1. Description of Services

Get Crystalized Agency LLC will provide to Recipient the services as described in the proposal, quote, or landing page description provided (collectively, the "Services").

2. Term

This Agreement will terminate automatically upon completion by the Provider of the Services required by this Agreement.

3. Work Product Ownership

All materials, content, designs, workflows, and deliverables created by Get Crystalized Agency LLC in connection with the services (the "Work Product") shall remain the intellectual property of Get Crystalized Agency LLC, unless explicitly agreed upon in writing.The Recipient is granted a non-exclusive, non-transferable, and royalty-free license to use the Work Product for its intended purpose, as outlined in the scope of services.Pre-existing materials, tools, and processes used in the creation of the Work Product remain the exclusive property of Get Crystalized Agency LLC. Any additional ownership rights must be negotiated separately and documented in a signed agreement.

4. Third-Party Services

Some services provided by Get Crystalized Agency LLC may include or integrate with third-party services, including but not limited to those offered by Lead Connector. By using these services, the Recipient agrees to abide by the terms and conditions of the respective third-party providers. Get Crystalized Agency LLC is not responsible for any disruptions, errors, or changes in the functionality of these third-party services.

5. System Maintenance and Updates

Provider may periodically perform system maintenance or updates to ensure optimal performance of the services, including platform updates provided by HighLevel or its affiliates. These updates may cause temporary service interruptions. Provider will make reasonable efforts to notify the Recipient in advance of any scheduled downtime.

6. Third-Party Service Disclaimer

Get Crystalized Agency LLC relies on third-party platforms, including HighLevel and Lead Connector, for certain functionalities. While we endeavor to ensure uninterrupted service, we cannot guarantee availability or performance due to dependencies on these external services. Any disruptions or limitations caused by these third parties are outside the control of Get Crystalized Agency LLC, and we are not liable for such occurrences.

7. Acceptable Use Policy

Recipients of services must ensure their use of the platform complies with all applicable laws, including anti-spam laws such as CAN-SPAM, GDPR, or CCPA. Any misuse of the services, including but not limited to sending unsolicited bulk messages or violating third-party rights, may result in immediate termination of the Agreement without refund.

8. Platform Modifications and Updates

The platform and associated tools are subject to periodic updates or modifications to improve performance or comply with legal or technical requirements. These changes may occur without prior notice but will be communicated when they significantly affect the Recipient's use of the services.

9. Technical Support and Downtime

Technical support is available during regular business hours and provided remotely. While we strive for 99.9% uptime, planned maintenance or unexpected outages may occur. Recipients will be notified of scheduled downtime at least 48 hours in advance, where feasible.

10. Data Privacy and Security

Get Crystalized Agency LLC implements industry-standard security measures to protect data shared by Recipients. However, no system is entirely secure, and Recipients acknowledge the risks inherent in online communications. By using the services, Recipients accept these risks and agree not to hold Get Crystalized Agency LLC liable for data breaches or losses caused by third-party providers.

11. Termination and Data Retention

Upon termination of the services, Recipient's access to the platform will cease immediately. Data related to the services will be retained for a maximum of 90 days unless otherwise agreed. After this period, data may be deleted and may not be recoverable.

12. Transfer of Account Outside of Get Crystalized Agency

If you choose to become a HighLevel affiliate using the link provided by Get Crystalized Agency, we will transfer your location to your new instance of HighLevel for a nominal fee of $125. This transfer will include your existing workflows, templates, and associated data.

However, under no circumstances will we transfer your location or assets to another HighLevel agency. All systems and intellectual property associated with your account, including but not limited to workflows, automations, templates, and data, are the intellectual property of Get Crystalized Agency. See 3. Work Product Ownership.

Should you decide to engage another HighLevel agency, you will be required to have that agency recreate your entire system from scratch. We will not assist in, quote, or provide any pricing for the work needed to rebuild your system or transfer your assets to a third-party agency.

13. Archiving and Data Retention

Upon request, Get Crystalized Agency will archive your location in our system for a period of 365 days. Should you decide to return within this 365-day grace period, we will restore your location exactly as it was when you left.

If data migration support is required upon your return, Get Crystalized Agency will provide a separate quote for these services.

If you do not request archiving, or if 365 days have passed since your transfer date, your full location account will be permanently deleted. Please note, once deleted, we will not be able to recover any data or system configurations under any circumstances.

