Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you," "your," or "user") and UpSurge Pros ("we," "us," "our," or the "Company"). By accessing our website at www.upsurgepros.com, using our services, or engaging with us through any channel—including SMS/text messaging, email, phone, or social media integrations—you agree to be bound by these Terms.

If you do not agree to these Terms, you must immediately discontinue use of our services. We reserve the right to update or modify these Terms at any time. Continued use of our services after changes constitutes acceptance of the revised Terms.

2. Description of Services

UpSurge Pros provides AI-powered automation, CRM management, lead generation, website development, SEO, business reporting, and related digital marketing and technology services. Our services include but are not limited to:

• AI voice calling and SMS/text messaging automation
• CRM setup, pipeline management, and automation workflows
• Lead generation through paid advertising (Google, Meta, YouTube, TikTok, LinkedIn)
• Website design, development, and search engine optimization
• Custom application and dashboard development
• Business intelligence reporting and analytics
• Facebook and Instagram platform integrations for advertising and lead management
• Email marketing automation
• Appointment booking and scheduling automation

3. Eligibility

You must be at least 18 years of age and have the legal authority to enter into a binding agreement to use our services. By using our services, you represent and warrant that you meet these requirements. If you are using our services on behalf of a business or organization, you represent that you have the authority to bind that entity to these Terms.

4. User Accounts & Responsibilities

If you create an account with us or are granted access to any of our platforms, you are responsible for:

• Maintaining the confidentiality of your login credentials
• All activities that occur under your account
• Notifying us immediately of any unauthorized access or use of your account
• Ensuring the accuracy and completeness of information you provide

We reserve the right to suspend or terminate accounts that violate these Terms or engage in fraudulent, abusive, or unlawful activity.

7. Payment Terms

Certain services require payment. By purchasing our services, you agree to:

• Pay all fees associated with the services you select
• Provide accurate and complete billing information
• Authorize us to charge your designated payment method for recurring services

All fees are non-refundable unless otherwise stated in a separate service agreement. We reserve the right to modify pricing with 30 days' advance notice. Failure to pay may result in suspension or termination of services.

8. Intellectual Property

All content, materials, software, designs, logos, trademarks, and intellectual property on our website and within our services are owned by or licensed to UpSurge Pros. You may not:

• Copy, reproduce, distribute, or create derivative works from our content without prior written consent
• Use our trademarks, logos, or branding without authorization
• Reverse engineer, decompile, or attempt to extract source code from our software or tools

Upon full payment, you retain ownership of custom content, websites, and materials we create specifically for your business, unless otherwise specified in a separate agreement.

9. Prohibited Uses

You agree not to use our services to:

• Send unsolicited or unauthorized SMS/text messages, spam, or phishing communications
• Violate any applicable local, state, national, or international law or regulation
• Infringe upon the intellectual property rights of others
• Transmit malware, viruses, or any other harmful code
• Engage in fraudulent, deceptive, or misleading activities
• Harass, abuse, or harm another person or entity
• Interfere with or disrupt the integrity of our services or systems
• Collect or harvest personal data of others without their consent
• Violate Meta's Platform Terms or any other third-party platform policies

10. Disclaimer of Warranties

OUR SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT:

• Our services will be uninterrupted, timely, secure, or error-free
• The results obtained from our services will be accurate or reliable
• Any specific results, leads, sales, or revenue will be achieved through our services

Marketing, advertising, and lead generation results vary based on numerous factors including industry, market conditions, budget, and competition. Past performance does not guarantee future results.

11. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, UPSURGE PROS AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, WHETHER ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OUR SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO UPSURGE PROS DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

12. Indemnification

You agree to indemnify, defend, and hold harmless UpSurge Pros and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to:

• Your use of our services
• Your violation of these Terms
• Your violation of any applicable law or regulation
• Your violation of any third-party rights
• Any content or data you provide through our services

13. Termination

We may terminate or suspend your access to our services at any time, with or without cause, and with or without notice. Upon termination:

• All rights and licenses granted to you under these Terms will immediately cease
• You must immediately stop using our services
• We may delete your account and associated data, subject to our data retention obligations
• Any outstanding payment obligations will survive termination

You may terminate your use of our services at any time by contacting us. Termination does not relieve you of any payment obligations incurred prior to termination.

14. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law provisions. Any disputes arising out of or related to these Terms shall be resolved through:

• Negotiation: The parties shall first attempt to resolve any dispute through good-faith negotiation.
• Mediation: If negotiation fails, the parties agree to mediate the dispute before pursuing other remedies.
• Arbitration or Litigation: If mediation is unsuccessful, either party may pursue binding arbitration or litigation in the courts of the State of Florida.

15. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

16. Entire Agreement

These Terms, together with our Privacy Policy and any separate service agreements, constitute the entire agreement between you and UpSurge Pros regarding the use of our services, superseding all prior agreements, communications, and understandings.

17. Contact Us

If you have any questions about these Terms of Service, please contact us:

• Company: UpSurge Pros
• Email: support@upsurgecrmpros.com
• Phone: (833) 938-3228
• Website: www.upsurgepros.com