Terms of Service — Assure Lead LLC
Effective Date: [Month DD, YYYY]
Company: Assure Lead LLC, a South Carolina limited liability company
Principal Office (Mailing): 215 East Bay Street, Ste 201k #3328, Charleston, South Carolina 29401
Contact: [email protected]
1. Introduction, Scope & Definitions
1.1 Who We Are. These Terms of Service (the “Terms”) govern access to and use of websites, landing pages, forms, content, tools, APIs, dashboards, and lead-generation or related services provided by Assure Lead LLC (“Assure Lead,” “we,” “us,” “our”).
1.2 Scope. These Terms apply to all visitors and customers, including anyone accessing or using the Services on behalf of a company. If you enter a separate order form, insertion order, statement of work, service order, or data processing addendum (each an “Order” or “SOW” or “DPA”), that document controls for its subject matter; otherwise these Terms control.
1.3 Definitions (summary).
“Services”: Our websites, forms, communications, dashboards, APIs/integrations, and lead-related offerings.
“Lead”: A record delivered by us that includes contact data and/or form submission data meeting Order criteria at time of submission.
“Delivery”: First availability by any agreed method (API/CRM sync, webhook, portal, file, email, or secure link).
“Invalid Lead”: As defined in §9.1 below.
“Performance Amount”: A variable, criteria-based fee (e.g., percentage or service fee) that is not a refund or rebate.
2. Acceptance of Terms
2.1 Multiple Acceptance Events. You accept these Terms each time you: (a) visit or use our website; (b) submit any form; (c) create an account; (d) download any file or resource we make available; or (e) purchase or receive any products or Services from us. These acceptance events are separate and cumulative.
2.2 Clickwrap Required. For gated downloads, sign-ups, and purchases, you will be asked to check a box or click a button indicating your agreement to these Terms and the policies incorporated by reference.
2.3 Updates. We may update these Terms from time to time. Material changes will be noted by an updated “Effective Date.” Continued use after a change is posted constitutes acceptance of the revised Terms.
2.4 Privacy & Cookies. Our Privacy Policy explains how we handle personal information. Our Cookie Policy governs non-essential cookies and GPC/DNT handling. Cookie consent is separate and granular and does not by itself constitute acceptance of these Terms.
3. Eligibility & Business Use
3.1 Age & Authority. You must be at least 18 and have authority to bind the entity you represent.
3.2 Business Purpose. You represent that you are using the Services for business/commercial purposes, not as a consumer, and that consumer-specific statutes do not apply.
4. Description of Services
4.1 Lead Generation & Delivery. We provide lead-generation and related Services. Delivery is complete when a Lead is first made available by any agreed method (API/CRM sync, webhook, portal, file, email, or secure link) whether or not you access, download, or contact the Lead.
4.2 Platforms & Integrations. We may provide dashboards, APIs, webhooks, and integrations with third-party tools (e.g., CRMs, messaging, analytics). You are responsible for your third-party accounts, credentials, and settings.
4.3 Beta/Trials. Any beta, trial, or preview feature is provided as-is, may change or end at any time, and may be subject to additional rules we provide.
5. Accounts & Access
5.1 Registration. You agree to provide accurate information and keep it updated.
5.2 Credentials & Security. You are responsible for safeguarding credentials and all activity under your account. Use strong passwords and, where offered, multi-factor authentication (MFA). Notify us immediately of any suspected compromise.
5.3 Seats & Authorized Users. Access is limited to your employees/contractors acting for your benefit. You are responsible for their compliance.
5.4 Suspension/Termination. We may suspend or terminate access for non-payment, security risks, legal risk, violations of these Terms, or misuse of Services.
6. Acceptable Use
You will not: (a) violate any law (including TCPA, TSR, CAN-SPAM, CASL, GDPR/CPRA); (b) harass, spam, or deceive; (c) reverse engineer, scrape, or circumvent technical limits; (d) overload or abuse APIs/webhooks; (e) upload malware; (f) resell, redistribute, broker, or publicly post Leads unless expressly permitted; (g) use data for discrimination or unlawful targeting; (h) misrepresent your identity or the purpose of outreach.
We may throttle or block activity that, in our reasonable judgment, threatens system integrity or violates these Terms.
7. Intellectual Property & Content
7.1 Our IP. The Services (and all content, software, templates, data structures, documentation, and trademarks) are owned by Assure Lead or our licensors and protected by law.
