Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and VenueFlow AI, a Canadian company ("Company," "we," "us," or "our"), governing your access to and use of our website at venueflowai.com and our lead generation and marketing services. VenueFlow AI is headquartered in Ontario, Canada and serves clients across Canada and the United States.

By accessing our website, using our services, or entering into a service agreement with us, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access the website or use our services.

These Terms are supplemental to any separate service agreement or contract you may enter into with us. In the event of a conflict between these Terms and a signed service agreement, the signed service agreement shall prevail.

VenueFlow AI provides business-to-business (B2B) lead generation and marketing services specifically designed for wedding and event venues. Our services may include, but are not limited to:

• Multi-Platform Lead Generation: Targeted advertising campaigns across Facebook, Instagram, Google, and other platforms to generate qualified leads for your venue
• AI-Powered Follow-Up: Automated response systems to engage leads promptly and maintain communication, with optional automated tour booking to let qualified leads schedule venue tours directly on your calendar
• CRM & Pipeline Tracking: Lead management tools to track prospects through your sales funnel
• Done-For-You Communication: Professional copywriting and messaging services for lead nurturing
• Social Media Marketing: Content creation and management for social media platforms
• Web Design & SEO: Website development and search engine optimization services

The specific services provided to you will be outlined in your service agreement. We reserve the right to modify, suspend, or discontinue any aspect of our services at any time with reasonable notice.

Our services are available only to:

• Business Entities: Our services are designed for business-to-business transactions. You must be a wedding venue, event venue, or related business entity to use our services.
• Age Requirement: You must be at least 18 years of age and have the legal authority to enter into binding agreements on behalf of your business.
• Legal Compliance: You must have the legal right to operate your business and comply with all applicable laws and regulations in your jurisdiction.

By using our services, you represent and warrant that you meet all eligibility requirements stated above. If you do not meet these requirements, you must not use our services.

To access certain features of our services, you may be required to create an account or provide login credentials for third-party platforms we manage on your behalf.

You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Keep your login credentials confidential and secure
• Accept responsibility for all activities that occur under your account
• Notify us immediately of any unauthorized use or security breach

We reserve the right to suspend or terminate accounts that violate these Terms or that we reasonably believe are being used fraudulently or inappropriately.

Payment terms, including fees, billing cycles, and payment methods, will be specified in your individual service agreement. General payment terms include:

• Fees: You agree to pay all fees specified in your service agreement. Fees may vary based on the services selected and are subject to change with notice. All fees are quoted in Canadian dollars (CAD) unless otherwise specified in your service agreement.
• Billing: Invoices will be issued according to the schedule outlined in your service agreement. Payment is due upon receipt unless otherwise specified.
• Taxes: All fees are exclusive of applicable taxes. Canadian clients are responsible for applicable Harmonized Sales Tax (HST), Goods and Services Tax (GST), or Provincial Sales Tax (PST). US-based clients may be subject to applicable state and local taxes where required.
• Late Payments: Late payments may incur interest charges at a rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower) and may result in suspension or termination of services.
• Refunds: Refund policies, if applicable, will be specified in your service agreement. Generally, fees paid for services rendered are non-refundable.
• Advertising Spend: Any advertising budget is separate from service fees and is paid directly to advertising platforms or as specified in your agreement.

We will use commercially reasonable efforts to deliver our services as described in your service agreement. You acknowledge and agree that:

• Results May Vary: Lead generation results depend on many factors including market conditions, competition, your venue's appeal, and other variables outside our control. We do not guarantee specific lead quantities, conversion rates, or revenue outcomes.
• Third-Party Platforms: Our services rely on third-party platforms (Facebook, Google, etc.) whose policies, algorithms, and availability may change without notice. We are not responsible for changes to these platforms that may affect service delivery.
• Client Cooperation: Effective service delivery requires your timely cooperation, including providing necessary access, approvals, content, and information.
• Timeline Estimates: Any timelines or delivery estimates are approximations and not guaranteed deadlines unless explicitly stated as such in writing.

Our Intellectual Property

All content, features, and functionality of our website and services, including but not limited to text, graphics, logos, icons, software, and methodologies, are owned by VenueFlow AI and are protected by intellectual property laws. You may not copy, modify, distribute, sell, or lease any part of our intellectual property without our explicit written consent.

Your Content

You retain ownership of all content, images, and materials you provide to us for use in our services ("Client Content"). By providing Client Content, you grant us a non-exclusive, worldwide, royalty-free license to use, reproduce, modify, and display such content solely for the purpose of providing our services to you.

Work Product

Unless otherwise specified in your service agreement, any advertising creative, copy, landing pages, or other work product created specifically for your account during our engagement will be considered "work for hire" and will belong to you upon full payment for such services.

