Momentum Engine Terms of Service

1. Overview

Momentum Engine is provided by Next Step Sites LLC, a Texas limited liability company doing business as Next Step Marketing (“Next Step Marketing,” “we,” or “us”). These terms govern its use, including the strategy, advertising, tracking, reporting, lead follow-up, and support that come with it. The business subscribing is “Client” or “you.”

By accepting a proposal, signing an order form, submitting payment, or continuing to use the service, Client agrees to these terms.

Your accepted proposal, invoice, order form, statement of work, or other written agreement (each, an “Order”) may include additional service-specific terms, pricing, package scope, billing details, and renewal terms. If there is a conflict between these general terms and a signed written agreement, the signed written agreement controls for that specific engagement.

Where these terms condition a right on Client being in good standing, that means Client’s account has no past-due fees, unpaid ad spend, unpaid third-party costs, uncured breach, or unresolved compliance issue.

2. Service Structure

Momentum Engine is a managed marketing and conversion service. Depending on the plan and written scope, it may include advertising strategy, paid campaign implementation, call or form tracking, reporting, lead follow-up support, local SEO, content, or related support.

Momentum Engine is not a website service, a work-for-hire website build, an advertising asset transfer, a CRM implementation, a job-management system replacement, or a guaranteed-results program unless a separate written agreement says otherwise.

Websites and landing pages are provided only through Momentum Website, a separate service with its own terms. Section 8 explains how the two fit together.

Momentum Engine is offered in three tiers:

• Launch. Google Ads, conversion tracking, and lead follow-up support.
• Core. Everything in Launch, plus Meta advertising and retargeting.
• Authority. Everything in Core, plus a Momentum Website and an ongoing local SEO and organic authority program.

Advertising spend is not included in the retainer. Client’s media budget is paid separately and directly to the advertising platforms. The retainer covers campaign management and the other services in Client’s tier.

Scope of each tier. Each tier covers one Covered Market and combined monthly advertising spend up to the ceiling below, across all platforms, unless Client’s Order states a different ceiling:

• Launch: up to $10,000 per month.
• Core: up to $20,000 per month.
• Authority: up to $35,000 per month.

Management fees are priced against the work a given spend level requires. If Client’s combined monthly spend exceeds the applicable ceiling, or Client wants campaigns run in more than one Covered Market, Next Step Marketing may move Client to a higher tier or requote the management fee on 30 days’ written notice. Exceeding a ceiling is not a breach of these terms, and Next Step Marketing will not stop work over it without giving that notice first. Client may instead bring spend back under the ceiling within the notice period. A requote or tier move under this paragraph takes effect during a minimum term only with Client’s written agreement, and never starts a new minimum term without a signed amendment; where Client neither agrees nor brings spend under the ceiling, Next Step Marketing may decline to manage the spend above the ceiling until the minimum term ends.

Package names, deliverables, included platforms, service areas, timelines, fees, and add-ons are governed by Client’s Order.

3. Market Exclusivity

Next Step Marketing aims to work with one exterior cleaning company per market. This Section restricts whom Next Step Marketing will sell to. It does not restrict where Client may operate, advertise, market, or sell. Client is free to run its business anywhere it chooses.

3.1 Client’s Covered Market

Client’s Covered Market is the list of 5-digit ZIP codes stated in Client’s Order.

Next Step Marketing sets the list when the Order is prepared, sizing it to a target number of qualified households rather than a fixed distance, so urban and rural markets represent broadly comparable opportunity. Qualified households are counted from U.S. Census Bureau data, or another demographic source Next Step Marketing selects, filtered by household income. The number of ZIP codes available depends on Client’s plan, and longer-term plans carry larger lists.

The list is fixed when Client’s Order is accepted. It does not change because Client relocates, changes or expands its service area, or because the population of the listed ZIP codes grows. Client keeps its Covered Market for the duration of the service even if the population of those ZIP codes increases. The list changes only by written amendment.

If the United States Postal Service or the U.S. Census Bureau later redraws, splits, merges, or retires a listed ZIP code, Client’s Covered Market continues to mean the geographic area those ZIP codes covered on the date of the Order.

3.2 What Next Step Marketing agrees not to do

While this Section is in effect, Next Step Marketing will not provide the Momentum Engine service to another business that both:

• has its primary business address in one of the ZIP codes listed in Client’s Order; and
• is primarily in the business of exterior cleaning services, namely pressure washing, soft washing, exterior window cleaning, gutter cleaning, and roof washing.

