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. Any requests outside of this defined scope will require a separate written agreement and additional fees.

3.1. Operational Standard: The "37-Day Launch" & Written Approval Requirement

• Target Timeline & Conditional Guarantee: Our target for all technical builds is a 37-day window. This timeline is only guaranteed if the Client meets all of the following strict conditions:
  • Attends and does not reschedule any scheduled meetings.
  • Completes all required forms and materials at least seven (7) days prior to the next scheduled meeting.
  • Requires no more than one (1) round of revisions.
  • Experiences no delays or issues related to third-party or proprietary software integrations (e.g., delays in receiving necessary webhooks or API documentation).
  If any of these conditions are not met, the 37-day guarantee is voided.
• The Clock: The cycle begins only after payment is received and the onboarding form is submitted.
• 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 stating that the scope of work has been completed to their satisfaction. Clients are required to completely fill out and submit our formal Project Approval Form. The submission of this completed form is a mandatory prerequisite to move forward with the live deployment and platform launch.
• Hosting Exclusion: Website migration or third-party hosting transfers are strictly excluded. Velocity 360 provides the tools to build funnels and host internal pages, but we do not move existing external sites (e.g., WordPress, Wix).

3.2. Full Scope Line Items & Migration Caps

3.3. Technical Boundaries & Rules of Engagement

1. Integration Integrity

• 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 through multiple fulfillment tools is outside this scope.
• Webhook Protocol: Webhook support covers the standard "handshake" and data mapping. Complex custom logic or third-party middleware development beyond the allotted webhook count requires a custom engineering quote.

2. Content & Performance Logic

• Custom Content Creation Overage: The $40 / item overage rate applies strictly to the creation of custom content for workflows once the combined asset cap (45 pieces for All-Inclusive/Elite) 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 the following per-item rates to cover additional technical debt removal and configuration:
  • Custom Data Fields: $10 per item
  • SMS Templates: $10 per item
  • Email Templates: $25 per item
  • Custom Lead Forms: $50 per item
  • Active Pipelines: $100 per item
  • Workflow Product Lines: $200 per item
• Standard Performance: All tiers include the 75-Day Lead Nurture and the full Revenue Performance Dashboard Suite (Sales Velocity, Response Rates, and Attribution).
• Advanced Performance: Speed-to-Lead (< 60s) and Review Capture workflows are excluded from the Basic tier.

3.4. Infrastructure and Advanced Feature Provisioning

For clients upgrading or renewing into plans featuring advanced modules (including but not limited to the Bulk Resume Parser, Horizon AI Candidate Agents, Revenue-Attribution Dashboards, or Ask AI tools), the Business reserves an operational provisioning window of up to thirty (30) calendar days following contract execution and successful renewal invoice clearance to fully map, deploy, and provision the updated technical infrastructure modules within the Client's live workspace environment.

3.5. AI Agent Setup, Onboarding, and Client Responsibilities

For projects including the custom configuration of AI Agents, the following rules of engagement apply:

1. Client Content Delivery: Upon commencement of the project, the Client must complete the Business’s official Onboarding Form. The Client is solely responsible for providing all foundational knowledge required for the AI agent, including but not limited to brand voice guidelines, sales rules, standard operating procedures, and Frequently Asked Questions (FAQs). The Business builds the AI logic based strictly on the input provided by the Client and does not generate original business copy, policies, or brand identity materials.
2. Beta Phase and Revisions: Once the initial AI agent is built based on the Client’s Onboarding Form, it will be released to the Client in a "Beta" environment for testing. During this Beta phase, the Client is entitled to unlimited revisions to ensure the agent aligns with their provided materials.
3. Batched Beta Updates: To ensure efficient development, all Beta revision requests must be compiled by the Client and submitted as a single batch. The Business will hold updates until all feedback for that round is received, apply the revisions, and release an updated Beta version for review.
4. Approval and Launch: Once the Client approves the Beta version, the AI agent will be officially launched. Upon launch, the project transitions from the Setup Phase to the Monthly Maintenance Phase, and the unlimited revision period concludes.