7.2 License to You. Subject to these Terms and your Order, we grant you a limited, revocable, non-exclusive, non-transferable license to access and use the Services for your internal business purposes.
7.3 Your Submissions & Feedback. You grant us a worldwide, royalty-free, sublicensable license to use feedback and non-confidential materials you submit for the purpose of providing and improving the Services.
7.4 Third-Party Marks. Third-party names and marks are property of their owners. No affiliation or endorsement is implied.
8. Leads: Definitions, Delivery & Use
8.1 What is a Lead. A Lead is a record that includes contact or submission data delivered by us and matching the Order criteria at time of submission (subject to §9).
8.2 Delivery Completion. Delivery occurs when the Lead is first made available by any agreed method (API, CRM sync, webhook, portal, file, email, or secure link). Delivery does not depend on your access, download, or contact attempts.
8.3 Permitted Use. Leads are licensed for your internal business use only to contact the identified prospect about the relevant offering. No resale, redistribution, sublicensing, or public posting unless expressly authorized in writing.
8.4 Exclusivity. Exclusivity applies only if expressly stated in an Order. Otherwise, Leads are non-exclusive.
9. Lead Quality, Invalid Leads & Replacement-Only Remedy
9.1 Invalid Lead (qualifying categories). A Lead qualifies as “Invalid” only if, and to the extent, one of the following is verified by us:
Bad phone: Not in service or wrong person after two distinct day/time call attempts; provide call logs with timestamps.
Bad email: Repeated hard bounce (SMTP 5xx) from your ESP within 7 days; provide bounce evidence.
Out of criteria: Materially outside geo/practice criteria defined in the Order at time of submission.
Exact duplicate (our duplicate): Duplicate delivered by us within the same order window (unique key: email+phone or platform ID).
Bot/spam: Automated/fraudulent pattern validated by our fraud checks (honeypots, velocity, known lists).
Not Invalid: Unresponsive leads; changed mind; budget/insurance issues; language mismatch (unless the Order requires it); internal duplicates you already held; prior exposure by other vendors; or objections to price, staffing, or timing.
9.2 Requesting a Replacement.
Window: Submit requests within 7 days of Delivery.
Method: Use [support form URL] or email [email protected] with: Order ID, lead identifier(s), category claimed, and evidence (call logs, bounce reports, screenshots).
Verification: We review evidence; our determination governs eligibility.
9.3 Replacement Timing & Caps. Approved Invalid Leads are replaced, not refunded. Replacements may be batched and fulfilled in the next month’s allocation or the next inventory cycle. Replacement quantity will not exceed the number of approved Invalid Leads for the applicable period. If matching inventory is temporarily unavailable, we may substitute comparable criteria or extend the window.
9.4 Exclusive Remedy. Replacement under this §9 is your sole and exclusive remedy for Invalid Leads. No refunds or credits apply. See also §12 and the Refund & Billing Policy.
10. Pricing, Billing & Taxes
10.1 Fees & Commitments. Fees, minimums, and commitments are as listed at checkout or in your Order/SOW.
10.2 Performance Amounts. Any Performance Amount is a billing term (criteria-based or variable) and is not a refund or rebate; it may vary by criteria, period, geography, or configuration.
10.3 Auto-Renewals & Price Changes. Subscriptions and minimum commitments auto-renew unless canceled as permitted in your Order. We may change pricing prospectively for the next term upon notice; current term pricing remains unchanged.
10.4 Taxes & Currency. Fees are exclusive of taxes. You are responsible for all applicable taxes, duties, and withholdings (other than our income taxes). All amounts are payable in USD unless stated otherwise.
11. Payments & Authorization
11.1 Card/ACH Authorization. You authorize us and our processors to charge your payment method (card or ACH) for all fees, minimums, Performance Amounts, and taxes. For ACH, you authorize debits per NACHA rules; returned transactions may incur a service fee.
11.2 Late Fees & Collections. Overdue amounts may accrue 1.5% per month (or the maximum allowed by law), and you agree to reimburse reasonable collections costs and attorneys’ fees.
11.3 Chargebacks & Disputes. Before initiating a card/ACH dispute, you agree to first contact us at [email protected] and allow 10 business days to investigate. You authorize us to submit the Order, acceptance logs (IP/timestamp), Delivery records, API/CRM logs, and replacement determinations as evidence in any dispute.
