Terms of Service

1. Definitions

• Service: the SalesMarketing platform at www.salesmarketings.com and its applications, including its features for ads, creatives, organic content, CRM, email, messaging, telephony, SEO, market radar and reporting.
• Account: the Customer's space in the Service, with its users, businesses, connections and data.
• Business: each brand or company the Customer manages in the Service and that is billed under the plan.
• User: each person with access to the Account, with one of the Service's roles.
• Customer Content: everything the Customer or its Users upload, connect, generate or send with the Service, including their contacts' data.
• Contacts: the people whose data the Customer processes with the Service (customers, prospects, website visitors, people who call or write).
• Balance: the amount in U.S. dollars (USD) in the Account used to pay for the Service's variable usage.
• Agency: a Customer that manages other businesses' Accounts from its own Account.

2. Who the Service is offered to

The Service is offered only to businesses and professionals established in the United States and Latin America, except Peru, who use it for their commercial activity. It is not offered to consumers or to people acting outside their business or profession.

The Service is not offered to, or directed at, businesses or professionals established in the European Union, the European Economic Area, the United Kingdom or Peru. We do not show prices in their currencies, do not run advertising targeted at those territories and do not accept sign-ups that declare being established there.

By accepting these Terms, the Customer declares the market in which it is established and that it meets this section. If the declaration is false, we may suspend or close the Account (section 17).

The person accepting and every User must be at least 18 years old.

3. Account, users and security

• The Customer provides accurate information when creating the Account and keeps it up to date.
• Each User has their own credentials; they are not shared. The Customer is responsible for what is done with its Users' credentials.
• Available roles: owner, admin, editor, viewer and client (the latter for Accounts managed by an Agency). Only the owner can delete the Account.
• The Service offers two-step verification. The Customer may require it for its admins or for all Users. We recommend enabling it.
• The Customer notifies us promptly at {CORREO_LEGAL} if it suspects unauthorized access.
• Our support team only enters an Account with an admin's permission, in read-only mode by default and for up to 2 hours. Every access is logged and shown on screen.

4. Agencies, client role and white label

• An Agency may create or receive Accounts of businesses it manages. The Agency represents that it is authorized by each business to manage its Account, connections and data.
• Who pays is set per Account: the Agency (with a shared balance and an optional monthly cap) or the business itself (with its own subscription). Whoever pays is responsible for paying for what is used in that Account.
• The client role only sees the overview and reports, and approves what is proposed to it.
• White label applies only to reports (PDF, public link and report email). The rest of the Service is presented under the SalesMarketing brand. The Agency is responsible to its clients for what it offers them with the Service.
• Removing a business managed by an Agency includes a prior export and a 7-day period during which it can be cancelled.

5. Plans, prices and balance

The subscription price depends on the number of businesses in the Account. Each tier is charged at its own price:

• Included fixed fee. Part of each subscription is the platform fee (USD 29 for the first business, USD 15 for each business from 2 to 5, USD 12 for each from 6 to 10 and USD 10 for each from 11 to 20, the same on the monthly and the annual plan). The rest is credited as monthly balance.
• The monthly balance is replenished each cycle and does not roll over from one month to the next.
• Extra balance the Customer buys separately does not expire while the Account exists.
• Each business includes a monthly allowance of marketing emails shown on the pricing page.
• Usage. Features that use third-party services (AI, image, video and voice generation, telephony, website reading and others) deduct from the balance the provider's actual cost multiplied by 1.30, at the rate in force on the date of use. The Service's own infrastructure does not deduct balance.
• The balance is never negative. Before an action with a cost, the Service checks that the balance covers the estimate. If the actual cost exceeds what was left, the balance is charged down to zero and the difference becomes an outstanding amount recorded on the Account, which the Customer owes us and which we may invoice.
• Own keys. If the Customer connects its own key for a provider, that provider's usage does not deduct balance; the provider bills the Customer under its contract with it. Telephony is always charged to the balance.
• Taxes. Prices exclude taxes. The Customer pays the taxes applicable in its country, except those on our income.
• Payments. Charges are made in advance by card or another method of our payment processor. The Customer authorizes recurring charges until it cancels.
• Refunds. Subscriptions and balance are non-refundable, except where required by law or in case of a billing error on our part.
• Price changes. We give at least 30 days' notice of price changes. They apply from the next billing cycle. If the Customer disagrees, it may cancel before that date.

6. Free trial

• The trial lasts 15 days from sign-up, with no card required, and includes USD 2 of balance.
• We notify the Customer 3 days before the end and on the last day.
• If the trial ends without a plan being purchased, the Account is paused without deleting data: automated processes stop and the Service stops responding to the Account until a plan is purchased.
• A paused Account can be reactivated by purchasing a plan. If the Customer prefers it to be deleted, it can do so from the Account settings.

