Terms & Conditions

01Eligibility and Authority

You represent, warrant, and covenant that you are at least eighteen (18) years of age, possess full legal capacity to enter into binding agreements, and are not prohibited by applicable law from accessing or using the Services. If you are acting on behalf of any corporation, limited liability company, partnership, professional entity, nonprofit organization, medical practice, startup, or other business organization, you further represent and warrant that you possess full legal authority to bind such entity to these Terms.

02Business Purpose

The Services are intended solely for lawful business, operational, consulting, marketing, automation, educational, startup, administrative, and related commercial purposes. You agree not to access or use the Services for unlawful, fraudulent, deceptive, abusive, defamatory, discriminatory, malicious, or otherwise prohibited purposes.

03Nature of Services

Company may provide business automation services, customer relationship management implementation, workflow automation, pipeline architecture, lead generation systems, communication systems, appointment systems, digital infrastructure, artificial intelligence systems, operational consulting, startup advisory, websites, funnels, dashboards, educational materials, administrative systems, and related business services. Company reserves the right, at any time and in its sole discretion, to modify, suspend, replace, restrict, expand, reduce, discontinue, or otherwise alter any aspect of the Services without prior notice.

Company does not guarantee uninterrupted availability, uninterrupted uptime, compatibility with all devices, availability of all features, error-free operation, or uninterrupted access to any specific platform, integration, workflow, automation, communication system, or third-party service.

04No Guarantee of Results

You expressly acknowledge that Company provides systems, tools, consulting, automation, implementation services, strategic guidance, workflows, and related operational support. Company does not represent, warrant, or guarantee that you will achieve any particular business result, revenue level, profitability level, lead volume, appointment volume, conversion rate, search ranking, advertising approval, operational improvement, market share, or return on investment.

Any examples, case studies, screenshots, testimonials, hypothetical scenarios, demonstrations, projections, illustrations, client stories, performance examples, or educational examples provided by Company are presented solely for informational and illustrative purposes and shall not be construed as guarantees, promises, warranties, or representations of future performance.

05Consultations and Educational Content

You acknowledge that any discovery calls, audits, consultations, strategy sessions, implementation meetings, startup advisory sessions, educational materials, templates, guides, webinars, videos, artificial intelligence outputs, communications, or related content provided by Company are provided solely for informational, educational, operational, and business purposes.

Company does not provide legal advice, accounting advice, tax advice, securities advice, medical advice, healthcare compliance advice, insurance advice, investment advice, or licensed professional advice unless expressly stated in a separate written engagement executed by Company. You agree to independently evaluate and verify all recommendations before relying upon them in material business decisions.

06Billing, Subscriptions, and Payment Authorization

Certain Services may be offered on recurring monthly, annual, promotional, introductory, custom, or otherwise recurring subscription terms. By purchasing such Services, you expressly authorize Company to charge the payment method designated by you in accordance with applicable service agreements, order forms, checkout authorizations, or other written agreements.

Unless otherwise expressly agreed in writing, recurring subscriptions shall automatically renew on each applicable billing cycle until properly canceled in accordance with governing service agreements. Where annual billing is selected, annual fees shall be deemed fully earned upon payment and shall be non-prorated except where otherwise required by law.

07Refunds and Implementation Commencement

Unless otherwise expressly agreed in writing, onboarding payments may be eligible for cancellation review within seven (7) calendar days following the initial payment date. Notwithstanding the foregoing, once Company has materially commenced implementation, consulting, strategic planning, workflow development, campaign creation, automation deployment, technical configuration, integration work, content development, or allocation of production resources, all applicable fees shall become fully earned and non-refundable.

Administrative fees, payment processing fees, banking fees, international wire fees, intermediary banking fees, foreign transaction fees, exchange losses, currency conversion fees, and similar financial charges shall be non-refundable under all circumstances.

08Payment Processing Disclaimer

Company may integrate with, recommend, or configure third-party payment systems including but not limited to Stripe or similar merchant providers. You expressly acknowledge that Company does not collect, hold, escrow, manage, distribute, process, or otherwise take possession of funds belonging to your customers.

All merchant relationships, customer disputes, processor reserves, underwriting reviews, subscription disputes, banking restrictions, tax disputes, refunds, financial compliance matters, and processor-related disputes shall exist solely between you, your customers, and your selected financial providers.