As a client, you agree to:

• Provide accurate and truthful information about your business and services
• Respond to inquiries and requests for information in a timely manner
• Comply with all applicable laws and regulations governing your business
• Follow up with leads generated through our services in a professional manner
• Not engage in deceptive or misleading practices with leads
• Maintain all necessary licenses and permits for your business operations
• Provide timely feedback and approvals when requested
• Honor any commitments or representations made to leads through our services

You agree not to:

• Use our services for any unlawful purpose or in violation of these Terms
• Misrepresent your business, services, or pricing to leads
• Engage in spam, phishing, or other deceptive practices
• Interfere with or disrupt our services or servers
• Attempt to gain unauthorized access to our systems
• Use our services to promote illegal activities
• Share account credentials with unauthorized parties
• Engage in any activity that could damage our reputation or business relationships
• Violate the terms of service of any third-party platforms we use on your behalf

NO GUARANTEE OF RESULTS: We provide lead generation and marketing services on an "as is" basis. We do not guarantee any specific number of leads, conversion rates, bookings, or revenue. Marketing results depend on numerous factors beyond our control including market conditions, competition, economic factors, and the quality of your venue and services.

THIRD-PARTY DEPENDENCIES: Our services depend on third-party platforms including but not limited to Facebook, Instagram, Google, and LeadConnector. Changes to these platforms' policies, algorithms, pricing, or availability may impact our ability to deliver services. We are not responsible for such changes.

AS-IS BASIS: To the maximum extent permitted by law, our services are provided "as is" and "as available" without warranties of any kind, whether express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

To the maximum extent permitted by applicable Canadian and US law, VenueFlow AI and its officers, directors, employees, agents, and affiliates shall not be liable for:

• Any indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Damages arising from third-party actions or platform changes
• Damages resulting from unauthorized access to your account
• Any amount exceeding the fees paid by you in the twelve (12) months preceding the claim

Some provinces, states, or jurisdictions do not allow limitations on implied warranties or exclusion of certain damages. If the laws of your province or state apply to you, some or all of the above disclaimers, exclusions, or limitations may not apply, and you may have additional rights under applicable Canadian provincial or US state consumer protection legislation.

You agree to indemnify, defend, and hold harmless VenueFlow AI, its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:

• Your violation of these Terms
• Your violation of any applicable law or regulation
• Your violation of any third-party rights
• Your Client Content or business practices
• Any dispute between you and a lead or customer

Either party may terminate the service relationship as specified in your service agreement. General termination provisions include:

• By You: You may terminate services by providing written notice as specified in your service agreement. Fees for services already rendered are non-refundable.
• By Us: We may terminate or suspend services immediately if you breach these Terms, fail to pay fees when due, or engage in prohibited activities.
• Effect of Termination: Upon termination, your access to our services and platforms will be revoked. Any outstanding fees remain due and payable.

Provisions of these Terms that by their nature should survive termination (including but not limited to intellectual property, limitation of liability, indemnification, and dispute resolution) shall survive termination.

Any dispute, controversy, or claim arising out of or relating to these Terms or our services shall be resolved as follows:

• Informal Resolution: Before initiating formal proceedings, you agree to contact us to attempt to resolve the dispute informally within thirty (30) days.
• Mediation: If informal resolution fails, the parties agree to attempt mediation before a mutually agreed-upon mediator in the Province of Ontario, Canada.
• Arbitration: If mediation is unsuccessful, disputes shall be resolved through binding arbitration administered in accordance with the ADR Institute of Canada Arbitration Rules. The arbitration shall be conducted in English in the Province of Ontario, and the arbitrator's decision shall be final and binding.

Class Action Waiver: To the extent permitted by applicable law, you agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.

These Terms shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. The courts of the Province of Ontario shall have exclusive jurisdiction over any disputes arising under these Terms.

For clients located in the United States, you agree that these Terms are governed by Canadian law as stated above. However, nothing in these Terms shall deprive you of any mandatory consumer protection rights afforded to you under the laws of your state of residence, to the extent such rights cannot be waived by contract.

We reserve the right to modify these Terms at any time. If we make material changes, we will notify you by updating the "Last updated" date at the top of these Terms and, where appropriate, providing additional notice (such as email notification).

Your continued use of our website or services after any changes to these Terms constitutes your acceptance of the updated Terms. If you do not agree to the modified Terms, you must stop using our services.

Neither party shall be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from circumstances beyond the reasonable control of that party, including but not limited to: natural disasters, pandemics, acts of government, internet or telecommunications failures, power outages, cyberattacks, changes to third-party platform policies or algorithms (including but not limited to Facebook, Instagram, Google, and other advertising platforms), third-party platform outages or service disruptions, labor disputes, or any other force majeure event.

In the event of a force majeure, the affected party shall promptly notify the other party and shall use commercially reasonable efforts to resume performance as soon as practicable. If a force majeure event continues for more than sixty (60) days, either party may terminate the affected services upon written notice.

These Terms, together with any applicable service agreement, constitute the entire agreement between you and VenueFlow AI regarding the use of our website and services. These Terms supersede all prior or contemporaneous communications, representations, or agreements, whether oral or written, relating to the subject matter hereof.

No modification, amendment, or waiver of any provision of these Terms shall be effective unless made in writing and signed by an authorized representative of VenueFlow AI. The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other provision of these Terms. The remaining provisions shall continue in full force and effect, and the invalid or unenforceable provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

If you have any questions, concerns, or inquiries regarding these Terms of Service, please contact us at:

VenueFlow AI
Founder: Zaid Darwazeh
Location: Ontario, Canada
Email: zaid@venueflowconsulting.com
Website: venueflowai.com

We will respond to your inquiry as soon as reasonably possible.