7. Acceptable use

The Customer will not use the Service, or allow it to be used, to:

• Contact people without the consent or legal basis their law requires: unsolicited commercial calls, WhatsApp messages, text messages or emails.
• Send spam or messages with misleading senders, subject lines or content.
• Make calls or send messages that violate the U.S. Telephone Consumer Protection Act (TCPA), the National Do Not Call Registry, state telemarketing laws or local exclusion lists and registries (for example, REPEP in Mexico, No Llame in Argentina, No Molestar in Chile or Não Me Perturbe in Brazil), including their calling hours.
• Impersonate another person, company, brand or authority, or make people believe an AI is a human when asked or when the law requires disclosure.
• Use the image, voice or name of real people, including celebrities and public figures, without their license, or create "lookalikes" or imitations that suggest that person takes part in or endorses something.
• Create fake testimonials or reviews, or attribute to a real customer an experience they did not have.
• Promote or sell illegal products or services or products restricted at the destination, or breach advertising platforms' policies.
• Run housing, employment, credit or financial services ads without declaring the special category the platform requires, or with discriminatory targeting.
• Make decisions about people regarding credit, employment, housing, insurance, health or education with the Service, including its lead scoring and segments.
• Target children under 13 or build advertising profiles of minors.
• Process Contacts' health data or other sensitive data without the express consent the law requires, or send it to advertising platforms.
• Publish political or electoral ads targeted at the European Union.
• Upload or distribute malware, or attack, probe or overload the Service.
• Extract data from the Service by automated means, resell it, copy it or use it to build a competing product.
• Circumvent the Service's limits: spending caps, calling windows, country lists, zone-based blocks, AI or recording disclosures and consent controls.

We may remove content, stop sends or pause features that breach this section while we review them.

8. Customer warranties on consent and local compliance

The Customer is the controller of its Contacts' data and warrants that, in each market where it uses the Service:

• It has a valid legal basis for each processing activity and each contact channel, and has given its Contacts the privacy notices its law requires.
• It has obtained prior consent (opt-in) per channel where the law requires it (marketing email, WhatsApp, text messages, calls) and can prove it. When the Service asks it to declare that it has that consent, the declaration is true.
• For calls or messages using an artificial or AI voice to the United States, it has the prior express written consent the TCPA requires, naming the Customer as the seller.
• It checks exclusion lists (Do Not Call and local lists) where the Service does not do so for it, and honors opt-outs.
• It gives the recording notice its law requires and respects anyone who objects. The Service plays a notice at the start of calls, but the Customer decides whether it is sufficient in its jurisdiction.
• It has the written authorization of each person whose voice or image it uploads, clones or uses in an avatar, for the intended uses and duration.
• It complies with the advertising, consumer, telecommunications and data protection laws applicable to its campaigns and its Contacts.

The Service includes compliance controls (AI and recording disclosures, calling windows, country blocks, consent records, unified opt-outs), but they do not replace the Customer's judgment or its legal advice. The Customer may tighten those controls, not loosen them.

9. Customer responsibility for what it publishes and sends

• The Customer is responsible for everything it publishes, sends, calls or spends with the Service, and for reviewing it.
• The Service does not publish, send or spend on its own: it proposes, and a person at the Customer approves. The exception is the automated agents and flows that the Customer creates and turns on itself, which act within the caps, schedules and permissions the Customer sets and can be stopped at any time.
• Automated agents come turned off. What they do is logged and, where possible, can be undone.
• Approved or automated actions are executed on third-party platforms (for example, advertising platforms) on the Customer's behalf and in its accounts.

10. Artificial intelligence

• The Service uses AI models to write, summarize, classify, generate images, video and voice, reply to messages and handle calls.
• AI can be wrong: it can make up facts, make mistakes or produce inappropriate content. The Customer reviews what the AI generates before using it.
• We do not guarantee results: neither sales, nor ad performance, nor search rankings.
• The Service's AI does not provide legal, medical, financial or tax advice and must not be used for that.
• Synthetic content is marked as AI-generated and, where the law requires it, carries a visible label. The Customer will not remove it.
• AI agents identify themselves as AI where the law requires it and whenever someone asks.
• More detail in the AI and Transparency Policy.

11. Call and meeting recording

• Calls made through the Service are recorded and transcribed. A recording notice plays at the start of the call. If the person objects, the recording is discarded.
• Recordings are stored in private storage and can only be played from the Account.
• The meetings the Service reads from the Customer's mailbox are those recorded by the meeting platform itself, with its notice.
• The Customer is responsible for the recording being lawful in its jurisdiction and in the other party's (section 8).

12. Third-party integrations

• The Service connects to third-party platforms the Customer chooses (advertising, stores, email, calendars, CRMs, messaging). By connecting them, the Customer authorizes us to act in those accounts with the permissions it grants.
• The use of each platform is governed by its own terms and policies, which the Customer accepts and complies with.
• We are not responsible for those platforms' outages, changes or decisions, including ad or account rejections or suspensions.
• Anything a platform does not support is rejected in the Service with its reason.

13. Personal data

• For the Customer's Contacts' data, we act as a processor (service provider) under the Data Processing Agreement, which forms part of these Terms. The owner or an admin accepts it when creating a business or an Agency.
• For the Customer's Users' data, we are the controller under the Privacy Policy.
• The subprocessors we use are listed in the subprocessor list.