11.4 No Set-Off. You may not withhold or set off payments owed under these Terms.
12. Refund & Billing Policy (Incorporated by Reference)
12.1 All Sales Final. All amounts paid to Assure Lead are non-refundable to the fullest extent permitted by law. Invalid Leads may be addressed only through the replacement remedy in §9 and in our Refund & Billing Policy.
12.2 Incorporation & Precedence. The Refund & Billing Policy is incorporated herein. If it conflicts with these Terms on refund/replacement issues, the Refund & Billing Policy controls; otherwise these Terms control.
13. Service Changes, Availability & Force Majeure
13.1 Modifications. We may modify or discontinue features with notice where reasonable. If we deprecate a material feature, we will make reasonable efforts to provide advance notice.
13.2 Availability (No SLA). Unless you have a separate SLA, Services are provided without uptime guarantees and may be unavailable during maintenance or for reasons outside our control.
13.3 Force Majeure. We are not liable for delays or failures caused by events beyond our reasonable control (e.g., internet failures, outages, labor events, acts of God, government actions). Such delays do not create refund rights.
14. Third-Party Services & Integrations
The Services may enable connections to third-party platforms (e.g., CRMs, payment processors, schedulers, analytics). You are responsible for third-party accounts and compliance with their terms and privacy policies. We do not control, and are not responsible for, third-party content, availability, or practices.
15. Data Protection & Privacy
15.1 Privacy Policy. Our Privacy Policy is incorporated by reference and describes how we collect, use, disclose, and retain information, and how to exercise privacy rights.
15.2 Roles. We act as a business/controller for data we determine the purposes/means of processing, and as a processor/service provider when processing on a client’s documented instructions under a DPA.
15.3 DPA (B2B). If you engage us to process personal information on your behalf, a DPA will govern those processing activities. In case of conflict, the Order/SOW → DPA → these Terms hierarchy in §29 applies.
15.4 Security Posture. We maintain administrative, technical, and physical safeguards appropriate to our role and risk, without any warranty of uninterrupted or error-free service or absolute security.
16. AI, Recording & Transcription
16.1 AI-Assisted Features. Certain features use automated tools (e.g., large language models, speech-to-text, classification, de-duplication). AI outputs may contain errors. You are responsible for validating outputs before relying on them.
16.2 Call Recording & Speech-to-Text. Where permitted by law and with required notices/consents, calls or voicemails may be recorded and transcribed for quality assurance, training, dispute resolution, and service improvement.
16.3 Automated Decisions; Human Review. We use automated scoring/classification to prioritize or screen submissions. Material outcomes are not based solely on automation; a human review path is available as described in the Privacy Policy.
16.4 No Reliance Warranty. AI-generated suggestions, summaries, or classifications are provided “as is” and do not constitute legal, financial, or professional advice.
17. Compliance Statements
17.1 Marketing & Outreach Laws. You are solely responsible for complying with all laws and self-regulatory rules applicable to your outreach, including without limitation the Telephone Consumer Protection Act (TCPA), Telemarketing Sales Rule (TSR), CAN-SPAM, CASL, state “Do Not Call” rules, attorney advertising rules (if applicable), and sector-specific regulations. You must maintain proof of consent where required.
17.2 Privacy & Cookie Controls. Our Privacy Policy and Cookie Policy explain our handling of personal information, cookie consent, and how we honor Global Privacy Control (GPC) signals. You must configure your systems and outreach to honor applicable opt-outs and suppression lists.
17.3 Data Provided by You. You represent that any data you provide has been collected and shared lawfully with all required notices and consents, and that providing it to us and using it with the Services will not violate third-party rights or laws.
17.4 Legal Use Only. You may not use the Services for unlawful discrimination, harassment, or any purpose prohibited by law.
18. Confidentiality
18.1 Definitions. “Confidential Information” means non-public information disclosed by a party (“Discloser”) to the other (“Recipient”) that is marked or otherwise identified as confidential or that a reasonable person would understand to be confidential (including business plans, pricing, source code, security details, and Lead criteria). Our Confidential Information includes the non-public aspects of the Services and these Terms, pricing, and non-public documentation; your Confidential Information includes your non-public business information and Orders.