3.6. AI Agent Monthly Maintenance and Support Boundaries

Following the launch of the AI Agent, ongoing support is strictly governed by the following boundaries:

1. Included Maintenance: The monthly AI agent retainer covers the continuous hosting, API connection monitoring, and general uptime maintenance of the existing AI agent(s) developed under the original scope of work.
2. Monthly Revision Allowance: The Client is entitled to one (1) consolidated revision request per billing cycle. A revision is defined as minor adjustments to the agent’s prompt logic, adding new product information or monthly updates, uploading new training documents to the existing knowledge base, or minor tweaks to existing automated workflows.
3. Submission Protocol: To prevent fragmented communication, the monthly revision request must be submitted entirely at one time via the Business’s official Revision Request Form. Requests submitted via email, text, or direct message will not be processed. Once a Revision Request Form is submitted, any subsequent change requests made during that same billing cycle will be subject to additional fees.
4. Non-Rollover Policy: Unused monthly revisions do not roll over to subsequent months.
5. Out of Scope & Additional Revisions: Revisions do not include the creation of new AI agents, establishing new platform integrations, or fundamentally altering the original scope of the agent. If the Client requires modifications that exceed the monthly allowance, or requests out-of-scope development, such work will be billed at the Business’s standard hourly rate or quoted as a separate flat-fee project.
6. Egregious Errors and Bug Fixes: The Business guarantees the general functionality of the approved AI agent. If the AI agent begins to act erratically, hallucinate information not in its knowledge base, or fail to follow the original approved logic (egregious errors), the Business will investigate and resolve these issues as part of standard maintenance. Fixing these critical errors does not count against the Client’s one (1) Monthly Revision Allowance.

4. Subscription Term, Pricing, and Billing

4.1. Subscription Details and Usage Limits

Access to the Velocity 360 Platform is on a subscription basis, automatically renewing as specified in Section 10. The available subscription tiers, pricing, and Usage Limits are dynamically determined by the current reference marketing materials and sales materials provided at the time of your purchase. 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 (e.g., Month-to-Month, 1-Year, or 3-Year), and terms outlined on that specific proposal or invoice.

All contract subscriptions automatically renew for successive terms of equal length to ensure system continuity unless explicit written notice of non-renewal is received by the Business strictly within the following operational 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: Written notice must be received at least thirty (30) calendar days prior to the next monthly billing cycle.

By remitting an upfront payment or executing an agreement for a term of one (1) year or longer, you acknowledge and agree that you are entering into a binding contract for the entire duration of that term.

4.3. Renewal Pricing, Price Locks, and Tiered Migration Bridges

We reserve the right to adjust baseline subscription prices upon renewal to account for inflation, expanding infrastructure constraints, and platform feature releases.

• Grandfathering Deadline: To be grandfathered into an eligible loyalty tier or to waive an upcoming standard market price increase, the Client's renewal agreement must be fully executed and signed prior to their active contract renewal date. Agreements executed on or after the renewal date will automatically be subject to active standard market rates.
• The 36-Month Price Lock Guarantee: For Clients executing an authorized 36-Month Renewal Plan (Paid Monthly or Paid Annually), the Business guarantees that the baseline software subscription rate is 100% frozen and completely protected against standard market rate adjustments through calendar year 2029.
• The Legacy Step-Up Bridge Plan: For legacy accounts transitioning via an authorized 3-Year Legacy Bridge, the Client acknowledges and agrees to a stepped rate adjustment structure over 36 months: Year 1 maintains legacy rates; Year 2 introduces a cushioned adjustment equivalent to exactly 50% of the active market rate gap; Year 3 adjusts to 100% of the baseline current market rate. The Client explicitly authorizes the Business to automatically adjust recurring billing methods to execute this schedule as documented on their renewal invoice.
• Month-to-Month Flexibility Surcharge: Clients electing to remain on an uncontracted, Month-to-Month status acknowledge that their rolling rate is subject to a standard "Flexibility Surcharge" and may be adjusted by the Business at any time upon thirty (30) days' written notice to account for live infrastructure overhead.

