1. Acceptance of Terms

These "Terms of Service" govern your use of the software and services provided by Congruent Creations. This agreement between you and Congruent Creations incorporates our privacy policy. By using any software or services provided by Congruent Creations (the “Services”), you are agreeing to be bound by the terms of this Agreement.

We reserve the right to change these Terms from time to time. When we make any changes to our Terms, we will notify you of such changes. You acknowledge and agree that it is your responsibility to periodically review this Site and these Terms. Your continued use of this Site and Services after such modifications will constitute acknowledgment and acceptance of the modified Terms.

As used in these Terms, references to our “Affiliates” include our owners, licensees, assigns, subsidiaries, affiliated companies, officers, directors, suppliers, partners, sponsors, advertisers, and (without limitation) all parties involved in creating, producing, and/or delivering this Site and/or contents and Services available on this Site.

BY USING THIS SITE AND SERVICES ON THIS SITE, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, PLEASE EXIT THE SITE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THIS SITE, PRODUCTS, SERVICES OR SERVICES AVAILABLE ON THIS SITE, OR THESE TERMS, IS TO CEASE USING THE SITE AND/OR THOSE PARTICULAR PRODUCTS, SERVICES OR SERVICES. THESE TERMS ARE EFFECTIVE ONCE YOU CLICK THE ‘I AGREE’ BUTTON BELOW.

2. Services

Congruent Creations provides a variety of product integrations and services for users on our Site, which you may subscribe to through our Site.

a. Client Requirements

Within the first 30 days of service, all clients must provide a minimum of 100 photos related to their business and a list of 1,000 valid names and phone numbers given in a CSV file format and uploaded into our contact section. Access to all website assets, including website hosting, domains, Yelp, Google business profiles, and any other required online listing, is also necessary. Failure to grant access to these assets may result in the cancellation of the customer's subscription without a refund, voiding all guarantees stated.

b. Temporary Interruptions

You understand and agree that temporary interruptions of the Site may occur. You also understand and agree that we have no control over the third-party networks or services that we may use to provide you with Services. You agree that the Services available on this Site are provided “AS IS” and that we assume no responsibility for the timeliness, deletion, mis-delivery, interruption, or failure to store any user communications or personalization settings.

c. Right to Modify the Services

We reserve the right to implement new elements as part of the services, including changes that may affect the previous mode of operation of the Services. We believe that any such modifications will enhance the overall Services, but it is possible that your opinion may vary.

d. No Contingency on Future Releases and Improvements

You understand that your purchase of the Services on our Site is not contingent on the delivery by us of any future release of any functionality or feature, including, without limitation, the continuation of a certain service beyond its current subscription term or third-party services or dependent on any public comments we make regarding any future functionality or feature.

3. Payments and Fees

If you choose to purchase one or more of the Services provided on our Site, you agree to pay all fees associated with the Services. Our monthly subscription provides tiered pricing for different levels of services and products based on the services you choose to use. In addition to our monthly subscription services, you may purchase add-in services for a one-time fee or recurring subscription fees. Fees may change from time to time.

Any charges incurred by your purchase or use of the Services will be billed to the credit card we have on file. In the event you sign up for a Service that is ongoing and incurs reoccurring charges (such as a subscription), such charges will be billed in advance of service. You agree to provide us with accurate and complete billing information, including valid credit card information, your name, address, and telephone number, and to provide us with any changes in such information within 10 days of the change.

We are providing you with a Twilio account that will be charged to your card on a separate invoice with the following rates: Text: $0.019 per 140-character segment; each email: $0.004 ea. Local Voicemail: $0.05 ea. Toll-Free Number: $5 ea. Toll-Free Minutes: $0.09 ea. Toll-Free VM: $0.09 ea. Local Number: $2.00 ea. Local Minutes: $0.027 ea.

b. Overdue Amounts

If, for any reason, your credit card declines or otherwise refuses to pay the amount owed for the Services you have purchased, you agree that we may suspend or terminate performance of Services or delivery of products and may require you to pay any overdue amounts incurred (including any third-party chargeback fees or penalties) by other means acceptable to us. In the event legal action is necessary to collect on balances due, you agree to reimburse us for all expenses incurred to recover sums due, including attorney fees and other legal expenses.

c. All Subscriptions are non-refundable

Except as described below, all fees paid for the Services provided on our Site are non-refundable, and no prorated refunds or credits will be offered for partially used subscriptions. However, if we issue a refund or credit in one instance, we are under no obligation to issue the same refund or credit in the future.

