Terms and Conditions

4.1 Pricing and Fees

Service fees will be specified in your individual service agreement or invoice. All prices are in U.S. Dollars unless otherwise stated. We reserve the right to change our pricing at any time, but price changes will not affect existing contracts during their current term.

4.2 Payment Schedule

Unless otherwise agreed in writing, payment is due according to the schedule outlined in your service agreement. Common payment structures include:

• Monthly recurring payments for ongoing services
• One-time project fees
• Deposit plus milestone payments

Invoices are due upon receipt unless other terms are specified. Late payments may be subject to a service charge of 1.5% per month (or the maximum rate permitted by law, whichever is less).

4.3 Payment Methods

We accept payment via credit card, debit card, ACH transfer, or other methods as specified in your service agreement. By providing payment information, you authorize us to charge the specified amount according to the agreed schedule.

4.4 Non-Payment

Failure to pay invoices on time may result in:

• Suspension of services until payment is received
• Late payment fees as described above
• Termination of services
• Collection activities, with you being responsible for all collection costs including reasonable attorney fees

4.5 Refund Policy

Refunds, if applicable, will be governed by our 30-Day Satisfaction Guarantee or as specified in your service agreement. Please see Section 7 for details on our guarantee terms.

Generally, once work has been performed, fees for completed work are non-refundable. However, we will work with clients on a case-by-case basis to ensure satisfaction within the parameters of our guarantee.

5.1 Service Term

Unless otherwise specified in your service agreement, our services are provided on a month-to-month basis. The initial term begins on the date specified in your service agreement or upon activation of services.

5.2 Automatic Renewal

Monthly services automatically renew each month unless terminated by either party with proper notice. By enrolling in our services, you authorize recurring billing until services are cancelled.

5.3 Termination by Client

You may terminate services at any time by providing written notice (email is acceptable) at least 15 days before your next billing date. Termination will be effective at the end of the current billing period. You remain responsible for payment through the end of the notice period.

No refunds will be provided for partial months of service unless otherwise specified in your service agreement or required by our guarantee.

5.4 Termination by Company

We reserve the right to terminate services immediately if:

• You breach these Terms or your service agreement
• You fail to pay invoices on time
• You engage in prohibited activities
• Your account is associated with fraudulent activity
• Continuing service would violate applicable law
• You engage in abusive or threatening behavior toward our staff

5.5 Effects of Termination

Upon termination:

• All outstanding payments become immediately due
• We will cease active work on your account
• Access to our systems and reporting will be discontinued
• We will provide you with work product completed to date (subject to payment of all fees)
• Active advertising campaigns may be paused or transferred as agreed

Certain provisions of these Terms survive termination, including payment obligations, intellectual property rights, confidentiality, limitation of liability, and dispute resolution.

6.1 Our Property

All content, designs, graphics, logos, trademarks, and other materials created by Rivela Solutions during the course of providing services are and shall remain our sole property. This includes but is not limited to marketing strategies, ad copy, graphics, website designs, and any other creative work product.

We grant you a limited, non-exclusive license to use deliverables specifically created for your business as outlined in your service agreement.

6.2 Client Content

You retain all ownership of content, materials, and information you provide to us for use in delivering services ("Client Content"). You grant us a limited license to use Client Content solely for the purpose of providing our services.

You represent and warrant that you have the right to use all Client Content and that it does not infringe on the intellectual property rights of any third party.

6.3 Service Limitations

Our services involve the creation of marketing systems and strategies. We do not guarantee specific rankings, traffic, leads, or revenue results. You acknowledge that marketing outcomes depend on numerous factors including but not limited to:

• Market conditions and competition
• Industry trends and seasonality
• Your product or service offerings
• Pricing and value proposition
• Customer behavior and preferences
• Search engine algorithm changes
• Platform policy changes

7.1 No Guarantees

EXCEPT AS EXPRESSLY SET FORTH IN YOUR SERVICE AGREEMENT, WE DO NOT MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WE DO NOT GUARANTEE SPECIFIC RESULTS, OUTCOMES, OR PERFORMANCE METRICS. ANY PROJECTIONS OR ESTIMATES PROVIDED ARE FOR ILLUSTRATION PURPOSES ONLY AND DO NOT CONSTITUTE GUARANTEES OF FUTURE PERFORMANCE.

7.2 30-Day Satisfaction Guarantee

For new clients, we offer a 30-Day Satisfaction Guarantee on our initial setup services. If you are not satisfied with our work within the first 30 days of service, notify us in writing and we will:

• Make reasonable revisions to address your concerns
• Or, refund the setup fee if we cannot resolve your concerns

This guarantee applies only to initial setup fees, not to ongoing monthly service fees. This guarantee does not apply to results-based services or performance guarantees (if any) outlined in separate agreements.

