KYC Strategies, LLC

Master Terms of Service

Universal Terms governing all Order Confirmations

Version: 2.0 (Master Universal)

Last Updated: June 11, 2026

Provider: KYC Strategies, LLC · Cumming, Georgia 30040 · info@kycstrategies.com · (+1) 678-203-8954

These Master Terms of Service (this “Agreement”) apply to every engagement between KYC Strategies, LLC and its clients. Each individual engagement is set out in a separate Order Confirmation (also referred to as an order form), which references and incorporates this Agreement by link or reference. You do not need to receive a separate copy of these Terms with each order form; by signing or otherwise accepting an Order Confirmation, you agree to the version of these Terms in effect on the date of that Order Confirmation.

1Acceptance of Terms

These Terms apply to all services provided by KYC Strategies, LLC (“we,” “us,” “our,” or “KYC Strategies”) to you (“Client” or “you”). By signing or otherwise accepting an Order Confirmation, you accept these Terms. Each Order Confirmation incorporates these Terms by reference, and together they form the complete agreement between us with respect to the services described in that Order Confirmation.

You must be at least 18 years of age and have the legal authority to enter into contracts. If you are entering into this Agreement on behalf of a company or other entity, you represent that you have the authority to bind that entity, and “you” refers to that entity.

1.1 Electronic Acceptance

The parties agree that, where permitted by applicable law, an electronic signature, click-through acceptance, a checked acceptance box, written approval by email, payment of the applicable invoice, or continued use of the Services after receipt of an Order Confirmation may each constitute acceptance of that Order Confirmation and these Terms. This applies whether acceptance is captured through a signing service (such as DocuSign or PandaDoc), a payment processor, an email approval, or a payment link.

For any Order Confirmation containing a minimum term, a revenue-share obligation, a non-refundable setup fee, or another material payment commitment, acceptance requires a written or electronic signature, a checked acceptance box, written email approval, or payment of the applicable invoice; continued use of the Services alone is not sufficient to accept such an Order Confirmation.

Payment of any invoice issued in connection with an Order Confirmation - including a setup fee, deposit, first monthly fee, data fee, or other initial payment - constitutes acceptance of that Order Confirmation and these Terms.

1.2 Version Control

These Terms are versioned. The version number and “Last Updated” date shown at the top of these Terms identify the version in effect. The version in effect on the Effective Date of an Order Confirmation governs that Order Confirmation, and later changes do not apply retroactively unless both parties agree in writing.

KYC Strategies may maintain the current version of these Terms at its standard Terms of Service page and may preserve prior versions through internal records, archived copies, exported PDFs, website revisions, or other commercially reasonable version-control methods. Each Order Confirmation may identify the applicable version number and Last Updated date. In the event of a dispute over which version applies, the version identified in the applicable Order Confirmation, together with KYC Strategies’ retained records, will control absent clear evidence of error.

2Definitions

Capitalized terms used in an Order Confirmation but not defined there have the meaning given here. Additional defined terms may appear in the relevant sections below.

Order Confirmation controls. If an Order Confirmation contains terms that are more specific than these Terms - including as to payment timing, minimum term, the Qualified Meeting or Qualified Prospect definition, revenue-share percentage, data costs, ownership of advertising accounts, or the liability cap - the Order Confirmation controls for that Engagement, even if it does not expressly state that it is overriding these Terms.

• “Order Confirmation” - the order form or statement of work executed by the parties that describes a specific engagement, including services, pricing model, fees, term, and any special stipulations.
• “Services” - the marketing, sales-development, training, and related services described in your Order Confirmation, which may include cold calling/appointment setting, SEO, paid media, social-SEO, lead tracking and attribution, training, and related work.
• “Engagement” - the relationship created by an Order Confirmation and these Terms for the duration of its Term.
• “Calling Hours” - the contracted hours of cold calling and appointment-setting activity for a retainer/package Engagement, as stated in the Order Confirmation.
• “Qualified Prospect” - an individual, company, account, or opportunity that satisfies the qualification criteria agreed by KYC Strategies and Client in the applicable Order Confirmation. Qualified Prospect criteria are engagement-specific and may include, without limitation, target industry, geography, company size, revenue, employee count, title or role, decision-making authority, buyer intent, timing, budget, service need, exclusions, or other ICP criteria. Unless expressly stated in the applicable Order Confirmation, no generic or universal Qualified Prospect definition applies across all Engagements.
• “Qualified Meeting” - a meeting, appointment, sales call, consultation, demo, estimate, discovery call, or other scheduled interaction that satisfies the Qualified Meeting criteria agreed by KYC Strategies and Client in the applicable Order Confirmation. Qualified Meeting criteria are engagement-specific and may include, without limitation, the required attendee type, show-up requirement, title or role, company/account fit, service need, geography, timing, exclusions, reschedule/no-show treatment, verification method, and any other billing criteria. Unless the applicable Order Confirmation states otherwise, a Qualified Meeting is billable only if the prospect actually attends.
• “Qualifying Lead” - for SEO, paid-media, and revenue-share Engagements, a prospect or inquiry whose origin is attributed, through the lead-tracking and attribution infrastructure, to a channel generated or operated by KYC Strategies (organic search, AI search, GEO/AEO/LLM-optimized content, forum/community SEO, social-SEO, or KYC-operated paid campaigns).
• “Client Materials” - any content, data, lists, brand assets, or materials you provide to us for use in delivering the Services.
• “Work Product” - the deliverables we create specifically for you under an Order Confirmation, as further described in Section 12.
• “Total Contract Value” or “TCV” - for revenue-share Engagements, the total gross contract value, subscription value, project fees, implementation fees, recurring fees, and other amounts payable by the sourced customer under the applicable customer agreement, before deductions for taxes, payment-processing fees, fulfillment costs, commissions, refunds, or chargebacks, unless the Order Confirmation states otherwise.

