Client SaaS and Managed Services Agreement

1. Parties and Authority

This Client SaaS and Managed Services Agreement is between AVS Holdings LLC d/b/a UnifiedBizTools ("UnifiedBizTools," "Provider," "we," "us," or "our") and the business, entity, or individual purchasing or using the services ("Client," "you," or "your"). The person accepting this agreement represents that they are authorized to bind the Client.

2. Services

UnifiedBizTools provides local-business lead rescue systems, website setup, CRM configuration, HighLevel/GHL sub-account setup or management, missed-call text-back, quote-request follow-up, calendars, forms, funnels, automations, reporting, Microsoft Clarity setup, AI-assisted workflows, onboarding, support, and related managed services. The exact scope is determined by the order form, checkout page, invoice, proposal, or written plan accepted by Client.

3. Trial, Billing, and Renewal

If your plan includes the UBT Lead Rescue Launch trial, the setup fee is waived, your card may be collected at signup, and your first subscription charge is scheduled after the 30-day trial unless you cancel before the trial ends. The standard Lead Rescue System rate is $297 per month unless your order states a different amount. A starter plan may be offered at $97 per month when stated in writing.

Subscriptions renew automatically each billing period until canceled. You authorize UnifiedBizTools and its payment processor to charge recurring subscription fees, applicable taxes, approved add-ons, and disclosed pass-through costs. Pass-through costs may include phone numbers, SMS, email, AI usage, premium integrations, domains, hosting, platform fees, wallet/rebilling costs, and similar third-party charges.

If payment fails or an account becomes past due, we may retry payment, pause onboarding, suspend access, disable automations, pause messaging, remove connected services, or terminate the account until amounts due are paid.

4. Third-Party Platforms

Many services depend on platforms we do not control, including HighLevel/GHL, payment processors, phone carriers, SMS and email providers, Microsoft Clarity, domain/DNS providers, hosting providers, AI providers, and other integrations. Their pricing, approval requirements, availability, policies, deliverability, enforcement, and features may change. We are not responsible for third-party outages, account reviews, suspensions, message filtering, payment holds, policy enforcement, or feature changes.

5. Account Access and Ownership

Client owns its business records, customer records, contact lists, submitted content, and lawful customer data. UnifiedBizTools owns its templates, snapshots, workflows, prompts, automation logic, website structures, documentation, implementation methods, internal processes, and other provider-created materials unless a written order says otherwise.

During an active subscription, Client receives a limited, non-exclusive, non-transferable license to use Provider materials for Client's own business operations. After cancellation, suspension, or termination, we may disable or remove Provider-owned materials, automations, websites, numbers, domains, AI assistants, integrations, or platform access, subject to platform rules, legal duties, unpaid balances, and technical limits.

6. Client Responsibilities

• Provide accurate business, billing, domain, brand, service, and contact information.
• Review and approve website copy, marketing claims, SMS/email templates, AI outputs, and automation behavior.
• Obtain and keep lawful consent for communications sent to customers, leads, and contacts.
• Comply with privacy, advertising, telemarketing, SMS, email, consumer-protection, industry, carrier, and platform rules.
• Do not provide purchased, scraped, non-consented, or unlawful contact lists for messaging workflows.
• Keep credentials secure and limit access to authorized users.
• Respond to onboarding and approval requests in a timely way.

7. Messaging Compliance

Client is responsible for consent, opt-out handling, list hygiene, message content, sender identity, unsubscribe links, STOP/HELP handling, and proof of opt-in for communications sent to Client's customers or leads. UnifiedBizTools may refuse, pause, or remove messaging workflows that appear unlawful, abusive, deceptive, non-consented, or likely to violate carrier, HighLevel/GHL, email, payment, or platform rules.

8. Analytics and Microsoft Clarity

Client authorizes UnifiedBizTools to install Microsoft Clarity or similar analytics tools when included in the service. These tools may capture page activity, clicks, scrolls, heatmaps, session replays, device/browser data, and related analytics signals. Client is responsible for disclosing analytics and session recording in its own privacy policy, obtaining any required consent, and avoiding the collection of sensitive personal, financial, health, minor, or confidential information unless appropriate masking and controls are in place.

9. Data Processing and Security

We process Client data to provide, support, secure, troubleshoot, and improve the services. We use reasonable administrative, technical, and organizational safeguards, but no system is completely secure. Client authorizes us and our service providers to process Client data as needed to deliver the services. We may retain records for billing, legal, fraud prevention, dispute resolution, backup, and compliance purposes.

10. AI and Automation

AI tools and automations may draft messages, summarize activity, classify leads, route requests, prepare recommendations, or support workflows. They can be incomplete, delayed, wrong, or unexpected. Client is responsible for monitoring its account, reviewing outputs, and deciding how to use any AI-generated or automated material.

11. No Guaranteed Results

UnifiedBizTools does not guarantee leads, booked jobs, sales, revenue, search rankings, reviews, approvals, deliverability, conversion rates, uninterrupted service, or any particular business outcome.

12. Cancellation and Offboarding

You may cancel by emailing info@unifiedbiztools.com or using another cancellation method we make available. Trial cancellations must be completed before the trial ends to avoid the first subscription charge. Unless an order says otherwise, subscriptions are non-refundable once charged and access continues through the paid billing period.

After cancellation, Client may request a reasonable export of available customer data within 30 days. Export and transfer options depend on platform limitations, unpaid balances, third-party policies, and technical feasibility. If DNS was changed for a trial or launch and Client cancels, UnifiedBizTools will make a reasonable effort to help restore prior DNS settings when Client provides the required domain access and instructions.

13. Restrictions

Client may not copy, resell, sublicense, transfer, reverse engineer, extract, or reuse UnifiedBizTools templates, snapshots, prompts, workflows, configuration methods, or website structures outside Client's active subscription unless expressly allowed in writing.

14. Limitation of Liability

To the maximum extent permitted by law, UnifiedBizTools will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost revenue, lost data, lost goodwill, business interruption, or lost opportunities. Our total aggregate liability will not exceed the amounts Client paid to UnifiedBizTools for the services during the three months before the event giving rise to the claim.

15. Indemnification

Client agrees to defend, indemnify, and hold harmless UnifiedBizTools, its owners, contractors, employees, and agents from claims, liabilities, damages, losses, and expenses arising from Client's business, products, services, data, customer communications, marketing claims, contact lists, website content, use of the services, violation of law, violation of third-party rights, or violation of platform policies.

16. Governing Law and Contact

This agreement is governed by California law. Any disputes will be resolved in California unless applicable law requires otherwise.