Terms of Service

These Terms of Service ("Terms") govern your access to and use of narusystems.com (the "Site") and the services provided by NARU Systems ("NARU Systems," "we," "us," or "our"), including marketing automation, CRM configuration, GoHighLevel sub-account buildouts, Voice AI deployment, website design, copywriting, and related professional services (collectively, the "Services").

By accessing the Site or engaging our Services, you ("you," "Client") agree to these Terms. If you do not agree, do not use the Site or Services.

1. Eligibility

You must be at least 18 years old and have the legal capacity to enter into a binding agreement to use the Site or engage our Services. If you are using the Site on behalf of a business or other entity, you represent that you have authority to bind that entity to these Terms.

2. Description of Services

NARU Systems provides marketing and automation services for small and local businesses, including but not limited to:

• GoHighLevel (GHL) sub-account configuration and management
• Workflow and automation buildouts
• Voice AI and Conversation AI deployment
• Website design, copywriting, and funnel creation
• Compliance documentation drafting
• Reputation management, SMS marketing, and email marketing systems
• Strategy, consulting, and ongoing retainer services

The specific scope, deliverables, timeline, and pricing for any engagement will be set forth in a separate written proposal, statement of work, or service agreement ("Service Agreement"). In the event of a conflict between these Terms and a Service Agreement, the Service Agreement controls.

3. Client Responsibilities

You agree to:

• Provide accurate, complete, and timely information necessary for us to perform the Services
• Provide access to systems, accounts, brand assets, and content as reasonably required
• Maintain the confidentiality of any login credentials shared with us
• Comply with all applicable laws, including telecommunications, consumer protection, advertising, and data privacy laws
• Obtain and maintain all necessary consents from your customers and prospects (including TCPA-compliant SMS consent and CAN-SPAM-compliant email consent) before we send communications on your behalf
• Review and approve deliverables in a timely manner

You are solely responsible for the content, accuracy, legality, and compliance of any information, lists, messages, or materials you provide or instruct us to use.

4. Payment Terms

• Fees: Fees are set forth in your Service Agreement. Standard NARU Systems retainers may be structured in phases (e.g., $500 / $1,000 / $2,000 per month) as outlined in your specific engagement.
• Billing: Recurring fees are billed in advance on a monthly or other agreed cadence via Stripe or another approved payment method.
• Late payments: Invoices are due on receipt unless otherwise stated. Past-due amounts may be subject to a 1.5% monthly late fee or the maximum allowed by law, whichever is lower.
• Suspension: We reserve the right to suspend Services for non-payment after reasonable notice.
• Refunds: Fees paid are non-refundable except as expressly stated in your Service Agreement.
• Third-party costs: Costs charged by third-party platforms (e.g., GoHighLevel subscription fees, Twilio SMS/voice charges, A2P 10DLC registration fees, ad spend) are your responsibility unless specifically included in your Service Agreement.

5. Intellectual Property

A. NARU Systems IP

NARU Systems retains all rights, title, and interest in:

• Our Site, brand, logos, methodologies, frameworks, templates, snapshots, and proprietary processes
• Pre-existing tools, scripts, prompts, and configurations developed before or independently of your engagement

B. Client Deliverables

Upon full payment of all fees due under your Service Agreement, you receive a non-exclusive, perpetual license to use the custom deliverables created specifically for you (e.g., your custom workflows, copy, designs hosted in your GHL sub-account) for your business operations.

C. Client-Provided Content

You retain ownership of all content, brand assets, customer data, and materials you provide. You grant NARU Systems a limited license to use such content solely to perform the Services.

D. Portfolio and Case Studies

Unless you opt out in writing, NARU Systems may reference our work for you (in non-confidential terms) in case studies, portfolios, and marketing materials.

6. SMS and Communications Consent

If you submit a phone number through any form on the Site or opt in to receive text messages, you expressly consent to receive SMS messages from NARU Systems, including messages sent using automated technology. Consent is not a condition of purchasing any goods or services. Message and data rates may apply. Reply STOP to unsubscribe or HELP for assistance. Full details are in our Privacy Policy.