18.2 Obligations. Recipient will: (a) use Discloser’s Confidential Information only to perform or receive the Services; (b) not disclose it to third parties except to its employees/contractors/professional advisors with a need to know who are bound by confidentiality; and (c) protect it using at least reasonable care.
18.3 Exceptions. Confidential Information excludes information that: (i) is or becomes public through no fault of Recipient; (ii) was known to Recipient without duty of confidentiality before receipt; (iii) is independently developed without reference to Discloser’s information; or (iv) is rightfully obtained from a third party without duty of confidentiality.
18.4 Compelled Disclosure. Recipient may disclose Confidential Information when required by law, subpoena, or court order, provided it gives prompt notice (if legally permitted) and cooperates in seeking protective treatment.
18.5 Return/Destruction. Upon written request or termination, Recipient will return or destroy Confidential Information, except Recipient may retain copies as required by law, for routine backup, or for record-keeping, subject to ongoing confidentiality.
19. Warranties & Disclaimers
19.1 Your Warranties. You represent and warrant that: (a) you have full power and authority to enter these Terms; (b) you and your users will comply with these Terms and all laws; (c) you will use the Services only for lawful business purposes; and (d) all information you provide is accurate and not misleading.
19.2 OUR DISCLAIMER. THE SERVICES, LEADS, CONTENT, SOFTWARE, AND ALL MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICES WILL BE ERROR-FREE, UNINTERRUPTED, OR THAT RESULTS WILL MEET YOUR EXPECTATIONS.
19.3 No Professional Advice or Results Guarantees. The Services do not constitute legal, financial, medical, or other professional advice. We do not guarantee outcomes, earnings, case volume, or conversion results. See also our Disclaimer Policy.
20. Limitation of Liability
20.1 Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.
20.2 Exclusions. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOSS OF GOODWILL, LOSS OF DATA, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
20.3 Carve-outs. The limitations above do not limit your obligation to pay amounts due, or liability for your breach of §6 (Acceptable Use), §7 (IP), §8.3 (Permitted Use / No Resale), or §18 (Confidentiality), or either party’s liability for willful misconduct to the extent such limitation is not permitted by law.
21. Indemnification
21.1 By You. You will defend, indemnify, and hold harmless Assure Lead, its affiliates, and their officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from or related to: (a) your use of the Services, Leads, or data in violation of these Terms or law (including TCPA/TSR/CAN-SPAM/CASL and privacy laws); (b) your outreach or marketing practices; (c) content or data you provide; or (d) your breach of §6, §7, §8, §10–11, or §18.
21.2 Procedure. We will notify you promptly of a claim (delay won’t relieve your obligations except to the extent materially prejudiced), allow you to control the defense/settlement (no admission of our liability without consent), and reasonably cooperate at your expense.
22. Term, Suspension & Termination
22.1 Term. These Terms begin upon your first acceptance event (§2.1) and continue until terminated as provided here or superseded by a later version.
22.2 Suspension. We may suspend the Services (in whole or part) immediately if we reasonably believe: (a) you are in material breach; (b) there is a security risk, fraud, or abuse; (c) you fail to pay undisputed amounts when due.
22.3 Termination. Either party may terminate for material breach not cured within 10 days after written notice. We may terminate immediately for unlawful use or repeat violations. Any Order/SOW may include additional termination rights for convenience where expressly stated.
22.4 Effect of Termination. Upon termination: (a) your license to the Services ends; (b) you must cease use and, upon request, delete or return our Confidential Information; (c) all fees already paid are non-refundable and all accrued amounts remain due; (d) data handling will follow the Privacy Policy and any applicable DPA.
22.5 Survival. Sections intended to survive (including §2.3, §6–§9, §10–§12, §13, §15–§21, §22.4–§22.5, §23–§31) will survive termination.
23. Dispute Resolution
23.1 Informal Resolution. Before filing any claim, the complaining party must send a written notice to [email protected] describing the dispute and desired resolution and engage in good-faith discussions for 30 days.
23.2 Binding Arbitration. Except for claims seeking injunctive relief for misuse of IP or Confidential Information, any dispute arising out of or relating to these Terms or the Services will be resolved by binding, individual arbitration administered by JAMS (or AAA if JAMS is unavailable) under its Streamlined Rules.
Seat & Venue: Charleston, South Carolina, USA.
