Terms of Service

Introduction

Welcome to Cold Call Me LLC ("Company," "we," "us," or "our"). These Terms of Service ("Terms") govern your access to and use of our outbound calling, appointment-setting, sales development, data, and related services ("Services").

By subscribing to, accessing, or using the Services, or by signing an order form, quote, or Statement of Work that references these Terms, you ("Client," "you," or "your") agree to be bound by these Terms, together with our Privacy Policy and our Prospecting Data Consent & Compliance Agreement, each incorporated here by reference. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity.

Where an executed order form or Statement of Work ("Order Form") conflicts with these Terms, the Order Form controls for the subject it addresses.

Definitions

Capitalized terms have the meanings given below or where first defined in these Terms.

• "Services": the managed outbound, cold-calling, appointment-setting, sales development, data enrichment, reporting, and advisory services provided by the Company under a subscription or Order Form.
• "Order Form": any order form, quote, proposal, or Statement of Work executed by the parties that sets out the selected plan, scope, pricing, and term.
• "Client Data": any prospecting data, lead lists, contact records, CRM records, materials, and other information the Client provides to, or authorizes the Company to process on the Client's behalf.
• "Standard Rate": the Company's then-current month-to-month price for the applicable plan and scope.
• "Term Rate": a discounted rate offered in exchange for a binding minimum commitment period.
• "Commitment Term": the binding minimum service period associated with a Term Rate, as stated in the Order Form.
• "LeverBench": the Company's proprietary measurement layer used to instrument and report on engagement activity.

Subscription & Service Model

Cold Call Me operates on a recurring subscription model. The scope of Services is defined by your selected plan or Order Form and may include a dedicated or shared SDR resource, data and enrichment, coaching, reporting, and biweekly campaign reviews.

The Company does not guarantee sales outcomes, booked meetings, revenue, conversion rates, or any specific performance results. Outbound performance depends on many factors outside the Company's control, including market conditions, the quality and accuracy of Client Data, the Client's offer and pricing, and the Client's own follow-up. The Services are performed on a commercially reasonable, best-efforts basis.

Billing & Payment Terms

Unless otherwise stated in your Order Form, subscriptions renew automatically each billing cycle. Payment is due on the billing date using the payment method on file. The Client is responsible for keeping a valid, active payment method on file for the duration of the engagement.

Fees are stated exclusive of applicable taxes; the Client is responsible for any sales, use, or similar taxes other than taxes on the Company's net income. Setup or onboarding fees, where applicable, are billed as stated in the Order Form.

Payment Failure, Retry & Suspension

If a scheduled payment fails, the Company will attempt to resolve it in a reasonable, standard manner rather than an abrupt cutoff:

1. The account enters a short grace and retry period of up to ten (10) business days, during which the Company may re-attempt the charge and will provide the Client with courtesy notice of the failed payment (for example, by email to the billing contact on file).
2. The Company may ask the Client to update the payment method on file or arrange payment of the outstanding amount during this period.
3. If the past-due amount remains unresolved at the end of the grace period, the Company may pause the Services until payment is received.
4. Services resume promptly once the outstanding past-due balance, meaning only the amount actually overdue, and not any future or advance billing cycles, has been paid.

Suspension for non-payment does not relieve the Client of fees accrued for Services already delivered, and does not by itself waive obligations under an active Commitment Term (Section 7).

Cancellation

To cancel a month-to-month subscription, the Client must provide written notice to billing@coldcallme.com. Cancellations are accepted in writing only.

A minimum of 30 days' written notice is required. The subscription remains active, and billable, through the notice period, and the Company will continue to deliver Services during that time. Because fees cover work performed within each cycle, mid-cycle cancellations are not pro-rated except as provided in Section 8.

Term-commitment plans are also subject to Section 7 (Term Commitments & Long-Term Discount Pricing), which governs the minimum commitment period and any early-termination fee for discounted term plans.

Term Commitments & Long-Term Discount Pricing

Cold Call Me offers term-commitment plans at discounted rates in exchange for a binding minimum service commitment. This Section governs those plans. It does not apply to month-to-month subscriptions or to Cost-Per-Call (CPC) engagements, for which term discounts are not available.

7.1 Term Rate & Commitment Term

The Standard Rate is the Company's then-current month-to-month price for the applicable plan and scope. A Term Rate is a discounted rate offered in exchange for a binding minimum commitment period (the Commitment Term). Unless otherwise stated in the Client's Order Form:

• 6-month commitment: 8% off the Standard Rate.
• 12-month commitment: 15% off the Standard Rate.

By selecting a Term Rate, the Client commits to pay the Term Rate for every month of the full Commitment Term. The applicable Term Rate, Commitment Term, and start date are set out in the Client's Order Form.