09Intellectual Property

All workflows, automations, prompts, templates, scripts, campaigns, methodologies, websites, funnels, dashboards, artificial intelligence systems, training materials, branding, logos, copy, operational systems, backend architecture, educational materials, internal documentation, and proprietary business systems developed, licensed, utilized, disclosed, or made available by Company shall remain the sole and exclusive property of The Clientist.

You shall not directly or indirectly copy, clone, export, reproduce, scrape, download, distribute, sublicense, reverse engineer, decompile, disassemble, teach, commercialize, resell, replicate, modify, or otherwise exploit Company systems or proprietary materials without Company's prior written consent.

10Communications and Regulatory Compliance

By providing telephone numbers, email addresses, messaging access, appointment information, communication preferences, or other contact information, you expressly consent to receive operational communications, appointment reminders, onboarding communications, support communications, billing notices, security notices, and marketing communications where permitted by law.

You remain solely responsible for obtaining all legally required customer consents, SMS opt-ins, email permissions, call recording disclosures, privacy notices, healthcare disclosures, advertising disclosures, licensing approvals, and other regulatory authorizations applicable to your business operations. Company shall be entitled to rely upon your representations of compliance without independent verification.

11Artificial Intelligence Systems

Company may provide artificial intelligence chat systems, voice systems, workflow automations, lead qualification systems, scheduling systems, and related technologies. You expressly acknowledge that artificial intelligence systems may generate incomplete, evolving, inaccurate, misunderstood, or imperfect outputs.

You agree to independently review, supervise, validate, and approve all artificial intelligence-generated outputs prior to reliance in material business decisions.

12Third-Party Platforms

Company may rely upon third-party providers including but not limited to Stripe, Google, Zoom, Meta, telecommunications carriers, registrars, hosting providers, cloud providers, and other technology vendors.

Company shall not be liable for outages, throttling, bans, suspensions, API failures, policy changes, verification delays, content removals, payment holds, account restrictions, telecommunications failures, or other disruptions caused by third-party providers.

13Limitation of Liability

To the maximum extent permitted by applicable law, and except to the extent prohibited by law, Company's total cumulative liability arising out of or relating to the Services, these Terms, your access, your communications, your systems, or your use of Company technology shall not exceed the total amount actually paid by you to Company during the six (6) calendar months immediately preceding the event giving rise to the claim.

Under no circumstances shall Company be liable for indirect, incidental, consequential, punitive, exemplary, special, or enhanced damages, including:

• Lost profits
• Lost revenue
• Lost opportunities
• Business interruption
• Reputational harm
• Regulatory penalties
• Tax liabilities
• Third-party losses

14Indemnification

You agree to defend, indemnify, and hold harmless The Clientist, its owners, officers, employees, contractors, affiliates, successors, assigns, agents, and authorized representatives from and against any claims, investigations, regulatory actions, liabilities, damages, settlements, judgments, penalties, costs, and reasonable attorneys' fees to the extent arising out of or relating to your acts, omissions, communications, business operations, compliance failures, customer disputes, unlawful conduct, misuse of Company systems, or violation of these Terms.

15Dispute Resolution

Prior to initiating arbitration, litigation, or other formal proceedings, the parties agree to attempt in good faith to resolve disputes through informal negotiations for a period of fifteen (15) calendar days following written notice of dispute.

If unresolved, all disputes arising out of or relating to these Terms shall be resolved exclusively through final and binding arbitration in Orange County, California, administered at Company's election by either the American Arbitration Association or JAMS under their then-current commercial arbitration rules.

Each party shall initially bear its own attorneys' fees, expert fees, and preparation costs, with administrative and arbitrator fees initially shared equally unless otherwise reallocated by the arbitrator or required by law. The prevailing party shall be entitled to recover reasonable attorneys' fees, expert fees, arbitration costs, and enforcement expenses.

16Force Majeure

Company shall not be liable for delays, interruptions, outages, failures, or inability to perform caused by acts of God, cyberattacks, banking interruptions, telecommunications failures, labor disputes, governmental actions, software failures, natural disasters, civil unrest, public emergencies, or events beyond Company's reasonable control.

17Modifications

Company reserves the right, at any time and in its sole discretion, to modify, amend, supplement, replace, or otherwise revise these Terms. Updated Terms shall become effective upon publication unless otherwise required by law. Continued use of the Services following publication constitutes acceptance of the revised Terms.

18Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to conflict-of-law principles.

19Entire Agreement

These Terms, together with any executed service agreements, proposals, statements of work, invoices, order forms, onboarding documents, amendments, and related written agreements executed by Company, constitute the entire agreement between the parties concerning the subject matter herein.

20Contact Information