14. Intellectual property

• The Service, its software, design and trademarks belong to us or our licensors. We grant the Customer a limited, non-exclusive, non-transferable and revocable license to use it during its plan.
• The Customer retains ownership of Customer Content. It grants us a worldwide, non-exclusive, royalty-free license to host, copy, process and display it solely to provide the Service.
• What the AI generates for the Customer belongs to the Customer to the extent permitted by law, with no guarantee that it is registrable or that it does not resemble third-party content.
• If the Customer sends us suggestions or feedback, we may use them freely and without any obligation.

15. Confidentiality

Each party protects the other's confidential information with the same care as its own, and at least with reasonable care. It uses it only to perform these Terms and shares it only with those who need to know it and are bound by confidentiality. Information is not confidential if it was already public, was already lawfully known to the party, or must be disclosed by law, in which case the party notifies the other beforehand where the law allows.

16. Availability and changes to the Service

• We strive to keep the Service available and secure, but we do not guarantee a service level (SLA) or that it will run without interruptions or errors.
• We may perform maintenance and change or remove features. If we remove an essential feature of the Customer's plan, we will give reasonable advance notice.

17. Suspension and termination

We may suspend the Account or a feature, with notice where possible:

• for non-payment or an outstanding amount;
• when the trial ends without a plan being purchased (section 6);
• for use contrary to section 7 or to the warranties in section 8;
• if the market declaration in section 2 is false;
• if there is a legal, security or third-party harm risk, or an authority or platform requires it.

The Customer may cancel at any time from the settings. Cancellation takes effect at the end of the paid cycle.

On termination, the Customer may export its data before closure. Deleting the Account erases its data and asks providers to delete the copies they hold, except what we must keep by law (for example, invoices). Sections that by their nature must survive (outstanding payments, indemnification, limitation of liability, governing law) remain in force.

18. Indemnification

The Customer will defend, indemnify and hold harmless SalesMarketing, its officers, employees and providers from claims, penalties, damages, costs and reasonable attorneys' fees arising from:

• Customer Content and what it publishes on the platforms;
• the emails, messages, calls and ads it sends or makes with the Service, including those of its automated agents and flows;
• the lack of consents, notices or legal basis towards its Contacts;
• breach of the law applicable in its market or its Contacts' market;
• claims by its Contacts, by the people whose voice or image it uses, or by the connected platforms;
• breach of these Terms.

We will notify the Customer of the claim, let it control the defense with reasonable counsel and cooperate at its expense. The Customer will not settle in a way that imposes obligations on us without our consent.

19. Disclaimer of warranties

To the maximum extent permitted by law, the Service is provided "as is" and "as available", without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, accuracy and non-infringement.

20. Limitation of liability

• To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, punitive or consequential damages, or for lost profits, revenue, data or goodwill.
• Our total liability for all claims related to the Service will not exceed what the Customer paid us in the 12 months before the event giving rise to the claim.
• These limits do not apply to the Customer's payment obligations, its indemnification obligations, willful misconduct or gross negligence, or to what the law does not allow to be limited.

21. Governing law and jurisdiction

• These Terms are governed by the laws of the State of New Mexico (USA), without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
• For anything not subject to arbitration, the parties submit to the state or federal courts located in New Mexico.

22. Arbitration and class action waiver

• Disputes between SalesMarketing and a business or professional Customer arising from these Terms or the Service will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, with a single arbitrator, seated in New Mexico, and in English or Spanish as the parties agree. The award may be enforced in any competent court.
• Class action waiver: to the extent permitted by law, each party brings claims only individually, not as a plaintiff or member of any class, collective or representative action.
• Exceptions: either party may ask a court for interim or urgent relief, protect its intellectual property, or bring claims within the limits of a small claims court.
• Consumers: if, despite section 2, the Customer qualifies as a consumer under the law of its place of residence, it retains the mandatory rights that law grants it and its right to go to the courts of its domicile, and this section does not deprive it of them.

23. Changes to these Terms

• Each version has a number and a date and is kept in the version log.
• A major version change (for example, from 1.x to 2.0) is notified in advance and requires accepting the Terms again in the app to keep using the Service.
• A minor change (clarifications, corrections or improvements that do not reduce the Customer's rights) is notified in the app or by email and applies from its publication.

24. General provisions

• Notices: to us, at {CORREO_LEGAL}; to the Customer, at the Account owner's email or within the app.
• Assignment: the Customer may not assign these Terms without our consent. We may assign them in a corporate transaction or sale of the business, notifying the Customer.
• Force majeure: neither party is liable for failures caused by events beyond its reasonable control, except payment obligations.
• Severability: if a clause is invalid, it applies to the extent permitted and the rest remains in force.
• Waiver: not exercising a right does not waive it.
• Entire agreement: these Terms, with the documents they incorporate, are the entire agreement between the parties regarding the Service and supersede any prior agreement.
• Language: these Terms are published in Spanish and English. In case of discrepancy, the version in the language in which the Customer accepted them prevails.
• Independent parties: these Terms do not create a partnership, agency or employment relationship.

25. Contact

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