7.3 Limitation of Remedies

Your sole and exclusive remedy for any dispute arising out of or relating to our services shall be the remedies set forth in this Section 7. In no event shall our liability exceed the total amount paid by you for services during the twelve (12) month period preceding the claim.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL RIVELA SOLUTIONS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

• YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE OUR SERVICES
• ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON OUR SERVICES
• ANY CONTENT OBTAINED FROM OUR SERVICES
• UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT

THIS LIMITATION OF LIABILITY APPLIES REGARDLESS OF WHETHER WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE.

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO OUR SERVICES SHALL NOT EXCEED THE TOTAL AMOUNTS PAID BY YOU TO US DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY.

You agree to indemnify, defend, and hold harmless Rivela Solutions and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your use of our services
• Your violation of these Terms
• Your violation of any third-party rights
• Your Client Content or materials
• Your business activities and marketing practices

We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims.

10.1 Confidentiality

Each party agrees to maintain the confidentiality of any proprietary or confidential information disclosed by the other party. Confidential information includes but is not limited to: business plans, strategies, pricing, customer lists, technical data, and trade secrets.

This obligation survives termination of our agreement for a period of three (3) years.

10.2 Privacy

We collect, use, and protect your personal information in accordance with our Privacy Policy. By using our services, you consent to our collection and use of information as described in the Privacy Policy.

11.1 Governing Law

These Terms and any dispute arising out of or relating to these Terms or our services shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions.

11.2 Dispute Resolution

In the event of any dispute, claim, or controversy arising out of or relating to these Terms or our services, the parties agree to first attempt to resolve the dispute through good-faith negotiations.

If the dispute cannot be resolved through negotiation within thirty (30) days, either party may seek resolution through binding arbitration in accordance with the rules of the American Arbitration Association.

The arbitration shall be conducted in Delaware, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.

11.3 Limitation on Claims

You agree that any claim or cause of action arising out of or relating to these Terms or our services must be filed within one (1) year after such claim or cause of action arose, or it will be forever barred.

Unless explicitly agreed upon in writing, our services do not include territorial exclusivity. We may provide similar services to businesses in the same or overlapping markets, industries, or geographic areas.

If you require exclusive territory rights, such terms must be specifically negotiated and documented in a separate written agreement.

13.1 Electronic Communications

By using our services or providing your email address, you consent to receive electronic communications from us. These communications may include service-related notices, invoices, marketing materials, and other information.

13.2 Marketing Communications

From time to time, we may send marketing communications about our services, promotions, or industry news. You can opt out of marketing communications at any time by:

• Clicking the "unsubscribe" link in any marketing email
• Contacting us directly to request removal from our list

Note: You cannot opt out of essential transactional communications related to your account or services.

13.3 SMS Messaging Program

Rivela Solutions LLC operates an SMS messaging program designed to ensure optimal customer support and respond to service-related inquiries. By opting into our SMS services, you agree to the following terms:

Message Types:

• Service updates and appointment confirmations
• Appointment reminders
• Responses to service inquiries
• Marketing promotions (only with your separate opt-in consent)

13.3.1 Opt-Out (STOP Keyword)

You can cancel the SMS service at any time. Just text 'STOP' to (561) 543-5926. After you send the SMS message 'STOP' to us, we will send you an SMS message to confirm that you have been unsubscribed. After this confirmation, you will no longer receive SMS messages from us.

13.3.2 Help (HELP Keyword)

If you are experiencing issues with the messaging program, you can reply with the keyword HELP for more assistance. You will receive instructions on how to unsubscribe, how to get help, and contact information.

13.3.3 Message Frequency, Rates & Liability

Message and data rates may apply. Message frequency varies based on your interactions with our service. Carriers are not liable for delayed or undelivered messages.

13.3.4 Age Restriction

By using this service, you represent and warrant that you are at least 18 years of age. If you are under 18 years old, you may not use or access our services or opt into our messaging program.

14.1 Advertising Platforms

Our services may include managing advertising campaigns on third-party platforms such as Google Ads, Facebook/Meta Ads, LinkedIn, and other advertising networks. These platforms have their own terms of service and policies that you agree to by using their services.

14.2 Platform Policies

You agree to comply with all applicable policies and terms of the advertising platforms we use. We reserve the right to suspend or modify campaigns if platform policies are violated or if platforms impose restrictions.

14.3 Ad Account Ownership

Advertising accounts created for your campaigns remain under your ownership. Upon termination of services, you will retain access to your ad accounts, historical data, and any assets created.

15.1 Entire Agreement

These Terms, together with your service agreement and any other incorporated policies, constitute the entire agreement between you and Rivela Solutions regarding our services.

15.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

15.3 Waiver

Our failure to enforce any right or provision of these Terms does not constitute a waiver of such right or provision.

15.4 Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms at any time without notice.

15.5 Independent Contractors

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.

15.6 Third-Party Beneficiaries

These Terms are for the benefit of the parties only. There are no third-party beneficiaries.