Language: English.
Fees: Each party pays its own attorneys’ fees; administrative/arbitrator fees allocated under applicable rules.
Relief: The arbitrator may award individual relief permitted by law but may not award class, representative, or public injunctive relief.
23.3 Class Action & Jury Trial Waiver. YOU AND ASSURE LEAD WAIVE ANY RIGHT TO A JURY TRIAL OR TO PARTICIPATE IN A CLASS OR REPRESENTATIVE ACTION. Disputes must be brought in each party’s individual capacity, not as a plaintiff or class member.
23.4 Equitable Relief. Either party may seek temporary or preliminary injunctive relief in a court of competent jurisdiction in Charleston County, South Carolina to protect IP or Confidential Information pending arbitration.
24. Governing Law & Venue
These Terms are governed by the laws of the State of South Carolina, without regard to conflicts-of-law rules. Subject to §23, the exclusive venue for any court proceedings will be the state or federal courts located in Charleston County, South Carolina, and the parties consent to personal jurisdiction there.
25. Notices & Electronic Communications
25.1 How We Give Notice. We may provide notices by email, dashboard/portal message, or by posting on our site.
25.2 Your Notice Address. You agree notices to the email or address associated with your account or Order are effective. You must keep your contact details current. Legal notices to us: Assure Lead LLC, 215 East Bay Street, Ste 201k #3328, Charleston, SC 29401; [email protected].
25.3 E-Sign Consent. You consent to transact electronically and to receive agreements, disclosures, and notices in electronic form.
26. Assignment & Subcontracting
26.1 By Us. We may assign these Terms or any Order (including in connection with a merger, acquisition, or sale of assets) upon notice.
26.2 By You. You may not assign or transfer these Terms or an Order, in whole or in part, without our prior written consent; any attempted assignment in violation of this §26 is void.
26.3 Subprocessors & Vendors. We may use subcontractors and subprocessors to perform the Services; we remain responsible for their performance to the extent required by contract.
27. Export Control, Sanctions & Anti-Corruption
You represent that you are not located in, under the control of, or a national or resident of any country or entity subject to U.S. embargo or sanctions and are not on any U.S. government denied-party list. You agree to comply with all applicable export control, sanctions, and anti-bribery/anti-corruption laws (including the FCPA and UK Bribery Act) in connection with your use of the Services.
28. Publicity & Logos
With your prior consent (email suffices), we may reference your name and logo as a customer and create a brief case study describing non-confidential results. You may revoke consent by emailing [email protected]; we will use reasonable efforts to remove future references.
29. Entire Agreement; Order of Precedence
29.1 Contract Stack. The parties’ agreement consists of, in descending order of precedence for conflicts on the same subject matter: (i) the Order/SOW (including any SLA), (ii) the Data Processing Addendum (DPA) (for processing activities), (iii) these Terms, and (iv) the referenced policies (Refund & Billing Policy, Privacy Policy, Cookie Policy, Disclaimer Policy).
29.2 No Other Terms. Any terms on your purchase orders or other documents are rejected and have no effect unless expressly accepted in writing by us.
30. Changes to the Terms
We may modify these Terms from time to time. The “Effective Date” will reflect the latest version. We will provide notice of material changes by email, banner, or comparable method. Continued use of the Services after the effective date constitutes acceptance of the updated Terms.
31. Miscellaneous
31.1 Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will remain in effect.
31.2 No Waiver. A failure to enforce any provision is not a waiver of future enforcement.
31.3 Independent Contractors. The parties are independent contractors; nothing creates a partnership, joint venture, or agency.
31.4 Force of Headings. Headings are for convenience only and do not affect interpretation.
31.5 No Third-Party Beneficiaries. These Terms create no third-party beneficiary rights.
31.6 Survival. Provisions that by their nature should survive (including payment obligations, IP restrictions, confidentiality, disclaimers, limitations of liability, indemnities, dispute resolution, and this §31) will survive termination.
Incorporated Policies (by reference)
Refund & Billing Policy (All Sales Final; Replacement-Only).
Privacy Policy (data practices, rights, GPC).
Cookie Policy (consent, preferences center, GPC).
Disclaimer Policy (no guarantees; no professional advice).
Assure Lead LLC — 215 East Bay Street, Ste 201k #3328, Charleston, South Carolina 29401
Questions? [email protected]