3Services Overview

We provide marketing and sales-development services as described in your Order Confirmation, which may include any combination of the following:

• Outbound cold calling and appointment setting, including list building, data enrichment, talk-track development, objection handling, qualification, and meeting booking (Section 5);
• A done-with-you cold call training program that builds your in-house outbound function and transfers a documented playbook to your team (Section 4.3);
• Search engine optimization (SEO), including organic, local, AI/generative search, forum/community SEO, and social-SEO (Section 6);
• Paid-media and social activity operated in support of lead generation and search visibility (Section 7);
• Lead tracking, attribution, analytics, and reporting; and
• Related marketing, research, and market-intelligence services.

Not every Service applies to every Engagement. The Services actually provided, and the pricing model that applies, are defined in your Order Confirmation.

No exclusivity. Unless expressly stated in the applicable Order Confirmation, nothing in this Agreement prevents KYC Strategies from providing services to other clients, including clients in the same or similar industries, markets, or geographic areas, provided KYC Strategies does not use or disclose your confidential information.

4Engagement & Pricing Models

KYC Strategies offers several engagement and pricing models. Your Order Confirmation identifies which model applies, and states the actual fees, hours, contact volumes, term length, and billing cadence. The table below summarizes how each model is structured; the dollar figures and volumes shown anywhere in these Terms are illustrative defaults only and are always superseded by your Order Confirmation.

4.1 Retainer / Package Engagements

Retainer/package Engagements provide a defined monthly allocation of Calling Hours, contact-list building and enrichment volume, and - depending on the tier - analytics, reporting, market trends, competitive intelligence data, and periodic cold-call consulting. The applicable tier, monthly fee, any setup fee, included Calling Hours, contact volume, and minimum term are stated in the Order Confirmation. Where an Engagement carries a minimum term, Section 9 (Term and Termination) governs early termination. KYC Strategies Retainer / Package Engagements is the only offering that provides market research or competitive intelligence data reports inclusively, outside of any existing promotions or discounts.

4.2 Performance-Based / Pay-Per-Meeting Engagements

Under a performance-based Engagement, there is no retainer and you pay a fixed fee per Qualified Meeting, with the Qualified Prospect, Qualified Meeting, ICP, exclusions, show-up requirements, verification methods, and billing rules defined in the applicable Order Confirmation. The per-meeting fee may vary based on the difficulty of the target ICP (for example, common decision-influencer titles versus senior, niche decision-makers). The following rules apply to all performance Engagements unless the Order Confirmation states otherwise:

• A meeting is billable only if it meets the ICP/qualification criteria in the Order Confirmation and the prospect attends. Vanity bookings and no-shows are not billable.
• Meetings are verified through call notes, call recordings, and/or calendar confirmations provided to you.
• Meetings booked during a calendar month are invoiced at month-end. Meetings forward-booked into a following month may be billed in advance on the current invoice; any that subsequently fail to meet criteria or no-show are refunded or applied as a credit on the next cycle.
• We are not responsible for ensuring that a Qualified Prospect facilitates access to any further decision-maker after the initial meeting where the prospect is not themselves the final decision-maker. The qualification criteria exist to classify meetings for billing purposes.

4.3 90-Day Cold Call Training (Done-With-You)

The training program is a fixed-scope, operator-led engagement (typically approximately 120 hours delivered as 40 hours per month over three months) that builds your outbound cold calling function and transfers ownership of a documented system to your team. Deliverables you keep are set out in Section 12. The following terms apply to training Engagements:

• The program is delivered under this Agreement and the applicable Order Confirmation. Start date is typically scheduled within two weeks of signing.
• Software and tech-stack costs (dialer, CRM, data, and similar) are not included and are the Client’s responsibility.
• Travel and on-site time, if required, are itemized separately and agreed before booking.
• Fees may be paid monthly across the program or paid in full at signing; an upfront-payment discount, where offered, is stated in the Order Confirmation.
• Outcome targets stated in program materials are objectives, not guarantees. Section 14 (Disclaimers) applies.

4.4 Revenue-Share Engagements

Revenue-share Engagements are reserved for Clients we have vetted and accepted into the model; acceptance is at KYC Strategies’ sole discretion and may be withdrawn if the ICP, offer, or messaging materially changes during the Engagement. A revenue-share Engagement combines a recurring data/tooling fee (covering the mobile/email data pool, dialer infrastructure, list enrichment, and supporting software) with a share of the Total Contract Value of closed-won deals sourced from meetings we book. You agree to notify us of closed-won deals sourced from our meetings within the timeframe stated in the Order Confirmation and to provide supporting documentation on request. The recurring fee, the revenue-share percentage, the reporting obligations, and payment timing are set out in the Order Confirmation.

