. Except as provided below, any dispute arising out of or relating to these Terms or the Services will be resolved by final, binding arbitration before a single arbitrator administered by the American Arbitration Association under its Commercial Arbitration Rules. The seat of arbitration is Sonoma County, California; hearings may be conducted remotely where appropriate. The Federal Arbitration Act governs this Section. The arbitrator may award the same individual relief a court could, and judgment may be entered in any court of competent jurisdiction.

18.3 Exceptions. Either party may (a) bring a qualifying claim in small claims court, or (b) seek temporary or preliminary injunctive relief in court for intellectual-property infringement, misuse of confidential information, or unauthorized access. Nothing in this Section waives any non-waivable right to seek public injunctive relief where applicable law preserves it.

18.4 Class action and jury waiver. ALL DISPUTES WILL BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS ONLY. NEITHER PARTY MAY PARTICIPATE IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING, AND BOTH PARTIES WAIVE TRIAL BY JURY. If the class waiver is found unenforceable as to a particular claim, that claim shall proceed in court, and the remainder of this Section remains in effect.

18.5 30-day opt-out. You may opt out of this arbitration provision by emailing info@amassclientele.com within 30 days of first accepting these Terms, with your name, account email, and a clear statement that you opt out of arbitration. Opting out does not affect any other provision or your relationship with us.

19. Term, Suspension, and Termination

These Terms apply while you use the Services. We may suspend or terminate access for material breach, non-payment, unlawful activity, or risk to the Services or other clients, with notice where practicable. You may terminate by cancelling under Section 7.4 and ceasing use. Upon termination: outstanding fees remain due; licenses to the Platform end; Sections 6, 8.3, 9, 11, 12, and 15–21 survive; and data export is available per Section 8.4.

20. Changes

We may update these Terms by posting the revised version with an updated "Last Updated" date and, for material changes affecting active subscribers, emailing the account address. Changes apply prospectively from the stated effective date. Continued use after the effective date constitutes acceptance; if you do not agree, cancel before your next renewal.

21. General

These Terms, together with the Privacy Policy, the Cancellation & Refund Policy, and any Orders, are the entire agreement and supersede prior agreements about the Services, including the March 27, 2026 Terms of Service. California law governs, without regard to conflicts rules; exclusive venue for non-arbitrable court proceedings is the state and federal courts in Sonoma County, California. If a provision is unenforceable, it will be limited to the minimum extent necessary and the rest remains in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign to an affiliate or in connection with a merger or sale. The parties are independent contractors. Neither party is liable for delay or failure caused by events beyond its reasonable control. By using the Services you consent to receive electronic communications from us, which satisfy any writing requirement.

Contact: Amass Clientele, LLC · info@amassclientele.com · amassclientele.com · 427 Mendocino Avenue STE 100, Santa Rosa, CA 95401