7. Third-Party Services

Our Services depend on and integrate with third-party platforms, including but not limited to GoHighLevel, Stripe, Twilio, Google, Meta, and Netlify. These platforms are governed by their own terms and policies. NARU Systems is not responsible for:

• Outages, errors, or changes in third-party platforms
• Pricing changes by third-party providers
• Loss of data caused by third-party services
• Compliance failures arising from misuse of third-party platforms by you

You are responsible for maintaining your own accounts and complying with the terms of each third-party platform.

8. Acceptable Use

You agree not to use the Site or Services to:

• Violate any law or regulation
• Send unsolicited or non-compliant communications (spam)
• Infringe intellectual property or privacy rights
• Transmit malware, viruses, or harmful code
• Interfere with or disrupt the Site, Services, or third-party systems
• Reverse engineer, copy, or resell our Services without written permission
• Engage in any fraudulent, deceptive, or harmful activity

We reserve the right to suspend or terminate Services and/or report violations to authorities.

9. Disclaimers

NARU Systems does not guarantee specific results, including lead volume, conversion rates, revenue, ROI, or business outcomes. Marketing performance depends on many factors outside our control, including market conditions, your offers, your sales process, and your responsiveness to leads.

We do not guarantee uninterrupted or error-free operation of the Site or Services.

10. Limitation of Liability

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you.

11. Indemnification

You agree to indemnify, defend, and hold harmless NARU Systems, its owners, employees, contractors, and agents from any claims, damages, liabilities, losses, costs, or expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Site or Services
• Your violation of these Terms
• Your violation of any law or third-party right
• Content, data, or instructions you provide to us
• Your communications with your customers, leads, or prospects (including any TCPA, CAN-SPAM, or other regulatory claims arising from those communications)

12. Termination

• By you: You may terminate Services in accordance with the termination provisions of your Service Agreement.
• By us: We may terminate or suspend access to the Site or Services at any time, with or without cause or notice, including for non-payment, breach of these Terms, or conduct we deem harmful.
• Effect of termination: Upon termination, your right to use the Services ends immediately. Provisions that by their nature should survive (including IP, indemnification, limitations of liability, and dispute resolution) survive termination.
• Transition: Upon termination and full payment of all fees due, we will reasonably cooperate in transferring access to your GHL sub-account and other client-owned assets.

13. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Michigan, without regard to conflict of laws principles.

Any dispute arising out of or related to these Terms or the Services shall be resolved exclusively in the state or federal courts located in Macomb County, Michigan, and you consent to personal jurisdiction and venue in those courts.

The parties agree to attempt to resolve any dispute informally through good-faith negotiation before initiating legal proceedings.

14. Changes to These Terms

We may update these Terms from time to time. The "Last Updated" date at the top reflects the most recent version. Material changes will be communicated through the Site or by direct notice where appropriate. Your continued use of the Site or Services after changes take effect constitutes acceptance.

15. Miscellaneous

• Entire agreement: These Terms, together with any Service Agreement and our Privacy Policy, constitute the entire agreement between you and NARU Systems regarding the Site and Services.
• Severability: If any provision is held unenforceable, the remaining provisions remain in effect.
• No waiver: Failure to enforce any provision is not a waiver of future enforcement.
• Assignment: You may not assign these Terms without our written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Independent contractor: NARU Systems performs Services as an independent contractor. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.
• Force majeure: Neither party is liable for failures or delays caused by events beyond reasonable control (e.g., natural disasters, pandemics, government actions, internet or platform outages).

16. Contact Us

These Terms of Service are provided as a production-ready draft. NARU Systems recommends review by qualified legal counsel before publication to ensure compliance with all applicable federal, state, and local laws and to confirm the terms appropriately reflect your business operations and risk tolerance.