Revenue-share records and audit. For any revenue-share Engagement, you will maintain complete and accurate records sufficient to verify sourced opportunities, closed-won deals, contract value, collections, refunds, cancellations, and revenue-share amounts owed. Upon reasonable notice, and no more than once per calendar quarter unless a discrepancy is found, KYC Strategies may review the relevant records solely to verify amounts owed. If an audit reveals an underpayment of more than five percent (5%), you will promptly pay the shortfall and reimburse KYC Strategies’ reasonable audit costs. Invoices for underpayment not received within thirty (30) days of the date of the audit accrue a late charge of one and one-half percent (1.5%) per month (eighteen percent (18%) annualized), or the maximum rate permitted by Georgia law if lower.

Revenue-share tail. Unless the applicable Order Confirmation states otherwise, KYC Strategies remains entitled to revenue-share payments on any opportunity, customer, or account first sourced, introduced, booked, or materially advanced by KYC Strategies during the Engagement if that opportunity closes within twelve (12) months after the termination or expiration of the applicable Order Confirmation.

An opportunity is considered sourced by KYC Strategies if it originated from KYC’s outbound, SEO, paid-media, social-SEO, attribution, referral, tracking, or campaign activity, or if KYC booked, introduced, identified, qualified, reactivated, or materially advanced the opportunity.

Revenue-share obligations, reporting obligations, recordkeeping obligations, audit rights, and payment obligations for sourced opportunities survive termination or expiration of the applicable Order Confirmation.

4.5 SEO & Digital Marketing Engagements

SEO and digital-marketing Engagements are governed by Sections 6 and 7 in addition to these payment and term provisions. The fee structure (retainer, milestone-based, or otherwise) is defined in the Order Confirmation.

4.6 Data & List Costs

Across all models, the cost of mobile and email contact data for your target lists is the Client’s responsibility unless your Order Confirmation states that data is included, or unless your own data vendor has been pre-approved by KYC Strategies in advance. The data providers KYC Strategies approve of, by default, are Wiza, Upcell, Datagma, Nimbler, RocketReach, and Forager. Where we source data on your behalf, we may issue a separate invoice for data enrichment or list building before calling on a given list begins, and calling on that list will not start until the data invoice is paid in full. Typical data costs fall within volume-based buckets (for example, on the order of a few hundred dollars per five hundred to one thousand contacts, scaling with volume); final pricing varies based on the data vendors used and is confirmed before the data is purchased.

Bring-your-own-list. If you already have your own contact list and data and your data vendor passes our quality review (the same standard we hold our own vendors to), we may add a defined number of additional Calling Hours to your package at no extra cost, as described in the Order Confirmation. Pre-approval of your data is required.

4.7 Out-of-Scope Work and Change Orders

Any work outside the scope of the applicable Order Confirmation - including additional campaigns, landing pages, revisions, integrations, reporting, meetings, research, content, development work, or platform support - requires a written change order or a separate Order Confirmation and may be billed separately. We are not obligated to begin out-of-scope work until it has been agreed in writing.

5Cold Calling Services

This Section applies to all Engagements that include outbound cold calling or appointment setting. It governs how the calling Service is staffed, built, executed, measured, and reported, and how Qualified Meetings are defined and handled.

5.1 Team and Account Management

Cold calling is performed by senior business development representatives. Engagements are managed directly by KYC Strategies’ founder or his designated lead, who oversees strategy, quality assurance, escalations, and review. We do not subcontract calling to junior or offshore callers unless expressly agreed in writing in the Order Confirmation.

5.2 List Building and Data Enrichment

Unless you provide an approved list, we work with your stakeholders to define your ideal customer profile (ICP), build a targeted company and contact list, and enrich contacts with mobile data, email data, company data, contact data, or any combination thereof that is needed to optimally execute our Services. Contact volume is scaled to your package or Order Confirmation. Data sourcing and costs are governed by Section 4.6.

5.3 Talk Tracks, Objection Handling, and Qualification

We develop a value-statement framework, opener scripts, title-based angles, and an objection library tuned to your product, ICP, and market, together with a qualification framework used to classify prospects. These assets are refined on an ongoing basis as we gather live-call data. Ownership of these assets on completion is governed by Section 12.

5.4 Dialer, Connect Rates, and Call Recordings

We configure and operate dialer infrastructure (which may include AI-assisted parallel dialing) intended to maximize live conversations per hour. Calls may be recorded for quality assurance, coaching, and verification, subject to applicable law (see Section 16). Where included in your tier, we provide analytics and reporting covering dials, connects, conversations, and meetings booked.

5.5 Performance Target and Re-Optimization

We aim for a benchmark of approximately one Qualified Meeting per one to two hours of calling per representative, depending on ICP difficulty and market. This benchmark is a performance target, not a guarantee. If meetings-per-hour falls below the target, we will use commercially reasonable efforts to re-optimize the Engagement, which may include tuning the list, talk track, objection handling, qualification, and dialer settings. The target is an operational benchmark, not a contractual commitment or guarantee of any specific outcome. Section 14 (Disclaimers) governs the absence of guaranteed results.