7.2 Nature of the Commitment

To staff and deliver a Commitment Term, the Company reserves dedicated personnel and capacity in reliance on the Client's commitment. Accordingly, term plans carry a minimum commitment. If the Client wishes to exit a Commitment Term early for reasons other than the Company's uncured material breach, the early-termination fee in Section 7.3 applies in place of the remaining discounted monthly fees.

7.3 Early Termination Fee

If, before the end of the Commitment Term, the Client terminates for convenience or the Company terminates for the Client's uncured material breach (including non-payment that remains unresolved under Section 5), the Client will pay a one-time early-termination fee equal to the Standard (undiscounted) monthly rate for the plan multiplied by the number of full months remaining in the Commitment Term.

In practical terms, the Client simply forgoes the term discount for the unused balance of the commitment rather than paying accelerated discounted fees plus penalties. This early-termination fee is the Company's sole and exclusive monetary remedy for early exit of a Commitment Term, is capped at the amount described above, and is payable in addition to any amounts already due for Services delivered.

No early-termination fee is due where the Client terminates for the Company's own uncured material breach.

7.4 Collection, Interest & Costs

Undisputed amounts not paid when due accrue interest at the lower of 1% per month or the maximum rate permitted by applicable law, calculated from the due date until paid. The Client is responsible for reasonable and documented costs of collection actually incurred, including reasonable attorneys' fees and court or arbitration costs. The Company may continue to charge the payment method on file for any undisputed past-due amounts and may refer unpaid balances to collection after providing notice.

7.5 Rate Lock, Renewal & Other Terms

The Term Rate is fixed for the Commitment Term and is not subject to mid-term increases. Upon completion of the Commitment Term, the plan auto-renews month-to-month at the Company's then-current applicable rate unless the Client enters a new Commitment Term, subject to the cancellation and notice requirements of Section 6. The cancellation-notice requirements (Section 6) and the fee provisions of Section 8 continue to apply; the obligations in this Section are in addition to, and not in lieu of, those provisions.

Fees & Refunds

Fees for the Services are generally non-refundable, including subscription fees, setup and onboarding fees, and fees for time already worked within a billing cycle. This reflects that the Services are staffed and delivered on a per-cycle basis.

Notwithstanding the foregoing, the Company will provide a refund or credit of fees:

• where a refund is required by applicable law;
• where a refund or credit is expressly provided for in the Client's Order Form; or
• for the affected period, where fees were paid for Services that were not delivered due to the Company's uncured material breach.

Any refund or credit under this Section is limited to the fees paid for the affected Services and does not create an entitlement to consequential or other damages.

Prospecting Data, Consent & Compliance

The Client represents and warrants that all prospecting data, lead lists, and contact records it provides to the Company (or authorizes the Company to use) are:

• legally obtained;
• compliant with the TCPA, TSR, CAN-SPAM, FCC rules, and other applicable marketing and telecommunications laws;
• authorized for outbound outreach;
• accurate and reasonably up to date; and
• free of Do-Not-Call (DNC) violations unless a legal exemption applies.

With respect to Client-provided data, the Company acts as a processor of that data on the Client's behalf and at the Client's direction, and the Client remains responsible for the legal basis on which such data was collected and shared.

9.1 Consent (Client-Provided Contacts)

For any contacts the Client supplies for calling, emailing, or messaging, the Client confirms that such contacts have provided consent sufficient to satisfy applicable marketing and telecommunications laws: for example, explicit written consent or recorded verbal consent where required. The Client agrees to:

• maintain records of consent and legal basis;
• provide proof of consent upon reasonable request;
• certify data compliance before outreach begins; and
• supply suppression and opt-out updates promptly.

Where the Client cannot verify consent or compliance for a data set, the Company may pause outreach on that data set until the issue is resolved.

9.2 Opt-Out & Suppression Handling

The Client must track and honor all opt-out and unsubscribe requests and must notify the Company promptly of revoked consent, unsubscribe events, or DNC concerns so that suppression can be applied. The Company will honor suppression instructions on a going-forward basis once received.

9.3 Indemnification

The Client agrees to indemnify, defend, and hold harmless Cold Call Me LLC and its personnel from and against any third-party claims, fines, penalties, damages, and reasonable costs (including reasonable attorneys' fees) arising out of or relating to: (a) the Client's breach of the data, consent, or compliance representations in this Section; (b) TCPA, TSR, or CAN-SPAM violations attributable to Client Data or Client instructions; or (c) regulatory actions or lawsuits arising from non-compliant Client Data. This indemnity does not apply to the extent a claim arises from the Company's own gross negligence, willful misconduct, or material breach of these Terms.

Acceptable Use

The Client will not use, and will not direct the Company to use, the Services to:

• contact individuals or send messages in violation of applicable law, including consumer-protection, telemarketing, anti-spam, and data-protection laws;
• promote unlawful, fraudulent, deceptive, harassing, or misleading offers;
• target individuals on suppression or Do-Not-Call lists in violation of applicable law;
• upload or transmit data the Client is not authorized to share, or that infringes the rights of a third party; or
• attempt to reverse-engineer, resell, or misuse the Company's proprietary tools, methodologies, or LeverBench measurement layer.

