Terms of Service

Effective April 30, 2026. These Terms incorporate the Privacy Policy, Data Processing Addendum, and Acceptable Use Policy by reference.

Read this notice. These Terms contain a binding individual-arbitration agreement and class-action waiver in Section 18, a one-year limitation on bringing claims, a mass-arbitration batching protocol, a jury-trial waiver, and a cap on B&G Solutions' liability. They affect your legal rights. By using the Service, you accept these provisions.

These Terms of Service ("Terms") form a binding agreement between B&G Solutions, a Georgia entity (operating as B&G Solutions, "Company," "we," "us," or "our"), and the business or person that subscribes to, accesses, or uses the Service (the "Customer," "you," "your"). You agree to these Terms by (i) clicking "I agree" or any equivalent button, (ii) signing an order form or invoice that references these Terms, (iii) paying any invoice for the Service, or (iv) accessing the Service. If you do not agree, do not use the Service.

If you and Company have signed a separate Master Services Agreement ("MSA") covering the Service, the MSA controls where it conflicts with these Terms; otherwise, these Terms govern.

1. The Service

"Service" means the AI-assisted operations software, hosted dashboard, voice-receptionist, missed-call recovery, SMS/email outreach, review-management, Google Business Profile management, website hosting, integrations, and any related deliverables we make available, plus any updates, beta features, or successor products. We may add, change, or remove non-material features at any time and will give 30 days' email notice of material removals or breaking changes. Beta, preview, "early access," or "alpha" features are provided "AS IS" with no SLA, may be discontinued at any time, and are not part of the committed Service.

2. Eligibility & account security

You represent that you are at least 18, have authority to bind your business to these Terms, and will provide accurate registration information. You are responsible for safeguarding credentials, for all activity under your account, and for keeping contact and billing data current. Notify us immediately at [email protected] of any suspected unauthorized access. We may deny, suspend, or revoke accounts to protect the Service, our other customers, or third parties.

3. Subscription, fees & taxes

Fees are stated on the order form, dashboard, or invoice and are billed monthly in advance via Stripe unless otherwise agreed. All fees are non-refundable except as expressly stated. Past-due amounts accrue interest at 1.5% per month (or the maximum allowed by law, whichever is less) and we may suspend the Service after 7 days of non-payment with email notice. Fees are exclusive of taxes, levies, and duties; you are responsible for all such amounts other than taxes on our net income. We may revise prices on 30 days' email notice; if you do not accept the change, your sole remedy is to terminate at the end of the current billing period before the new price takes effect.

4. Term & cancellation

The Service is month-to-month unless an order form sets a longer initial term. Either party may cancel with 30 days' written notice (an email to [email protected] is "written"). Cancellation takes effect at the end of the current paid month; no partial refunds. We may terminate immediately for (a) non-payment after the cure window, (b) Acceptable Use Policy violations, (c) fraudulent activity, (d) insolvency, (e) lawful government order, or (f) any conduct that creates a material risk of liability for us. On termination we stop billing, cease outbound messaging on your behalf, and handle data per Section 12 and the Privacy Policy.

5. Customer responsibilities & representations

You represent and warrant, on a continuing basis, that:

You are the lawful owner or authorized agent of the business phone numbers, GBP listings, CRM data, customer lists, and any other inputs you connect to the Service;
You have obtained all consents and provided all notices required by applicable law (including TCPA, CAN-SPAM, state mini-TCPA statutes such as the Florida Telephone Solicitation Act, the Oklahoma Telephone Solicitation Act, the Maryland Stop the Spam Calls Act, and Washington's RCW 19.190, and state privacy statutes) before any phone number, email address, or contact record is processed by the Service;
You have, where required, prior express written consent for any marketing SMS and prior express consent for any informational SMS sent through the Service to a wireless number, and you maintain real-time DNC, opt-out, revoked-consent, and reassigned-number list scrubbing;
You will not use the Service to contact recipients on national or state Do-Not-Call registries except where a recognized exemption applies;
Your customer-facing communications identify your business as the sender, not Company;
You hold and maintain all licenses, registrations, and insurance required to perform the underlying trade work; the Service does not provide trade-work licensure, supervision, or insurance;
The Service will not be used to send unlawful, harassing, defamatory, deceptive, or harmful content, or for any purpose listed as prohibited in the Acceptable Use Policy;
You will review AI-generated content before relying on it for any decision that has legal, financial, safety, or reputational consequence; and
You will comply with the platform terms of every connected third-party service (Google, Twilio, Stripe, your CRM, etc.).

