Velocity 360 Terms of Service and Customization Agreement

2. Acceptance of Terms

By accessing, registering for, or using our Services, you represent that you have the authority to enter into these Terms and agree to be bound by them. If you do not agree with any part of these Terms, you may not use our Services.

3. Description of Services & Master Project Scope

We provide custom configuration and implementation of the Velocity 360 CRM platform tailored to your business objectives. The specific services, deliverables, and support provided are strictly limited to those explicitly defined below and in your accepted proposal, paid invoice, or executed statement of work.

3.1. Operational Standard: The Implementation Window & Written Approval Requirement

• Target Timeline & Conditional Guarantee: Our target for all technical builds is a 37 to 49-day window (add an additional 7 days if integration with a deskphone is required). This timeline is only guaranteed if the Client meets strict conditions, including attending all meetings, providing assets on time, and requiring only one round of revisions.
• Mandatory Written Launch Approval: To protect the integrity of the build, the Business will not launch the platform or push the system live without explicit, written approval from the Client.

3.2. Full Scope Line Items & Migration Caps

3.3. Technical Boundaries & Rules of Engagement

• Single-Instance Rule: We integrate with exactly one system per category (1 POS, 1 ERP, 1 Configurator). Connecting to multiple legacy systems or "daisy-chaining" data is outside this scope.
• Custom Content Creation Overage: The $40 / item overage rate applies strictly to the creation of custom content for workflows once the combined asset cap is reached.
• Asset Migration & Additional Item Overage Rates: Any requests to migrate existing assets or create structural assets beyond the specific caps defined in your selected tier will be billed at per-item rates (e.g., $10/Data Field, $25/Email Template, $50/Lead Form).

3.4. Advanced Service Level Agreements (SLAs) and Features (Effective Sept 6, 2026)

For accounts operating under the post-September 6, 2026 unified pricing model, the following inclusions apply according to your selected tier:

3.5. AI Agent Setup, Onboarding, and Client Responsibilities

1. Client Content Delivery: The Client must complete the Onboarding Form and is solely responsible for providing all foundational knowledge required for the AI agent.
2. Beta Phase and Revisions: During this Beta phase, the Client is entitled to unlimited revisions to ensure the agent aligns with their provided materials.
3. Batched Beta Updates: All Beta revision requests must be compiled by the Client and submitted as a single batch.

3.6. AI Agent Monthly Maintenance Boundaries

1. Included Maintenance: Covers continuous hosting, API connection monitoring, and general uptime.
2. Monthly Revision Allowance: The Client is entitled to one (1) consolidated revision request per billing cycle. Unused revisions do not roll over.
3. Submission Protocol: Revisions must be submitted via the official Revision Request Form.

4. Subscription Term, Pricing, and Billing

4.1. Subscription Details

Access to the Velocity 360 Platform is on a subscription basis. The specific tier, term, and limits applicable to you are detailed on your executed proposal or invoice.

4.2. Subscription Terms, Duration, and Notice of Non-Renewal

By signing a proposal, paying an invoice, or executing a statement of work, the Client explicitly agrees to the exact pricing, commitment duration, and terms outlined on that specific proposal or invoice. For new plans and agreements initiated on or after September 6, 2026, month-to-month options are explicitly excluded; Clients must select a minimum commitment term of 12 or 36 months (paid monthly or annually).

All contract subscriptions automatically renew for successive terms of equal length unless explicit written notice of non-renewal is received strictly within the following windows:

• 12-Month Contract Tiers: Written notice must be received at least fourteen (14) calendar days prior to the upcoming renewal billing date.
• 36-Month Contract Tiers: Written notice must be received at least thirty (30) calendar days prior to the upcoming renewal billing date.
• Month-to-Month Tiers (Legacy Pre-9/6/26 Accounts Only): Written notice must be received at least thirty (30) calendar days prior to the next monthly billing cycle.

4.3. Usage-Based Charges & Wallet System

All usage-based charges—including phone calls, SMS messaging, email sending, and AI consumption—are not included in your monthly software subscription. These services are billed separately on a pay-as-you-go basis depending on your actual, metered consumption. A comprehensive and up-to-date schedule of all usage rates can be found based on your account creation date:

• Accounts established prior to September 6, 2026: Legacy Pricing Matrix
• Accounts established on or after September 6, 2026: Current Pricing Matrix

Wallet System and Mandatory Auto-Recharge: Velocity 360 utilizes a prepaid digital wallet system. A valid credit card must remain on file to fund this wallet. Auto-recharge is permanently enabled on your account to prevent any interruption to your communication services and cannot be modified or paused.