The Company may decline, pause, or discontinue any campaign or instruction it reasonably believes violates this Section, applicable law, or its own compliance standards, and may do so without liability.

AI & Automated Tooling

The Company uses artificial intelligence and automated tooling to assist in delivering the Services: for example, to support data research and enrichment, list building, call preparation, real-time talk-track and objection guidance, call quality assurance, and reporting within LeverBench.

These tools are used to assist, not replace, our people. Outbound conversations are conducted by U.S.-based SDRs, and material outputs that inform Client-facing work (such as qualified meetings, enriched records, and campaign recommendations) are subject to human review and verification.

The Company will not use Client Data to train third-party or publicly available AI models beyond what is reasonably necessary to configure, operate, and improve the delivery of the Services to the Client. Where third-party AI or data services are used, the Company will use commercially reasonable efforts to select providers whose terms are consistent with these commitments. The Client may request reasonable information about the categories of automated tooling used in its program.

Data Protection & Confidentiality

Each party may receive confidential and proprietary information from the other in connection with the Services ("Confidential Information"). Each party agrees to use the other's Confidential Information only to perform or receive the Services, to protect it with at least reasonable care, and not to disclose it to third parties except to personnel and subcontractors who need it and are bound by comparable confidentiality obligations.

Client ownership. As between the parties, the Client owns its lists, contact records, CRM records, and other Client Data, and all pipeline and outcomes generated for the Client. The Company claims no ownership of Client Data.

Segregation & handling. The Company will keep Client Data logically segregated from other clients' data, restrict access to authorized personnel, and apply reasonable administrative, technical, and physical safeguards to protect it. Individual team members are bound by confidentiality and, where applicable, non-disclosure agreements.

Return or deletion. On written request following termination, the Company will return or delete Client Data in its possession within a reasonable period, except for copies retained for legal, backup, or audit purposes or as required by law.

Survival. The confidentiality and data-protection obligations in this Section survive termination of the Services and remain in effect for as long as the relevant information remains confidential.

Personal information is also handled in accordance with our Privacy Policy.

Intellectual Property

Cold Call Me LLC retains all right, title, and interest in and to its scripts, messaging frameworks, playbooks, systems, methodologies, call structures, data models, training materials, LeverBench, and internal processes, together with all improvements to them. The Client receives a limited, non-exclusive, non-transferable right to use these materials solely during, and for the purpose of, the active engagement.

Reproduction, distribution, resale, or derivative use of the Company's materials outside the engagement is prohibited without the Company's prior written approval. For the avoidance of doubt, this Section does not affect the Client's ownership of Client Data described in Section 12.

Marketing, Logo & Testimonial Rights

The Client grants the Company permission to use the Client's company name and logo, testimonial statements, case studies or campaign summaries, and a "Client of Cold Call Me" designation for the Company's marketing purposes. The Client may revoke this permission for future use by written request; previously published material need not be removed retroactively, though the Company will honor reasonable requests where practicable.

Limitation of Liability

To the maximum extent permitted by law, the Company will not be liable for lost revenue or profits, loss of business or opportunity, or any indirect, incidental, special, consequential, or punitive damages, even if advised of the possibility of such damages.

Except as expressly stated in these Terms, the Services are provided "as is" and "as available," and the Company disclaims all other warranties, express or implied, including any implied warranties of merchantability, fitness for a particular purpose, and non-infringement, and makes no performance guarantee. Nothing in these Terms limits liability that cannot be limited under applicable law.

Dispute Resolution & Binding Arbitration

The parties will first attempt to resolve any dispute informally and in good faith. Any dispute that cannot be resolved informally and that arises out of or relates to these Terms or the Services will be resolved through binding arbitration administered by the American Arbitration Association (AAA) under its applicable commercial rules, before a single arbitrator.

The seat and venue of arbitration will be Fairfield County, Connecticut, and these Terms are governed by the laws of the State of Connecticut, without regard to its conflict-of-laws principles. Each party waives any right to participate in a class, collective, or representative proceeding. Nothing in this Section prevents either party from seeking injunctive or equitable relief in a court of competent jurisdiction to protect its intellectual property or Confidential Information.

Amendments to These Terms

The Company may update these Terms from time to time. Updated versions will be posted on this page with a revised "Last updated" date, and material changes will take effect on a going-forward basis. For material changes affecting an active Commitment Term, the terms in effect when the Order Form was signed continue to govern that commitment unless the parties agree otherwise in writing. Continued use of the Services after an update constitutes acceptance of the updated Terms.

Contact Information

Questions about these Terms can be directed to the contacts below.

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