5.6 Qualified Meetings: Criteria, Show-Up, and No-Shows

For performance-based Engagements, a meeting is billable only if it satisfies the Qualified Meeting criteria stated in the applicable Order Confirmation, including any agreed ICP criteria, attendee requirements, exclusions, verification methods, and show-up requirements. The following apply:

• Meetings that do not meet the agreed ICP or Qualified Meeting criteria in the applicable Order Confirmation are not billable.
• No-shows are not billable; where a no-show was billed in advance (for forward-booked meetings), it is refunded or credited on the next cycle.
• Meetings are verified through call notes, recordings, and/or calendar confirmations.
• Meeting status and progress is communicated through a spreadsheet or a dashboard provided by KYC Strategies.
• You own the prospect relationship from the moment the meeting is booked; there are no handoffs or additional fees to take over the relationship.
• Meetings that need nurturing over a period of longer than 30 days are not handled by KYC Strategies
• Meetings that need rescheduling assistance or nurturing within a 30 day period from the time of engagement are supported by KYC Strategies on an as-needed basis.

5.7 Research and Market Intelligence

Where agreed, a portion of Calling Hours may be used to gather market intelligence (for example, competitive intel, vendor-stack mapping, decision-maker org charts, buyer pain points, and product-market-fit signals). Any such research deliverables are provided as part of the Engagement on the terms stated in the Order Confirmation. Outside of any existing promotions, discounts, or offers that are defined in the Order Confirmation, research and market intelligence reports are only provided for our Retainer / Package Engagements (see Section 4.1).

5.7 List Exhaustion and Replacement

"Callable Prospect" means a contact on a list who is not designated in KYC Strategies' dialer with any of the following statuses: Do Not Call Registry, Virtual Assistant, Uncallable, or Disabled Prospect.

A list is deemed "Exhausted" when each Callable Prospect on that list has received eight (8) call attempts. Upon exhaustion, KYC Strategies will provide you with a dialer report evidencing the call attempts and prospect statuses, which will serve as sufficient verification of exhaustion absent clear evidence of error.

Once a list is Exhausted, a new list must be purchased or provided in order to continue the Engagement, regardless of the engagement model or calling plan selected. Replacement list and data costs are governed by Section 4.6 (Data & List Costs), and calling will not resume until the replacement list is available and any associated data invoice is paid in full. Any delay in purchasing, approving, or providing a replacement list is a Client Delay under Section 10.1 and does not pause, extend, or reduce fees, minimum terms, billing cycles, or payment obligations.

6SEO Services

Where your Order Confirmation includes SEO, we may execute a multi-channel program designed to drive inbound, attributable leads. Depending on scope, this may include:

• Traditional organic search optimization (e.g., Google, Bing): keyword research, content production, on-page and technical SEO, internal linking, schema markup, and link strategy;
• Local SEO: Google Business Profile optimization, citation building, review strategy, and geo-targeted content;
• AI/generative search optimization (GEO/AEO/LLM): structuring content so it can be surfaced and cited by AI-powered search products and assistants;
• Forum and community-based SEO (including platforms such as Reddit where strategically aligned with your topical authority);
• Social-SEO: content and profile activity on social platforms specifically designed to support your search visibility. Social-SEO executed by KYC is distinct from, and does not include, your own day-to-day social media management, which is out of scope unless expressly added in the Order Confirmation;
• Lead tracking and attribution infrastructure (see Section 6.1); and
• Monthly reporting covering rankings, traffic, leads, and attribution.

6.1 Lead Tracking and Attribution

To make each lead’s source identifiable, we may build and maintain attribution infrastructure such as lead-capture forms with hidden source/campaign fields, UTM parameters, source-specific landing pages, dynamic number insertion or dedicated call-tracking numbers, and CRM source-tagging. You agree not to disable, remove, modify, or materially interfere with this infrastructure without our prior written consent, which will not be unreasonably withheld for legitimate technical upgrades or platform migrations. This Section 6.1 supports attribution and reporting; it does not, by itself, create any revenue-share or commission obligation - those apply only where the Order Confirmation expressly adopts a revenue-share model under Section 4.4.

7Paid Media & Social-SEO Support

Where your Order Confirmation includes paid-media or social activity in support of lead generation and search visibility, the following boundaries apply. These rules govern who funds and owns campaigns, what platform access you grant us, and what we will and will not do with that access.

7.1 Scope and Funding

Paid campaigns may include search, social, video, programmatic display, and paid placements across emerging AI-powered ad platforms (for example, Google Ads, Meta Ads, YouTube, TikTok, X, and LinkedIn). The Order Confirmation states whether paid media is in scope and how it is funded:

• Client-funded campaigns: you fund the ad spend and platform fees; we plan, build, manage, and report on the campaigns under the agreed fee.
• KYC-funded campaigns: where the Order Confirmation expressly provides, we may, at our election and our cost, fund and operate campaigns to benefit you, in which case you are not invoiced for that media cost.

7.2 Account Ownership

Campaigns may run in either (i) advertising accounts owned and funded by KYC Strategies, in which case we retain ownership of and administrative control over the account, campaign data, tracking pixels, audiences, lookalike models, creative assets, and campaign structures, and your rights are limited to receiving performance reporting; or (ii) advertising accounts owned by you, in which case we operate them under license and you retain ownership. Which applies is stated in, or follows from, the Order Confirmation.