6. Acceptable use

The Acceptable Use Policy is incorporated into these Terms. We may investigate suspected AUP violations and may suspend the Service immediately, without notice, to mitigate harm. Repeated or willful violations are grounds for termination for cause.

7. SMS program terms (A2P 10DLC)

Program name: B&G Solutions Customer Messaging. Program description: Transactional text messages sent on behalf of the trades business operating each Customer account, including review requests after a completed job, missed-call follow-ups, and appointment confirmations. Messages are triggered by a recipient's prior interaction with the business (a phone call, a completed service visit, or an appointment booking). This is not a marketing or subscription list.

Frequency: Varies by recipient activity, typically 0–3 messages per recipient per job. Cost: Message and data rates may apply; standard carrier rates apply. Opt-out: Reply STOP to opt out; you will receive a confirmation and no further messages. Help: Reply HELP or email [email protected]. Carriers: AT&T, T-Mobile, Verizon, Boost, Cricket, MetroPCS, U.S. Cellular, and other major U.S. carriers. Carriers are not liable for delayed or undelivered messages.

Mobile phone numbers and SMS content are not sold, rented, or shared with third parties for marketing purposes, and are not shared with affiliates for their own marketing. See the Privacy Policy.

8. Call recording & AI disclosure

The Service operates voice-receptionist phone numbers. Calls are recorded for quality and training, and a recorded disclosure is played at the start of each call. Some U.S. states (California, Connecticut, Delaware, Florida, Illinois, Maryland, Massachusetts, Michigan, Montana, Nevada, New Hampshire, Pennsylvania, Washington) generally require all-party consent to record. Other states' laws vary; Customer is responsible for assessing the law of any state from which it expects calls. Customer is responsible for any decision to disable or modify the disclosure for inbound calls and indemnifies Company under Section 11 for any claim arising out of that decision.

Customer-facing AI-generated messages include a disclosure that the message was generated with the assistance of artificial intelligence on behalf of the Customer's business and that a human reviews replies. Where applicable law requires more specific language or cadence — for example, Georgia's conversational-AI disclosure law (Senate Bill 540, when effective), or other state AI-disclosure statutes — Customer is responsible for instructing Company to apply that language; Company will use commercially reasonable efforts to comply.

9. AI output & Customer review

The Service uses generative AI. AI outputs are probabilistic and may be inaccurate, outdated, biased, or otherwise unsuitable. Where the Service drafts a message, post, reply, or document for transmission to a third party, Customer is the publisher and final approver of that content unless the parties have signed a written autonomous-execution authorization. Company is not responsible for losses resulting from AI content that Customer published or authorized for publication. Company does not warrant that AI outputs will achieve any specific business outcome (lead volume, conversion rate, review velocity, revenue) and any forecasts or example numbers are illustrative, not contractual.

10. Data & privacy

Customer retains ownership of "Customer Data" (the records, recordings, transcripts, contacts, and content Customer provides or generates through use of the Service). Customer grants Company a worldwide, royalty-free license to host, process, transmit, and display Customer Data solely to provide and improve the Service, secure the Service, and comply with law. Company may create and retain de-identified, aggregated data derived from use of the Service ("Aggregate Data") and may use Aggregate Data for any lawful purpose, including product improvement, analytics, and benchmarking. Company will not use Customer Data to train cross-customer AI models. The Privacy Policy and DPA are incorporated by reference and govern personal data handling.

11. Indemnification

By Customer. Customer will defend, indemnify, and hold harmless Company and its affiliates, owners, employees, and agents from and against any third-party claim, action, demand, proceeding, fine, penalty, loss, damage, cost, or expense (including reasonable attorneys' fees) arising out of or related to (a) Customer Data or the underlying contact lists, including alleged violation of TCPA, CAN-SPAM, state SMS or telemarketing laws, DNC laws, state recording-consent laws, or state privacy statutes; (b) Customer's underlying trade work, products, or services; (c) Customer's breach of Section 5, the AUP, or any third-party platform's terms; (d) Customer's instructions to disable any recording or AI disclosure; (e) any AI-generated content Customer published, approved, or transmitted; or (f) any claim by a Customer end-customer arising from Customer's business operations.

By Company. Company will defend, indemnify, and hold harmless Customer from any third-party claim that the Service, when used as authorized, infringes a U.S. patent, U.S. registered copyright, or trade secret of that third party. This is Customer's sole remedy for IP infringement. Excluded: (i) combinations with non-Company items, (ii) modifications, (iii) Customer Data, (iv) free, beta, or open-source components, (v) use after Company has provided a substitute or instructed Customer to stop, (vi) Customer's misuse.