5. Client Data and Privacy

5.1. Ownership and Use

You retain all ownership rights in your Client Data. You grant us a royalty-free, worldwide, non-exclusive license to use, process, store, and transmit the Client Data solely for the purpose of providing the Services to you.

5.2. Client Responsibility and Compliance

You are solely responsible for the accuracy and legality of your Client Data. You warrant you have all necessary rights and consents. You agree to indemnify and hold us harmless against any claims arising from the Client Data or your failure to comply with privacy laws.

5.3. Post-Cancellation Data Deletion

Client acknowledges that Client Data is subject to automatic permanent deletion 90 days following cancellation or termination of Services. Please refer to Section 9.5 for full details on data retention and retrieval responsibilities.

6. Client Responsibilities and Acceptable Use Policy (AUP)

6.1. General Responsibilities

• Attend meetings prepared; rescheduling the same meeting more than twice for any specific meeting may incur a $150 fee.
• Provide all necessary platform access and content promptly.
• Respond to inquiries from the Business within 1–2 business days. Post-30-day revisions may be billed separately.
• Gather and add all leads (including those sourced from Apollo) to the Velocity 360 platform yourself for workflow utilization. The Business will train your team on this process.

6.2. Acceptable Use Policy (AUP)

You shall not use the Services to:

• Send spam (unsolicited bulk commercial email/SMS) or engage in high-risk messaging.
• Upload or transmit any illegal, harmful, or defamatory content, or distribute viruses/malware.
• Violate the Intellectual Property, privacy rights, or other rights of any third party.
• Test the security of the Services or gain unauthorized access to any other system or data.

7. Business Responsibilities

• Provide CRM setup, automations, and strategies aligned with your goals.
• Manage timelines and guide the onboarding process (typically 37-49 days, plus an additional week if deskphone integration is required, depending on Client responsiveness and custom requests).
• Respond to inquiries within 24 business hours.
• Safeguard client information and provide ongoing technical support via phone, email, and Google Meet for broken core functions once the launch approval form has been executed and the setup is pushed live.

9. Term, Termination, and Non-Renewal

9.1. Term and Automatic Renewal

This Agreement shall be effective for the Initial Term selected by the Client, as defined in the associated proposal or invoice. The Initial Term will automatically renew for successive terms of equal length unless explicit written notice of non-renewal is received by Velocity 360 in compliance with the structural windows established in Section 4.2.

9.2. Cancellation/Non-Renewal

To cancel or opt out of automatic renewal, you must provide written notice via the required timeline matching your specific contract tier as outlined in Section 4.2. Your access to the services will remain active until the end of the current billing term.

9.3. Early Termination

If the Client terminates this Agreement for convenience prior to the end of the Initial Term or any Renewal Term, all fees for the remainder of the then-current term will become immediately due and payable. The Client shall not be entitled to any refund of any prepaid fees. This policy is an essential part of the consideration for the term-based pricing model, which provides a discounted rate in exchange for the long-term commitment.

9.4. Account Transfer Restrictions (GHL Agencies)

The Business reserves the right to refuse or deny any Client request to transfer their account to a competing HighLevel (GHL) agency. Such a transfer will only be considered if the competing agency first purchases their own GHL agency license through our designated affiliate link and pays for that GHL agency account for one year in advance.

9.5. Data Deletion Policy

9.6. Survival

Clauses regarding Payment, Client Data, IP, Limitation of Liability, Indemnification, and Governing Law shall survive any termination of these Terms.

11. Indemnification: Client Protection and Liability Coverage

You agree to indemnify and hold harmless the Business, its affiliates, officers, and employees from and against any and all claims, damages, liabilities, costs, and expenses arising out of or related to: (a) your breach of these Terms, (b) your violation of any third-party rights, or (c) any violation of the Acceptable Use Policy.

12. Governing Law and Jurisdiction

These Terms are governed by and construed in accordance with the laws of the State of Tennessee, without regard to its conflict of laws principles. Disputes fall under the exclusive jurisdiction of the state and federal courts located in Knoxville, Tennessee.