7.3 Platform Access You Grant

As a condition of running paid or social-SEO activity, you agree, on request, to grant us the minimum administrative or functional access reasonably necessary to plan, launch, operate, optimize, and report on the activity. Covered platforms may include, without limitation, Meta Business Suite (Facebook and Instagram), Google Ads, Google Business Profile, YouTube, TikTok Ads Manager, X (Twitter) Ads, LinkedIn Campaign Manager, directory-listing accounts, and the email domain/DNS settings necessary for ad-related authentication. This access is a license for the duration of the Engagement and is revocable only as permitted by this Agreement.

7.4 Boundaries on Our Use of Access

We will use platform access solely to execute and support the Services, will comply with applicable platform terms of service, and, in exercising that access, will not, without your prior consent:

• remove your ownership-level access to your own accounts;
• change account-recovery information without notice;
• transfer ownership of accounts that you own;
• delete material assets; or
• publish materially false, unlawful, or misleading content.

7.5 Material Claims and Approvals

We may make routine SEO, landing-page, ad-copy, creative, and tracking optimizations consistent with previously approved direction without separate approval. Prior written approval is required only for materially new claims about your services, licensure, certifications, pricing, warranties, guaranteed response times, or other regulated representations (“Material Claims”). All creatives and messaging must be reasonably related to your actual goods and services and must not knowingly include false, unlawful, or materially misleading statements. You are responsible for the accuracy of Material Claims you provide or approve; if an ad account is suspended due to a Material Claim you provided or approved, you are responsible for the consequences. If a suspension results from our negligence in executing an approved claim or from our own originated creative, we will use commercially reasonable efforts to remediate or migrate the campaign at our cost.

7.6 Campaign Delineation and Attribution

Where you operate your own paid or organic activity in parallel on the same platform, we will coordinate with you to clearly delineate campaigns (separate ad accounts, campaign labels, and UTM conventions) so that attribution is unambiguous. Revenue arising solely from your own campaigns is not attributable to KYC; revenue arising from KYC-operated campaigns is attributable to KYC for reporting and, where applicable, revenue-share purposes.

8Payment Terms

8.1 Fees

All fees are stated in your Order Confirmation and may include any combination of: a one-time setup fee; recurring monthly service fees; per-meeting performance fees; program fees for the training Engagement; recurring data/tooling fees and revenue-share for revenue-share Engagements; and separately invoiced data/list costs. Unless stated otherwise, setup fees are due upon receipt of invoice and services do not commence until the setup fee is paid.

8.2 Invoicing and Timing

Invoicing cadence depends on your model: recurring fees are typically invoiced on the Effective Date and monthly thereafter; performance fees are invoiced at month-end (with forward-booked meetings billed in advance); training fees are billed monthly or in full at signing; and revenue-share fees are invoiced as deals close. Unless the Order Confirmation specifies a different cadence (for example, due upon receipt, net-30, or due within a stated number of days via payment link), invoices are due net thirty (30) days from the date of issuance. Continued or subsequent-period services may be contingent on payment of the prior invoice.

8.3 Payment Methods and Card Surcharge

Payment is collected via ACH or bank transfer unless otherwise agreed. Where credit-card payment is used or required, a surcharge of 2.9% may be added to cover transaction fees, and a monthly auto-charge may be set up against the card on file. For performance-based Engagements that bill at month-end, credit-card auto-draft against the card on file may be the designated payment method, as stated in the Order Confirmation.

Sensitive payment details. You are responsible for providing payment credentials through the secure method we designate. Do not transmit full card numbers, bank account numbers, or other sensitive financial credentials by email or other insecure channels.

8.4 Late Payments

Unless your Order Confirmation states a different rate or timing, payments not received within thirty (30) days of the invoice date accrue a late charge of one and one-half percent (1.5%) per month (eighteen percent (18%) annualized), or the maximum rate permitted by Georgia law if lower. We may suspend Services for accounts more than thirty (30) days past due as to undisputed amounts, after notice and a reasonable opportunity to cure where required by the Order Confirmation. Certain models specify faster suspension or different late-fee mechanics (for example, suspension of a performance Engagement on non-payment, or model-specific late fees and short payment windows for revenue-share); those model-specific terms, where stated in the Order Confirmation, control over this default.

For payment methods that fail, are reversed, or are rejected, we may suspend Services immediately until payment is cured, without extending deadlines, minimum terms, or billing cycles.

8.5 No Refunds

Except as expressly provided for no-show or non-qualifying meeting credits under a performance Engagement, all fees are non-refundable once paid, including fees paid during any minimum-term period and fees tied to completed, qualified meetings. Where Qualifying Revenue under a revenue-share Engagement is later refunded or charged back to the underlying customer, a corresponding pro-rata credit is applied against the next invoice.

8.6 Collection Costs

You are responsible for all reasonable costs of collection incurred by KYC Strategies in collecting overdue amounts, including attorneys’ fees, court costs, collection-agency fees, and payment-dispute or chargeback fees.

Acceptance of partial payment does not waive KYC Strategies’ right to collect the remaining balance or any applicable late fees, collection costs, or other amounts due.

8.7 No Improper Chargebacks

You agree not to initiate a chargeback or payment reversal for amounts properly due under an Order Confirmation without first providing written notice and a reasonable opportunity to resolve the dispute. A chargeback initiated in breach of this Section is an improper chargeback, and the related collection costs in Section 8.6 apply.