12 Confidentiality

Provider and its employees, agents, or representatives will not at any time or in any manner, either directly or indirectly, use for the personal benefit of Provider, or divulge, disclose, or communicate in any manner, any information that is proprietary to Recipient. Provider and its employees, agents, and representatives will protect such information and treat it as strictly confidential. This provision will continue to be effective after the termination of this Agreement. Any oral or written waiver by Recipient of these confidentiality obligations which allows Provider to disclose Recipient's confidential information to a third party will be limited to a single occurrence tied to the specific information disclosed to the specific third party, and the confidentiality clause will continue to be in effect for all other occurrences. This provision includes, but is not limited to, proprietary methodologies, software configurations, templates, workflows, and other intellectual property developed by Get Crystalized Agency LLC,

13. Warranty

Provider shall provide its services and meet its obligations under this Agreement in a timely and workmanlike manner, using knowledge and recommendations for performing the services which meet generally acceptable standards in Provider's community and region, and will provide a standard of care equal to, or superior to, care used by service providers similar to Provider on similar projects.

14. Default

The occurrence of any of the following shall constitute a material default under this Agreement:a. The failure to make a required payment when due.b. The insolvency or bankruptcy of either party.c. The subjection of any of either party's property to any levy, seizure, general assignment for the benefit of creditors, application, or sale for or by any creditor or government agency.d. The failure to make available or deliver the Services in the time and manner provided for in this Agreement.

15. Attorneys' Fees and Collection Costs

If there is a dispute relating to any provisions in this Agreement, the prevailing party is entitled to, and the non-prevailing party shall pay, the costs and expenses incurred by the prevailing party in the dispute, including but not limited to all out-of-pocket costs of collection, court costs, and reasonable attorney fees and expenses.

16. Remedies

In addition to any and all other rights a party may have available according to law, if a party defaults by failing to substantially perform any provision, term, or condition of this Agreement (including without limitation the failure to make a monetary payment when due), the other party may terminate the Agreement by providing written notice to the defaulting party. This notice shall describe with sufficient detail the nature of the default. The party receiving such notice shall have 30 days from the effective date of such notice to cure the default(s). Unless waived in writing by a party providing notice, the failure to cure the default(s) within such time period shall result in the automatic termination of this Agreement.

17. Force Majeure

If the performance of this Agreement or any obligation under this Agreement is prevented, restricted, or interfered with by causes beyond either party's reasonable control ("Force Majeure"), and if the party unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event. The term Force Majeure shall include, without limitation, acts of God, plague, epidemic, pandemic, outbreaks of infectious disease or any other public health crisis, including quarantine or other employee restrictions, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or wars, or strikes, lock-outs, work stoppages or other labor disputes, or supplier failures. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. An act or omission shall be deemed within the reasonable control of a party if committed, omitted, or caused by such party, or its employees, officers, agents, or affiliates.

18. Dispute Resolution

The parties will attempt to resolve any dispute arising out of or relating to this Agreement through friendly negotiations amongst the parties. If the matter is not resolved by negotiation within 30 days, the parties will resolve the dispute using the below Alternative Dispute Resolution (ADR) procedure. Any controversies or disputes arising out of or relating to this Agreement will be resolved by binding arbitration under the rules of the American Arbitration Association. The arbitrator's award will be final, and judgment may be entered upon it by any court having proper jurisdiction.

19. Entire Agreement

This Agreement, together with any supplemental agreements explicitly referenced herein (e.g., Partnership Agreements), constitutes the entire agreement between the parties concerning the subject matter hereof. It supersedes all prior written or oral agreements related to the subject matter, except where supplemental agreements expressly provide additional terms. In the event of a conflict between this Agreement and any supplemental agreements, the terms of the supplemental agreement shall govern for the relevant activities."

20. Severability

If any provision of this Agreement will be held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision will be deemed to be written, construed, and enforced as so limited.

21. Amendment

This Agreement may be modified or amended in writing by mutual agreement between the parties if the writing is signed by the party obligated under the amendment.

22. Governing Law

This Agreement shall be construed in accordance with the laws of the State of Michigan.

23, Notice

Any notice or communication required or permitted under this Agreement shall be sufficiently given if delivered in writing in person or by certified mail, return receipt requested, to the address set forth in the opening paragraph or to such other address as one party may have furnished to the other in writing.

24. Waiver of Contractual Right

The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation

25. Contact Information

If you have any questions or concerns regarding this Agreement or the Services, please contact us:

Email: [email protected]: 248-988-9099Address: 3860  Washtenaw Ave., Ste i #488, Ann Arbor, MI 48108