4.4. General Payment Terms

• All fees for the Services, including any applicable setup fees, are due in advance unless otherwise agreed in writing.
• Non-Refundable Policy: All fees are strictly non-refundable. You acknowledge and agree that no refunds, credits, or pro-rated billing adjustments will be issued for any unused portion of your subscription upon termination by you. In particular, fees paid for an annual or multi-year subscription are non-refundable regardless of whether the Client utilizes the services for the entire term.
• Recurring Billing Authorization: By submitting payment, you provide irrevocable authorization for the Business (or its third-party payment processor) to charge your stored payment method for the base plan, any sub-accounts, and all applicable overage and late fees on a recurring basis until your subscription is properly terminated.
• Non-Payment: Non-payment or a declined payment may result in the immediate and automatic suspension or termination of your Services until all outstanding amounts are resolved. Non-payment also incurs a late payment charge if the payment is not remitted within thirty (30) days of the invoice due date, after which the Business reserves the right to charge the payment method on file for the full outstanding balance.

4.5. Overage and Upgrades

If usage exceeds your contracted Usage Limits, you must upgrade immediately to the next appropriate tier or pay the applicable overage fee, as defined in the current pricing materials. Billing adjusts at the time of overage. Overage charges must be rectified by the next billing cycle. If unresolved, the Business reserves the right to charge the payment method on file for the outstanding difference.

4.6. Excluded Services

The monthly subscription does not include certain services, such as Ad Manager, WordPress Hosting, AI Employees, and WhatsApp, which are available as upgrades within your Velocity 360 account at clearly marked prices.

4.7. Usage-Based Charges & Wallet System

Please note that all usage-based charges—including but not limited to phone calls, SMS messaging, email sending, and AI consumption (e.g., Content AI, Workflow AI, Conversation AI)—are not included in your monthly software subscription or initial build setup fees. 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 at pricing.velocity360crm.com.

Wallet System and Mandatory Auto-Recharge: To facilitate usage-based billing, Velocity 360 utilizes a prepaid digital wallet system. A valid credit card must remain on file at all times to fund this wallet. You acknowledge and agree that auto-recharge is permanently enabled on your account to prevent any interruption to your communication and AI services. When your wallet balance falls below the minimum threshold, your card on file will be automatically charged to replenish the balance. This auto-recharge setting is a mandatory condition of using our telecommunication and AI services and cannot be modified, paused, or disabled as long as your account remains active.

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 10.5 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 4–5 weeks 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. Support vs. Additional Services

Support covers fixes for broken core functions (automations, phone/text issues, domain connections) after the final Project Approval Form has been submitted and the initial setup has been deployed live. (For specific support boundaries regarding AI Agents, please refer to Section 3.6). Additional services that require additional setup costs include new automation design, new systems integrations, and training for new hires. These additional services include but are not limited to: new automations built for you, migration services, training services, tune ups, consulting meetings, and new location onboardings.

10. Term, Termination, and Non-Renewal

10.1. 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.

10.2. 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.

10.3. 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.

10.4. 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.

10.5. Data Deletion Policy

10.6. Survival

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

12. 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 (Section 6.2).

13. 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.

14. Privacy and SMS Terms

14.1. Privacy Policy

Your use of the Services is also governed by our Privacy Policy, which is available at: https://velocity360crm.com/privacypolicy. Your mobile information will not be shared or sold to third parties for marketing purposes. Information may be shared with subcontractors to support services like customer service.

14.2. SMS Terms

• To stop receiving SMS messages: text “STOP.”
• To resume: re-signup.
• Carrier message and data rates may apply.