8.8 Taxes

Fees are exclusive of applicable taxes, duties, levies, and governmental charges, which are your responsibility, except for taxes based on KYC Strategies’ net income.

9Term and Termination

9.1 Term

Services begin on the Effective Date stated in your Order Confirmation and continue for the Term stated there. An Order Confirmation may specify a fixed minimum term (for example, one, three, six, or twelve months), a fixed project term, or a month-to-month arrangement. Where a minimum term applies, Services continue for that period; upon expiration of the Term, the Agreement terminates as to that Order Confirmation and continued services require a new Order Confirmation.

9.2 No Termination for Convenience During a Minimum Term

If your Order Confirmation includes a minimum term, you may not terminate for convenience during that period without paying all remaining fees for the minimum term, except in the case of an uncured material breach by KYC Strategies. After any minimum term, month-to-month Engagements may be terminated by either party on thirty (30) days’ written notice.

9.3 Termination for Material Breach

Either party may terminate this Agreement (as to the affected Order Confirmation) upon thirty (30) days’ prior written notice citing a material breach, if the breaching party fails to cure within the notice period. A material breach includes, without limitation, any breach of confidentiality obligations; a material data-security incident caused by the breaching party’s failure to use commercially reasonable security measures; or any unauthorized disclosure of the other party’s confidential information that is not promptly remediated. For Client, material breach also includes failure to pay undisputed amounts within thirty (30) days of the due date and material interference with attribution infrastructure where attribution is part of the Engagement.

9.4 Effect of Termination; Survival

Upon termination or expiration: (a) you remain responsible for all fees incurred through the termination date; (b) we will cease the Services and return any Client-owned materials in our possession; and (c) all provisions that by their nature should survive - including payment obligations, confidentiality, intellectual-property allocations, limitations of liability, indemnification, non-solicitation, and governing law - survive.

9.5 Suspension for Compliance, Platform, or Reputational Risk

In addition to any suspension right for non-payment, we may pause or suspend all or part of the Services, on notice where practicable, if we reasonably determine that continuing would create a meaningful compliance or legal risk, would violate a platform’s terms of service, would expose either party to material reputational harm, or is required by a platform, regulator, or applicable law. We will work with you in good faith to resolve the issue and resume Services. A suspension under this Section does not, by itself, pause or reduce fees, minimum terms, or payment obligations where the underlying cause is attributable to you or to Client-Provided Information.

10Client Responsibilities

You agree to:

• provide accurate, complete information needed for the Services, including any data needed for reporting;
• grant and maintain the minimum access to accounts, websites, and platforms reasonably necessary for us to perform the Services;
• respond in a timely manner to requests for approvals and feedback;
• ensure you have the rights to all Client Materials you provide;
• comply with all laws and platform terms of service applicable to your business;
• cooperate in good faith with attribution infrastructure where it is part of the Engagement; and
• maintain the confidentiality of any login credentials we provide. You are responsible for all activity under accounts for which we provide you credentials.

10.1 Client Delays

Client delays - including failure to provide access, data, approvals, feedback, credentials, CRM access, ad-platform access, domain/DNS access, or required materials or content - do not pause, extend, or reduce fees, minimum terms, billing cycles, or payment obligations unless KYC Strategies agrees otherwise in writing.

If you do not approve, reject, or provide requested feedback on a deliverable, campaign, content item, or request within five (5) business days, KYC Strategies may treat the delay as a Client Delay and may proceed based on previously approved direction where commercially reasonable. This does not authorize KYC Strategies to publish materially new regulated claims that require your prior approval under Section 7.5.

10.2 Credentials and Security

You are responsible for maintaining the security and confidentiality of credentials and access you control, and for the acts and omissions of your personnel and other vendors who hold access to your accounts. You will promptly notify us of any suspected compromise of credentials relevant to the Services and will cooperate to restore secure access.

11Use of Artificial Intelligence

We use AI tools to enhance our Services, including content generation, data analysis, and campaign and dialer optimization. By using our Services, you acknowledge and agree that: (i) AI tools may be used in delivering the Services; (ii) AI-generated content may require human review and editing; (iii) we cannot guarantee AI outputs are completely original or error-free; and (iv) you retain responsibility for reviewing and approving all content before public use.

You are responsible for the final review and approval of any regulated or sensitive claims appearing in content we produce or publish on your behalf, including legal, health, financial, pricing, guarantee, testimonial, before/after, and professional-license or certification claims. We may rely in good faith on the accuracy of the information and approvals you provide for such claims.

12Intellectual Property & Deliverables

12.1 Work Product

Upon full payment of the fees for the applicable Order Confirmation, you own the Work Product we create specifically for you - for example, talk tracks, objection libraries, qualification frameworks, call notes, and, for the training Engagement, the documented playbook and manuals - except for the Excluded Assets described in Section 12.2.

12.2 Excluded Assets

The following are excluded from any transfer of Work Product and remain ours or their respective owners’, regardless of payment:

• our pre-existing materials, methodologies, frameworks, prompt libraries, and proprietary tooling;
• third-party materials, which remain owned by their creators and are subject to their own terms;
• materials we create for internal use, training, or as components of our broader service catalog; and
• KYC-owned advertising accounts, pixels, audiences, lookalike models, and creative inventory built in KYC-owned ad accounts (governed by Section 7).