We reserve the right to issue refunds or credits at our sole discretion in the following situations:

Where we materially modify Terms of Service or Privacy Policy during a billing period and such modification adversely affect you, we may refund a portion of your subscription fee equal to the remaining unused term, as we determine appropriate or as may be required by applicable law. To be eligible for a refund, you must provide written notice which must (a) identify your account and (b) request cancellation of the specific Service. The cancellation will be effective upon our receipt of your notice and our determination that you are authorized to effect such cancellation. Please refer to the section, “How to Send Notices to Congruent Creations,” below on how to provide notice to us.

As noted in the section, “Services,” where a modification or interruption adversely affects you and alternative remedies as specified in our Terms of Service are not available, we may refund a portion of your paid subscription fee equal to the remaining unused term of your subscription, as we determine appropriate or as may be required by applicable law.

4. Site Conduct, Posting Policies & Third-Party Websites

a. User-Created Content Guidelines

You are solely responsible for your comments and posts on the Site. You agree not to post unlawful, threatening, abusive, harassing, defamatory, or fraudulent content.

b. User Customization

Congruent Creations platform may be modified by users, but users are responsible for copyright and intellectual property concerns.

c. No Endorsement

Congruent Creations does not endorse or assume liability for user-submitted material.We reserve the right to remove postings that violate our terms or are harmful, objectionable, or inaccurate.

d. Third-Party Sites and Information

We are not responsible for the content or policies of third-party websites linked to or referenced on our site.

e. Promotions

We assume no liability for correspondence or promotions with third-party advertisers.

f. Electronic Communication

When you enroll in the online service, you must designate a primary email address for electronic communication.We may use this email address to provide notices and updates regarding your account.

5.Congruent Creations Intellectual Property

a. ContentFor purposes of these Terms, “content” is defined as any information, communications, software, published works, photos, video, graphics, music, sounds, or other material that can be viewed by users on our Site and is owned by Congruent Creations or its Affiliates.b. Ownership of ContentBy accepting these Terms, you agree that all content presented to you on this Site is protected by any and all intellectual property and/or other proprietary rights available within the United States and is the sole property of Congruent Creations or its Affiliates.All custom graphics, icons, logos, and service names are registered trademarks or service marks of Congruent Creations or its Affiliates. All other trademarks or service marks are property of their respective owners. Nothing in these Terms of Use grants you any right to use any trademark, service mark, logo, and/or the name of Congruent Creations or its Affiliates.A third-party website may feature our logos or trademarks, with or without authorization. Our logs or trademarks featured in any third-party website do not constitute or imply any approval, sponsorship, or endorsement of Congruent Creations.Certain of the ideas, software, and processes incorporated into the Services available on this Site are protected by patent applications pending in the United States, and we intend to prepare and file additional patent applications in selected foreign jurisdictions.c. Limitations on Use of ContentExcept for a single copy made for personal use, you may not copy, reproduce, modify, republish, upload, post, transmit, or distribute any content from this Site in any form or by any means whatsoever without prior written permission from us. Any unauthorized use of Site content violates our intellectual property interests and could result in criminal or civil penalties.d. No warranty for Third-Party InfringementNeither we nor our Affiliates warrant nor represent that your use of materials displayed on or obtained through this Site will not infringe the rights of third parties.