Procedure. The indemnitee must (i) promptly notify the indemnitor in writing, (ii) cede sole control of defense and settlement (no settlement that admits liability or imposes a non-monetary obligation on the indemnitee without consent, not unreasonably withheld), and (iii) reasonably cooperate.

12. Warranty disclaimer

EXCEPT FOR THE EXPRESS WARRANTIES IN A SIGNED ORDER FORM OR MSA, THE SERVICE, AI OUTPUTS, AND ALL DELIVERABLES ARE PROVIDED "AS IS" AND "AS AVAILABLE." COMPANY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTY ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. COMPANY DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE; THAT AI OUTPUTS WILL BE ACCURATE OR APPROPRIATE; OR THAT THE SERVICE WILL ACHIEVE ANY SPECIFIC BUSINESS OUTCOME. SOME JURISDICTIONS DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES; IN THOSE JURISDICTIONS THE FOREGOING APPLIES TO THE MAXIMUM EXTENT PERMITTED.

13. Limitation of liability

Plain-language summary: Each party's total liability for any claim is capped at the greater of (a) the fees Customer paid Company in the prior 12 months, or (b) $1,000. Neither party is liable for indirect or consequential damages. Carve-outs follow.

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (a) NEITHER PARTY IS LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST LEADS, LOST JOBS, LOST DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COST OF SUBSTITUTE SERVICES, OR REGULATORY FINES, EVEN IF ADVISED OF THE POSSIBILITY; AND (b) EACH PARTY'S TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE IS LIMITED TO THE GREATER OF (i) THE FEES CUSTOMER PAID COMPANY IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (ii) ONE THOUSAND U.S. DOLLARS ($1,000).

The cap and exclusions in this Section 13 do not apply to (1) Customer's payment obligations, (2) either party's indemnification obligations under Section 11, (3) Customer's breach of Section 5 or the AUP, (4) either party's breach of confidentiality, or (5) liability that cannot be limited by law (including gross negligence, willful misconduct, or fraud). The parties agree that the foregoing allocation of risk is a fundamental basis of the bargain and that the fees would be materially higher absent these limitations.

14. Suspension

We may suspend the Service in whole or in part, with or without notice, if (a) you violate these Terms or the AUP, (b) we have a reasonable basis to believe your account is involved in security or fraud activity, (c) a third-party platform requires it, (d) we are required to do so by law or court order, or (e) suspension is necessary to protect the Service, other customers, or third parties. We will restore the Service after the cause is resolved.

15. Force majeure

Neither party is liable for any delay or failure to perform (other than payment) caused by an event beyond its reasonable control, including acts of God, fire, flood, earthquake, hurricane, pandemic, epidemic, war, terrorism, civil unrest, government action, embargo, labor dispute, internet or telecommunications failure, third-party hosting or AI-vendor outage (including outages of Twilio, Stripe, Google, Anthropic, X.AI, or other vendors essential to the Service), or denial-of-service attack. The affected party will use reasonable efforts to mitigate. If a force-majeure event continues more than 60 consecutive days, either party may terminate without further liability.

16. Marketing & feedback

Marketing. You grant Company a non-exclusive, worldwide, royalty-free license to use your name, logo, and a high-level description of your engagement (industry, region, scale) on Company's website, pitch decks, and case studies, revocable on 30 days' written notice. We will not disclose your confidential business metrics or your end-customers' personal data without your written consent.

Feedback. If you provide suggestions, ideas, bug reports, feature requests, or other feedback, you grant Company a perpetual, irrevocable, worldwide, royalty-free, fully paid, sublicensable license to use, reproduce, modify, and incorporate the feedback into the Service or any other product, with no obligation to attribute or compensate.

17. Intellectual property

Company and its licensors retain all right, title, and interest in and to the Service, the underlying software, AI models, prompts, templates, documentation, and Aggregate Data, and in all related intellectual property, including improvements derived from feedback. No rights are granted by implication, estoppel, or otherwise other than the limited, revocable, non-transferable, non-sublicensable right to access and use the Service during the term, in accordance with these Terms, solely for your internal business purposes.

18. Dispute resolution — arbitration, class waiver, mass-arbitration protocol

Read carefully. This Section requires you and Company to resolve most disputes by binding individual arbitration, waives the right to trial by jury, waives the right to participate in a class action or class arbitration, and contains a mass-arbitration batching procedure. It is enforceable under the Federal Arbitration Act, 9 U.S.C. §§ 1–16.

(a) Informal resolution. Before filing arbitration or any action, the claimant must send a written "Notice of Dispute" to [email protected] (or, if Customer, to your account contact address) describing the claim and requested relief. The parties will negotiate in good faith for at least 30 days. The applicable statute of limitations is tolled during this period. Compliance with this paragraph is a condition precedent to arbitration.

