Last updated 2026-07-30
These terms govern the managed AI operations service (the “Service”) that Digital Lead Marketing (“DLM,” “we,” “us”) provides to a business client (“you”). By starting a trial, accepting an order, or paying a subscription invoice, you agree to them. Specific pricing, tier, and any negotiated terms are set out in your order and, where they differ, your order controls.
DLM provides a managed, AI-assisted operations service. Software supervised by DLM personnel performs marketing and operations work inside your business systems, which may include operating your CRM (campaigns, pipelines, lead follow-up, appointment scheduling, reporting), drafting outbound communications and sending them where you have approved, and research and reporting tasks.
“Managed” means we configure, monitor, and review the system's work. It does not mean a human reviews every individual action before it happens.
The Service is not legal, tax, accounting, financial, insurance, or investment advice. It is not a staffing agency, and no DLM person or system becomes your employee. We may improve, modify, or replace components of the system (including underlying AI model providers) as long as overall capability is not materially reduced; material reductions get 30 days' notice.
You authorize DLM to access, only to deliver the Service, the CRM account and sub-accounts identified in your order, the services connected to that account (email, SMS, calendars, phone, forms, websites), and any other system you expressly connect in writing. Access may be by API key, OAuth grant, delegated seat, or integration token. You will grant the minimum access we reasonably request and may revoke access at any time — revocation may suspend the Service without reducing fees for the current period.
You confirm that the person accepting these terms has authority to grant that access and to bind your business, and that doing so does not breach any agreement you have with a third party. We will use the access only to deliver the Service and for no other purpose.
All data in your accounts — contacts, leads, conversations, pipelines, content, and records — is and remains yours. We claim no ownership in it. Your CRM account and every connected account remain your accounts; if we set one up on your behalf, it is set up in your name and handed to your control at no charge on request or on termination.
You grant us a limited licence to host, copy, process, and display your data solely to deliver the Service, comply with law, and maintain security and backups. You are responsible for the accuracy and lawfulness of your data, including that your contact lists were collected with any consent required for the communications you direct.
We own and retain all rights in our software, prompts, agents, workflows, automations, templates, playbooks, configurations, documentation, and all improvements to them. Deliverables created for you — campaign copy, reports, creative assets — are licensed to you for your business use; the underlying templates, prompt structures, and system configurations remain ours even when installed inside your account. You will not copy, resell, reverse-engineer, or disclose them, or use them to build a competing service. Feedback you give us about the Service may be used without restriction or compensation.
Each of us will protect the other's non-public information with at least the care we use for our own, and no less than reasonable care, use it only to perform under these terms, and disclose it only to personnel and subprocessors under comparable obligations. This does not cover information that is public through no fault of the recipient, independently developed, rightfully received from a third party, or required to be disclosed by law. Your data is your confidential information; our pricing, templates, and system design are ours.
You will not use, or direct us or the system to use, the Service to:
We may suspend the Service immediately, with prompt notice, if your use creates legal risk, deliverability or carrier risk, or harm to third parties.
You approve campaigns. No new outbound campaign — SMS, email, voicemail, call, or comparable sequence — is activated to your contacts without your prior approval, given in writing or through your designated chat channel and logged by us. Routine execution of a campaign you already approved does not need per-message approval.
You warrant your lists. For every contact list and contact you provide or direct us to message, you confirm that you obtained any consent required by law for the channel used, that you keep records of that consent and will produce them on request, that you will promptly forward or log any opt-out or complaint, and that the list was not purchased, scraped, or harvested in violation of law or of the source's terms.
What we do. We honour opt-outs received through the systems we operate, maintain suppression lists in your account, include legally required identification and unsubscribe mechanics in email campaigns, follow the quiet-hours and frequency rules configured in the Service, and will not knowingly send to numbers on the National Do Not Call Registry without a lawful exemption you have documented.
How compliance is shared. You are responsible for the lawfulness of your lists and consent records; we are responsible for executing campaigns as configured and honouring opt-outs in the systems we operate. You are responsible for registrations attached to your own identity, such as A2P 10DLC brand and campaign registration in your account. We are never obliged to send anything we reasonably believe to be unlawful.
We do not guarantee any specific business outcome. We do not guarantee any particular number of leads, appointments, responses, reviews, rankings, deliverability rates, closed deals, revenue, or return on investment. Results depend on factors outside our control, including your offer, pricing, market, reputation, sales follow-through, list quality, carrier filtering, and platform changes. Any examples, projections, case studies, or value comparisons anywhere in our materials are illustrative, not promises or warranties.
Except as expressly stated in these terms, the Service is provided “as is,” and we disclaim all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement, to the maximum extent permitted by law.
Except for the exclusions below, each party's total aggregate liability arising out of or relating to these terms is limited to the fees you actually paid us in the 12 months before the event giving rise to the liability. Neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, or lost data, even if advised of the possibility.
You will defend and indemnify us against third-party claims — including regulatory claims and private actions under the TCPA, CEMA, or CAN-SPAM — arising from your contact lists or consent records, your products, services, offers, and claims, your data, or your breach of section 7.
The cap does not apply to your payment obligations, either party's indemnity obligations, breach of confidentiality, or a party's gross negligence, wilful misconduct, or fraud. We agree that our pricing reflects this allocation of risk.
The agreement runs month-to-month from your order's effective date, after any free trial, and renews monthly until terminated. Either party may terminate for convenience on 30 days' written notice — email or your designated chat channel is enough if acknowledged — and you remain responsible for fees through the end of that notice period. Either party may terminate immediately if the other materially breaches and does not cure it after written notice; we may suspend or terminate immediately for a breach of section 7 or for non-payment.
On termination: you keep your CRM account, every connected account, and all of your data — nothing is deleted by us, and our access is revoked. On request within 30 days we will reasonably co-operate on handover, transferring admin credentials you do not already hold and exporting reports. We may remove or deactivate our own proprietary automations and AI integrations from your account; campaign content already sent or published stays yours. Each party returns or destroys the other's confidential information on request, except archival copies required by law or backup policy.
Sections 4, 5, 6, 9, 10, 11, and this section survive termination.
We are independent contractors; nothing here creates a partnership, joint venture, or employment relationship, beyond the limited authority to operate your systems described in section 3. Neither party may assign these terms without the other's consent, except to a successor in a merger or sale of substantially all assets, with notice. Neither party is liable for delay caused by events beyond reasonable control — including outages of the CRM platform, AI providers, carriers, or hosting — except payment obligations. Notices go to the email addresses on your order; operational notices may go through your designated chat channel.
These terms, together with your order, are the entire agreement and supersede prior discussions. Amendments require a writing signed or electronically accepted by both parties; price changes follow section 2. Invalid provisions are reformed to the minimum extent needed and the rest stands; failure to enforce is not a waiver. Electronic signatures and click-through acceptance are valid and binding. These terms are governed by the laws of the State of Oregon, without regard to its conflict-of-laws rules. Before filing any proceeding, the parties will try in good faith to resolve the dispute by direct negotiation between principals for at least 30 days after written notice of it. Either party may still seek injunctive relief in court for breaches of intellectual property or confidentiality.
Questions about these terms: AccountRep@DigitalLead.Marketing · 971-350-8931.