6. Content You Create

a. Your Intellectual Property RightsYou own and retain all rights to your data and your code for customizing Congruent Creations platform. You grant us and our applicable third partiesthe right to use your data as necessary to provide the Services to you and as permitted by this Agreement and our Privacy Policy. If you are using the Services on behalf of another party, then you represent and warrant that you have all sufficient and necessary rights and permissions to do so. Subject to the limited license granted, we acquire no right, title or interest from you or your licensors under this Agreement.We respect the intellectual property rights of others, and we ask you to do the same. In instances where we are notified of alleged infringement, Congruent Creations or User Content through our Designated Agent, a decision may be made to remove access or disable access to such materials in compliance with the safe harbor provisions of the Digital Millennium Copyright Act, 17 U.S.C. § 512(c). We may also make a good-faith attempt to contact the person who submitted the affected material so that they may make a counter-notification.If you believe that you or someone else’s copyright has been infringed by Congruent Creations or User Content provided on this Site, you (or the owner or rights holder, collectively, “Rights Holder”) should send a notification to our Designated Agent immediately. Prior to sending us notice, the Rights Holder may wish to consult a lawyer to determine their rights and legal obligations under the DMCA and any other applicable laws. Nothing here or anywhere on this Site is intended as a substitute for qualified legal advice. To file a Notice of Infringing Material, we ask that the Rights Holder provide the following information:Reasonably sufficient details about the nature of the copyrighted work in question, or, in the case of multiple alleged infringements, a representative list of such works. This should include the title(s), author(s), any U.S. Copyright Registration number(s), URL(s), etc. Reasonably sufficient details to enable us to identify and locate the material that is allegedly infringing the Rights holder's work (for example, file name or URL of the page(s) that contain the material);The Rights Holder’s contact information so that we can contact them (including, for example, the Rights Holder’s address, telephone number, and email address);A statement that the Rights Holder has a good faith belief that the use of the material identified above in 2 is not authorized by the copyright owner, its agent, or the law;A statement, under penalty of perjury, that the information in the notification is accurate and that the Rights Holder is authorized to act on behalf of the copyright owner; andThe Rights Holder’s electronic signature.Notice may be sent to: By e-mail: [email protected]. Counter-NotificationIf material that you have posted to our Site has been taken down, you may file a counter-notification that contains the following details:Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;A statement, under penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material in question;Your name, address and telephone number A statement that you consent to the jurisdiction of the federal district court in the state of Texas and that you will accept service of process from the person who provided notification in compliance with section 512 (c)(1)(C) of the DMCA, or an agent of such person.Your physical or electronic signature.c. Notice may be sent to:By e-mail: [email protected] also acknowledge and agree that upon receipt of a notice of a claim of copyright infringement, we may temporarily or permanently remove the identified materials from our site without liability to you or any other party.d. Submission of IdeasOur Site may include a platform through which users may submit ideas to use for new products, services, and/or related features (each an “Idea”). By submitting an idea to Congruent Creations, you agree to the following, unless we have mutually agreed in writing otherwise:You are submitting your Idea to Congruent Creations on a voluntary, non-confidential and gratuitous basis. You grant Congruent Creations and its designees a perpetual, irrevocable, non-exclusive, fully-paid-up and royalty-free license to use any Idea you submit to Congruent Creations without restrictions, payment or other consideration of any kind, or permission or notification to you or any third party. The license includes, without limitation, the irrevocable right to reproduce, prepare derivative works, combine with other works, alter, translate, distribute copies, display, perform, license the Idea, and all rights therein.

Congruent Creations may already be working on the same or a similar Idea, or it may have received a similar or identical Idea from other sources;To the best of your knowledge, the Idea represents your own original work, you have all necessary rights to disclose the Idea to Congruent Creations, and neither your disclosure of the Idea nor Congruent Creations’ review and/or use of the Idea will infringe upon the rights of any other individual or entity;Disclosing your Idea to Congruent Creations does not establish a confidential relationship or obligate Congruent Creations to treat the Idea as confidential;Congruent Creations has no obligation to develop or use your Idea and does not owe you or anyone else any compensation for any use of your Idea or any Ideas that are related to or derived from your Idea;Congruent Creations assumes no obligation with respect to any Idea unless and until it enters into a written contract with you, and then only as expressed in such written contract;If your Idea is the subject of a patent that is pending or has been issued, you have or will disclose that fact to Congruent Creations. Congruent Creations acknowledges that to the extent you hold a patent in the Idea, no license under any patent is granted herein to Congruent Creations;Any license to use a patented Idea shall be in the form of a written contract, and Congruent Creations’ obligations shall be limited to only those in such written contract;Congruent Creations is not obligated to review your Idea, give reasons for rejecting your Idea, or disclose any activities that are related to the subject matter of your Idea;You will not construe Congruent Creations’ review of your Idea, or any discussion, negotiations or offer between yourself and Congruent Creations relating to the possible purchase or license of your Idea, as recognition of the novelty, originality, priority, other rights, or value of your Idea, and Congruent Creations’ discussions or negotiations with you will not in any way impair Congruent Creations’ right to contest the validity or infringement of your rights;You hereby irrevocably release and forever discharge Congruent Creations from any and all actions, causes of actions, claims, damages, liabilities and demands, whether absolute or contingent and of any nature whatsoever, which you now have or hereafter can, shall or may have against Congruent Creations or its respecting successors and assigns with respect to the Idea, including without limitation in respect of how Congruent Creations directly or indirectly uses the Idea, with the sole exception in respect of the foregoing release and discharge being your right to bring a claim of patent infringement; andYou agree that you are responsible for the content of the Idea and further agree (at Congruent Creations’ option and at your sole expense) to defend, indemnify, and hold Congruent Creations harmless from any and all actions, claims, and liabilities, demands, whether absolute or contingent and of any nature whatsoever, damages, losses, costs, fees, fines or expenses, including reasonable attorneys’ fees, which Congruent Creations may incur as a result of, use of, or are related to your Idea and anything contained therein in accordance with these Terms of Service.