12.3 Training Program Deliverables

For the done-with-you training Engagement, the documented artifacts identified in the Order Confirmation - such as the BDR/SDR user manual, the onboarding playbook, the manager coaching guide, and the configured tech-stack documentation - are yours to keep upon completion and full payment, subject to the Excluded Assets above.

12.4 License to Client Materials

By providing Client Materials, you grant us a worldwide, non-exclusive license to use, modify, and display them solely to provide the Services. Client Materials marked or identified as confidential will not be used, disclosed, or referenced for any purpose other than delivering the Services without your prior written consent.

12.5 Platform Access

Any platform access you grant us is a license for the duration of the Engagement, revocable only as permitted by this Agreement. Wrongful revocation of access reasonably necessary to perform the Services during a minimum term may constitute a material breach.

12.6 Publicity and Portfolio

KYC Strategies may identify you by name and logo as a client in its portfolio, website, proposals, and sales materials, unless you opt out in writing. Any detailed case study, performance metrics, testimonial, or use of your confidential information requires your prior written approval.

13Confidentiality

Both parties agree to keep confidential all non-public information received from the other, including pricing, methodologies, customer and contact data, attribution data, and reports. It does not apply to information that (i) becomes public through no fault of the receiving party, or (ii) was already known to the receiving party. Either party may disclose confidential information as required by law, with prompt notice to the other where legally permitted.

14Disclaimers & Limitations of Liability

14.1 No Guarantees

Marketing and sales-development results depend on many factors outside our control. We do not guarantee specific results, rankings, traffic, conversion rates, lead or meeting volume, or return on investment. Performance benchmarks and outcome targets stated anywhere in our materials are objectives we work toward, not guarantees.

14.2 Client-Side Conversion Factors

We are not responsible for, and our fees will not be reduced on account of, lost conversions or revenue resulting from circumstances within your control - including failure to timely answer or follow up with leads, failure to estimate or close, uncompetitive pricing, failure to maintain required licenses or insurance, or quality-of-work or customer-service issues. For performance and revenue-share Engagements, such deficiencies do not reduce the count of Qualified Meetings or otherwise excuse fees properly earned.

14.3 Liability Cap

To the maximum extent permitted by Georgia law, our total aggregate liability for any claim arising out of or relating to this Agreement shall not exceed the greater of (i) the total fees actually paid by you to us under the applicable Order Confirmation during the three (3) months immediately preceding the event giving rise to the claim, or (ii) eight thousand five hundred U.S. dollars ($8,500), unless the applicable Order Confirmation states a different cap, in which case the Order Confirmation controls.

14.4 Exclusion of Damages

In no event shall either party be liable for any indirect, incidental, special, punitive, or consequential damages, including lost profits, loss of revenue, loss of data, or business interruption, even if advised of the possibility of such damages.

14.5 Scope, Survival, and Platform Changes

These limitations apply to all causes of action, whether in contract, tort (including negligence), strict liability, or otherwise; apply in the aggregate regardless of the number of incidents or theories of liability; and survive termination or expiration. We are not responsible for changes to third-party platforms (including Google, Meta, OpenAI, Anthropic, Perplexity, Reddit, and their successors) that affect our ability to provide the Services or the results obtained.

14.6 Platform and Third-Party Enforcement

KYC Strategies is not responsible for platform suspensions, account restrictions, deliverability issues, ad disapprovals, search-algorithm changes, dialer limitations, carrier filtering, or third-party enforcement actions, except to the extent directly caused by KYC Strategies’ gross negligence, willful misconduct, or material breach of this Agreement or the applicable Order Confirmation.

15Indemnification

Each party (the “Indemnifying Party”) shall defend, indemnify, and hold harmless the other (the “Indemnified Party”) from third-party claims, damages, or expenses (including reasonable attorneys’ fees) to the extent arising from the Indemnifying Party’s (i) violation of applicable laws, (ii) gross negligence or willful misconduct, or (iii) breach of its representations or warranties under this Agreement. Neither party is responsible for the other’s independent acts, omissions, or use of deliverables after delivery. You additionally agree to indemnify us for third-party claims arising from the actual goods or services you deliver to your own customers.

16Compliance & Legal

16.1 Shared Responsibility

Compliance is a shared responsibility. You are responsible for ensuring that the content of your marketing (product claims, offers, and any scripts or materials you provide) and any Client-provided data comply with applicable laws. We are responsible for ensuring that our execution of the Services (for example, calling hours, disconnect rates, ad copy, and SEO content we create) and any data we source comply with applicable laws.

16.2 Applicable Laws

Both parties agree to comply with all laws applicable to their respective activities under this Agreement, including but not limited to:

• the Telephone Consumer Protection Act (TCPA) and the Telemarketing Sales Rule (TSR);
• the CAN-SPAM Act and applicable email-marketing laws;
• the Canadian Anti-Spam Legislation (CASL) and PIPEDA, where applicable;
• applicable “Do Not Call” (DNC) registry checks;
• the FTC Act and FTC advertising and endorsement guidelines; and
• applicable state consumer-protection statutes and any licensing or disclosure requirements affecting your business.