(b) Binding arbitration. Any dispute, claim, or controversy arising out of or relating to these Terms or the Service that is not resolved under (a) shall be resolved by binding arbitration administered by the American Arbitration Association ("AAA") under the AAA Commercial Arbitration Rules (or, where applicable, the AAA Consumer Arbitration Rules). The arbitration shall be conducted by one arbitrator, seated in Atlanta, Georgia, in English, and the award is final and enforceable in any court of competent jurisdiction. The arbitrator (not a court) decides issues of arbitrability, scope, and enforceability of this Section.

(c) Class waiver. THE PARTIES MAY BRING CLAIMS AGAINST EACH OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims and may not preside over any class or representative proceeding. If this class waiver is found unenforceable as to a particular claim, that claim must be litigated in court and severed from arbitration; the remainder of this Section continues to apply.

(d) Mass-arbitration batching. If 25 or more substantially similar arbitration demands are filed against Company within a 60-day period by or with the assistance of the same law firm or coordinated counsel, the demands shall be administered in sequential batches of 50, in the order received. A single AAA filing fee covers each batch. No subsequent batch is filed until the prior batch is resolved or settled. The parties will jointly select a process arbitrator to oversee batching. Any statute-of-limitations period is tolled for unfiled batches. The parties will negotiate in good faith to resolve batched claims efficiently. This paragraph is severable; if found unenforceable, the remaining portions of this Section survive.

(e) Carve-outs. Either party may (i) bring an individual action in small-claims court if the claim qualifies, (ii) seek injunctive or equitable relief in any court of competent jurisdiction to protect intellectual property, confidentiality, or to enforce the AUP, and (iii) bring any claim for unpaid fees in court without first arbitrating.

(f) Jury trial waiver. If a claim proceeds in court for any reason, both parties waive any right to a trial by jury, to the maximum extent permitted by law.

(g) Statute of limitations. Any claim must be filed within one (1) year after the cause of action accrued or be permanently barred, except where applicable law prohibits a shorter period than the statutory limit.

(h) Opt-out. You may opt out of (b)–(d) by emailing [email protected] with subject line "Arbitration Opt-Out" within 30 days of first agreeing to these Terms; opt-out has no other effect on these Terms.

19. Governing law & venue

These Terms are governed by the laws of the State of Georgia, USA, without regard to conflict-of-laws principles, and (where federal law applies) by the Federal Arbitration Act and other federal law. Subject to Section 18, any action that proceeds in court shall be brought exclusively in the state or federal courts located in Fulton County, Georgia, and each party consents to personal jurisdiction and venue there. The U.N. Convention on Contracts for the International Sale of Goods does not apply.

20. Changes to these Terms

We may update these Terms. Material changes will be emailed to Customer at least 14 days before they take effect or, where the change increases your obligations or reduces your rights, 30 days. Continued use after the effective date is acceptance. If you do not accept, your sole remedy is to terminate before the change takes effect; we will refund any unused, prepaid fees attributable to that change.

21. General

Assignment. You may not assign these Terms or any rights hereunder without our prior written consent; any attempted assignment without consent is void. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of substantially all of our assets, on notice. Notices. Notices to Company must be sent to [email protected]; notices to Customer go to the email on file. Notices are deemed given on the day sent if a business day, otherwise the next business day. Independent contractors. The parties are independent contractors; nothing in these Terms creates a partnership, joint venture, agency, employment, or fiduciary relationship. No third-party beneficiaries. These Terms confer no rights on any third party. Severability. If any provision is held unenforceable, it is modified to the minimum extent necessary, and the rest remains in effect. No waiver. A failure to enforce a provision is not a waiver. Entire agreement. These Terms (with the Privacy Policy, DPA, AUP, and any signed order form or MSA) are the entire agreement and supersede all prior or contemporaneous understandings on the subject. Headings. Headings are for convenience only. Construction. These Terms were drafted jointly; no provision is construed against the drafter. Counterparts & e-signature. Any signed order form or MSA may be executed in counterparts and by electronic signature, each of which is an original. The parties consent to receive disclosures and notices electronically (E-SIGN Act, 15 U.S.C. § 7001 et seq.). Survival. Sections 3 (unpaid fees), 5 (representations), 9 (AI output), 10 (Data & privacy), 11 (Indemnification), 12 (Warranty disclaimer), 13 (Limitation of liability), 16 (Marketing & feedback), 17 (IP), 18 (Dispute resolution), 19 (Governing law), and 21 (General) survive termination.

22. Contact

Questions and notices: [email protected] · B&G Solutions, Atlanta, Georgia, USA.