Terms & Conditions

ARC provides business operations consulting, the ARC Method framework, and GoHighLevel CRM configuration, automation, and management services. The specific scope, deliverables, timeline, and fees for a paid engagement are defined in a written proposal or SOW, which together with these Terms forms the entire agreement between us. Where an SOW conflicts with these Terms, the SOW controls for that engagement.

You must be at least 18 years old and authorized to enter into a binding agreement on behalf of yourself or the business you represent. Our services are intended for business use, not for personal or household purposes.

• Fees are quoted in Canadian Dollars (CAD) unless stated otherwise, and are exclusive of applicable taxes (GST/HST/PST/VAT).
• Invoices are due on receipt unless the SOW states otherwise. Retainer and monthly management fees are billed in advance.
• Third-party software costs (e.g., HighLevel sub-account, Twilio messaging, Mailgun, integrations) are billed at cost or passed through directly and are your responsibility.
• Late payments accrue interest at 1.5% per month (or the maximum allowed by law) and may result in suspension of services and revocation of access.
• All fees are non-refundable once work has commenced, except as expressly stated in the SOW.

• Provide timely access to the people, accounts, assets, and information required to deliver the services.
• Designate a primary point of contact empowered to make decisions and give approvals.
• Review deliverables and provide feedback within the timelines set in the SOW. Deliverables are deemed accepted if no written objection is received within 7 days.
• Maintain lawful consent for every contact loaded into or messaged through your CRM and comply with A2P 10DLC, CAN-SPAM, CASL, TCPA, PIPEDA, GDPR, and any other laws applicable to your marketing, sales, or customer communications.
• Own the accuracy, legality, and content of any data, creative, offers, or campaigns you provide or approve.

Where ARC provisions a HighLevel (GoHighLevel) sub-account on your behalf, the sub-account is created under our agency and licensed to you for the duration of your engagement.

• Your use of HighLevel is also subject to HighLevel LLC's Terms of Service and Acceptable Use Policy.
• You are responsible for messaging deliverability outcomes (carrier filtering, spam complaints, brand/campaign registration approvals).
• We may suspend messaging or delivery features if we reasonably believe your use is unlawful, unsafe, or damaging to sender reputation.
• On termination, you may request migration of the sub-account to your own HighLevel agency or an export of your data within 30 days. Migration/export services beyond a standard export may be billed at our then-current rates.
• A Data Processing Addendum (DPA) is available on request. See our Privacy Policy for how we handle CRM data.

The ARC Method framework, our website, methodologies, templates, SOPs, workflow blueprints, training materials, and any tools we develop remain our exclusive property. Upon full payment, you receive a non-exclusive, non-transferable, perpetual license to use the specific deliverables produced for you under an SOW solely for your internal business operations.

You retain ownership of your pre-existing materials, your brand assets, and the customer data flowing through your CRM. You grant us a limited license to use those materials only as needed to deliver the services and, unless you object in writing, to reference your business name and logo in our client list and case studies.

Each party will protect the other's confidential information with the same degree of care it uses for its own confidential information and no less than a reasonable standard. Confidential information does not include information that is public, independently developed, or lawfully received from a third party without restriction.

We will perform the services in a professional and workmanlike manner. Except for that limited warranty, all services, deliverables, and content are provided "AS IS" and "AS AVAILABLE" without warranties of any kind, whether express, implied, or statutory, including merchantability, fitness for a particular purpose, non-infringement, uptime, or specific business results.

No results guarantee. We do not guarantee any specific revenue, lead volume, conversion rate, ranking, or business outcome. Results depend on many factors outside our control, including your team, market, offer, and execution.

To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, goodwill, or data, arising out of or related to the services, even if advised of the possibility of such damages.

Our total aggregate liability arising out of or related to the services will not exceed the fees actually paid by you to ARC in the three (3) months immediately preceding the event giving rise to the claim.

You agree to defend, indemnify, and hold harmless ARC and its owners, employees, and contractors from any claims, damages, liabilities, and expenses (including reasonable legal fees) arising from your content, your use of the services, your marketing or messaging campaigns, or your breach of these Terms or any applicable law.

• Fixed-scope engagements run until deliverables are accepted. Ongoing engagements continue month-to-month unless the SOW specifies a term.
• Either party may terminate an ongoing engagement for convenience on 30 days' written notice. Fees earned or committed through the notice period remain due.
• Either party may terminate immediately for material breach that is not cured within 10 days of written notice, or for insolvency.
• We may suspend services immediately if payments are overdue, if we suspect fraud or unlawful use, or if continued service would violate a third-party platform's terms.
• Sections 3, 6, 7, 8, 9, 10, 12, and 13 survive termination.

Our services rely on third-party platforms (including HighLevel, Stripe, Twilio, Mailgun, Zoom, Google, Cloudflare, and AI providers). We are not responsible for outages, changes, pricing changes, or discontinuation of those services. Your use of each third-party service is governed by that provider's own terms.

You agree not to use our services or any provisioned CRM to:

• Send unsolicited messages, spam, or content in violation of anti-spam or telecom laws.
• Promote unlawful, deceptive, hateful, harassing, or fraudulent activity.
• Infringe the intellectual property, privacy, or other rights of any person.
• Distribute malware, attempt to breach security, or interfere with system integrity.
• Sell, resell, or sublicense our deliverables, templates, or the ARC Method framework.

Neither party is liable for delays or failures caused by events beyond its reasonable control, including natural disasters, war, civil unrest, labor disputes, internet or telecom outages, third-party platform failures, or government action.

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles. The parties agree to first attempt to resolve any dispute through good-faith negotiation, and failing that, the courts located in Ontario, Canada will have exclusive jurisdiction.

• Independent contractor: ARC is an independent contractor, not your employee, partner, or joint venturer.
• Assignment: You may not assign these Terms without our written consent. We may assign in connection with a merger, acquisition, or sale of assets.
• Notices: Legal notices must be sent by email to tm.socialbranding@gmail.com with confirmation of receipt.
• Severability: If any provision is unenforceable, the remaining provisions remain in effect.
• No waiver: Failure to enforce any provision is not a waiver of the right to do so later.
• Entire agreement: These Terms plus any signed SOW constitute the entire agreement and supersede prior discussions.
• Updates: We may update these Terms. Continued use of the site or services after posting constitutes acceptance of the revised Terms.

Questions about these Terms?
The ARC Method
Email: tm.socialbranding@gmail.com
Web: arcmethod.ca