16.3 Data Protection

Each party will comply with the data-protection and privacy laws applicable to its own activities, including, where applicable, the California Consumer Privacy Act (CCPA) and the EU General Data Protection Regulation (GDPR). We will use commercially reasonable efforts to source contact data from reputable vendors and sources that represent lawful collection and permitted business use. You represent that any data you provide has been lawfully collected and that you have obtained the necessary consents for us to contact those individuals. To the extent we process personal data on your behalf, we will handle it in accordance with our Privacy Policy and commercially reasonable security standards. Nothing in this Agreement appoints either party as the other’s data processor, controller, or joint controller unless agreed in writing.

16.4 Do-Not-Call, Suppression, and Opt-Outs

KYC Strategies will use commercially reasonable procedures to honor applicable do-not-call, opt-out, and suppression requests that are communicated to KYC Strategies or captured during the Services. You are responsible for promptly providing any internal suppression lists, prior opt-outs, customer exclusions, or restricted-contact lists that should not be contacted. While many business-to-business solicitation calls are treated differently from consumer calls under the Telemarketing Sales Rule, the parties acknowledge that state laws, individual do-not-call requests, wireless-number rules, call-recording laws, and industry-specific requirements may still apply, and each party will cooperate to comply with them.

16.5 Call Recording

You acknowledge that calls may be recorded for quality assurance, verification, training, and reporting where permitted by law. The parties will cooperate to comply with applicable call-recording and consent requirements, including any notice or two-party-consent obligations in relevant jurisdictions.

16.6 Client-Provided Contact Data

You represent that any contact data, lead lists, customer lists, suppression lists, or prospect data you provide to KYC Strategies was lawfully collected, may lawfully be used for the Services, and does not include contacts who have opted out or otherwise requested not to be contacted, except where those contacts are clearly marked for suppression.

16.7 No Professional Advice

KYC Strategies does not provide legal, medical, financial, tax, compliance, or regulatory advice. You are responsible for obtaining review from your own qualified advisors where required for regulated claims, professional advertising, licensing, disclosures, or industry-specific compliance.

17Non-Solicitation of Personnel

During the Engagement and for twelve (12) months after its termination or expiration, you will not, directly or indirectly, solicit for employment or contract work any KYC Strategies employee, contractor, caller, operator, strategist, or representative who performed Services for you, except through a general solicitation (such as a public job posting) not specifically targeted at that person. If you breach this Section by hiring or engaging such a person, you will pay KYC Strategies a placement fee equal to fifty percent (50%) of that person’s first-year compensation or expected annualized contractor payments. This Section is intended to protect KYC Strategies’ investment in recruiting and training.

This restriction does not apply to any person with whom you had a documented pre-existing employment, contractor, or recruiting relationship before that person performed Services for you through KYC Strategies.

18General Provisions

18.1 Governing Law and Venue

This Agreement is governed by the laws of the State of Georgia, without regard to its conflict-of-laws principles. Any disputes will be resolved exclusively in the state or federal courts located in Forsyth County, Georgia, and each party consents to that venue.

18.2 Dispute Escalation

Before filing any lawsuit, the parties will first attempt in good faith to resolve the dispute through written notice followed by a management-level conference within fifteen (15) days of that notice. This requirement does not apply to claims involving non-payment, breach of confidentiality, misuse of intellectual property, requests for emergency or injunctive relief, or matters subject to a time-sensitive legal deadline.

18.3 Entire Agreement

These Terms and your Order Confirmation(s) constitute the entire agreement between the parties with respect to their subject matter and supersede all prior drafts, versions, proposals, and communications. Any modification must be in writing and signed by both parties.

18.4 Fixed Terms for Order Duration; Future Changes

These Terms apply to each Order Confirmation to which they relate and remain fixed for the duration of that Order Confirmation’s Term. We may update these Terms for future engagements, but changes will not apply retroactively to an active Order Confirmation without your written consent. Where we materially change these Terms and you have an active month-to-month Engagement, we will provide reasonable notice (at least thirty (30) days) and you may terminate that Engagement within thirty (30) days of the notice without penalty if you do not agree.

18.5 Future Orders

Any future services, projects, or deliverables will require a separate Order Confirmation where service requirements or pricing change.

18.6 Severability

If any provision is found unenforceable, the remaining provisions continue in full effect, and the parties will negotiate in good faith to substitute an enforceable provision of similar economic effect.

18.7 Assignment

Either party may assign this Agreement to an affiliate or in connection with a merger, acquisition, or sale of substantially all of its assets, on thirty (30) days’ written notice. Otherwise, assignment requires the other party’s written consent.

18.8 Force Majeure

Neither party is liable for delays or failures in performance (excluding payment obligations) due to circumstances beyond its reasonable control, including acts of God, government restrictions, internet-service-provider failures, or telecommunications or carrier outages.

18.9 Waiver

A party’s failure to enforce any provision is not a waiver of that provision or of the right to enforce it later.

18.10 Notices

All notices must be in writing and sent to the email addresses listed in the applicable Order Confirmation, with delivery deemed effective on transmission absent a bounce-back or non-delivery error.

18.11 Independent Contractor

We are an independent contractor and not your employee, agent, partner, or joint venturer. Neither party has authority to bind the other except as expressly set out here.

19Contact Information

KYC Strategies, LLC
Cumming, Georgia 30040
Email: info@kycstrategies.com
Phone: (+1) 678-203-8954

By accepting these Terms of Service, you acknowledge that you have read, understood, and agree to be bound by them.