This Master Service Agreement (“Agreement”) is entered into between RepuBoostAI (“Provider”) and the undersigned Client (“Client”) as of the date of electronic signature.
Provider agrees to provide reputation management, review generation systems, automation infrastructure, messaging configuration, booking integrations, CRM configuration, and related digital marketing services as outlined in the applicable Package Addendum selected by Client.
Specific deliverables are defined in the Package Addendum incorporated into this Agreement.
This Agreement has a minimum term of twelve (12) months beginning on the Effective Date.
After the initial 12-month term, this Agreement shall renew automatically on a month-to-month basis unless terminated in writing at least thirty (30) days prior to renewal.
Client acknowledges this is a 12-month minimum commitment.
If Client cancels prior to completion of the initial 12-month term, or materially breaches this Agreement:
• All remaining unpaid monthly fees for the remainder of the 12-month term shall become immediately due and payable; or
• Provider may continue charging monthly subscription fees through the remainder of the term.
No refunds shall be issued for early termination.
Client agrees to:
• Pay the applicable monthly subscription fee as outlined in the selected Package Addendum.
• Pay the one-time setup fee prior to service activation.
The setup fee covers infrastructure deployment, system configuration, automation buildout, integrations, messaging configuration, and compliance configuration.
The setup fee is non-refundable.
Monthly subscription fees are billed in advance and are non-refundable.
Client authorizes Provider to charge the payment method on file for:
• Monthly recurring subscription fees
• One-time setup fees
• Approved additional services
Failure to maintain valid billing information or declined payments may result in immediate suspension of services.
Provider reserves the right to charge reasonable late fees and collection costs where permitted by law.
Provider does not guarantee specific revenue increases, review counts, search rankings, customer acquisition volume, or performance outcomes.
Client acknowledges that marketing results depend on multiple variables outside Provider’s control.
Client agrees to:
• Provide timely access to required accounts and systems
• Maintain accurate business information
• Respond promptly to onboarding and compliance requests
• Comply with all applicable laws and platform policies
• Obtain proper consent for messaging where required
Provider is not responsible for delays caused by Client inaction or non-compliance.
All automation systems, workflows, AI configurations, scripts, messaging frameworks, infrastructure design, and proprietary processes remain the exclusive property of Provider.
Client is granted a limited, non-transferable license to use such systems solely during the active term of this Agreement.
Upon termination, Provider may revoke access to proprietary systems and infrastructure.
Provider’s total cumulative liability under this Agreement shall not exceed the total fees paid by Client in the preceding twelve (12) months.
Under no circumstances shall Provider be liable for indirect, incidental, consequential, special, or punitive damages.
Client agrees to indemnify, defend, and hold Provider harmless from claims, damages, liabilities, costs, or expenses arising from:
• Client’s business practices
• Client’s messaging content
• Client’s regulatory compliance failures
• Client’s misuse of systems or automation
Provider shall not be liable for outages, suspensions, restrictions, policy changes, account bans, or service disruptions caused by third-party platforms including but not limited to:
Google, Meta, SMS carriers, hosting providers, payment processors, or other external systems.
Both parties agree to maintain confidentiality of proprietary, technical, financial, and business information disclosed during the term of service.
Nothing in this Agreement creates a partnership, joint venture, employment, or agency relationship between the parties.
Any dispute, claim, or controversy arising out of or relating to this Agreement, including its formation, performance, breach, or termination, shall be resolved exclusively by binding arbitration.
Arbitration shall:
• Be conducted in the State of Colorado
• Be administered by a mutually agreed arbitration provider
• Be conducted before a single arbitrator
• Follow applicable commercial arbitration
This Agreement, together with the applicable Package Addendum, constitutes the entire agreement between the parties and supersedes all prior discussions or agreements.
The parties agree that electronic signatures and digital acceptance constitute legally binding signatures for all purposes.