Whether a business is covered is determined by its primary business address at the time Next Step Marketing prepares that business’s own order, not by the service area it advertises or claims. If a business Next Step Marketing already serves later moves its primary address into one of Client’s listed ZIP codes, that move is not a breach, and Next Step Marketing will tell Client about it.

Next Step Marketing also will not assign the same ZIP code to two Momentum Engine clients whose primary business is exterior cleaning services. This rule admits no exception. A ZIP code already assigned to an exterior cleaning client is unavailable and will not appear in a new Order, and nothing in Section 3.4 changes that. ZIP code assignments are within Next Step Marketing’s control and are checked before an Order is prepared.

3.3 Overlap outside the ZIP code lists

ZIP code assignments are something Next Step Marketing controls. Real-world operating areas are not.

Client’s actual service area, and the actual service areas of Next Step Marketing’s other clients, may overlap even where the assigned ZIP code lists do not. Advertising platforms also decide where ads are ultimately delivered, and delivery does not follow ZIP code boundaries exactly.

Next Step Marketing will make reasonable efforts to limit overlap between Client’s campaigns and those of its other clients, including through geographic targeting and audience settings where the relevant platform supports it. This is a best-effort undertaking and nothing more. Next Step Marketing does not guarantee that no overlap will occur, and overlap of this kind is not a breach of these terms.

Search, map, and AI results are outside anyone’s control. This Section is a commitment about who Next Step Marketing will sell Momentum Engine to. It is not a commitment about where Client or any other business appears in search engine results, local map results, AI assistants, AI-generated answers, summaries or overviews, review platforms, directories, marketplaces, or any other third-party system that ranks, matches, or recommends businesses. Those systems decide what to show, they do not observe Next Step Marketing’s ZIP code assignments, and Next Step Marketing has no control over them. Client and another Next Step Marketing client may appear alongside one another in any of them. That is not overlap Next Step Marketing can prevent and it is not a breach of these terms.

The one unqualified commitment in this Section is the ZIP code assignment rule in Section 3.2, which Next Step Marketing controls and checks before an Order is prepared. Everything in this Section 3.3 is best effort.

3.4 What this Section does not cover

This Section does not apply to:

• a business whose primary trade is something else and that performs exterior cleaning only as a sideline to that trade (a business is covered where exterior cleaning services are the majority of its revenue);
• a multi-location, franchise, or national account that operates in more than one market, except that this carve-out does not permit Next Step Marketing to provide Momentum Engine for any location of such a business whose own primary address is in one of the ZIP codes listed in Client’s Order;
• a business Next Step Marketing already served before the date of Client’s Order, including a former client, and only as a carve-out from the service restriction in Section 3.2. It is not a carve-out from the ZIP code assignment rule. Where Next Step Marketing already serves an exterior cleaning business whose primary address is in a ZIP code Client is considering, Next Step Marketing will tell Client before the Order is prepared, and Client decides whether to proceed;
• ZIP codes that are not listed in Client’s Order; or
• any other Next Step Marketing service, including the Delta Audit, MomentumOS, and one-off website or consulting work.

This Section does not give Client any right to use Next Step Marketing’s name, marks, branding, or materials, and does not make Client a franchisee, licensee, dealer, agent, or partner of Next Step Marketing.

3.5 When it applies, and what suspends it

This Section takes effect when Client’s first payment is successfully processed, and applies while Client is in good standing and enrolled in a plan that includes campaign management.

Exclusivity is suspended or ends in each of the following cases:

• Not in good standing. If Client is not in good standing, Next Step Marketing will give written notice and 15 days to cure. If the account is not brought into good standing within that period, this Section stops applying until it is. Suspension does not release Client’s ZIP codes. They stay assigned to Client and are not offered to anyone else while suspended. Only if the account remains out of good standing for 60 consecutive days after the cure notice may Next Step Marketing terminate under Section 12 and release the ZIP codes under Section 3.7.
• Approved pause. During an approved pause under Section 7, campaign management stops, but Client keeps its Covered Market for as long as Client stays current on the approved pause or maintenance billing.
• Website-only. If Client cancels Momentum Engine and keeps only a Momentum Website, this Section stops applying. A website subscription on its own does not carry market exclusivity, because it includes no advertising, SEO, or campaign management.

3.6 Plan changes

The number of ZIP codes associated with a plan is a ceiling, not an entitlement. A plan tier is a level of service. The larger ZIP code list that comes with a higher tier is a benefit of that tier where geography allows, and it is not the thing Client is purchasing.

Upgrades. Upgrading entitles Client to request additional ZIP codes up to the ceiling for the higher tier. Additional ZIP codes are subject to availability at the time the amendment is signed, and Next Step Marketing does not guarantee that any particular ZIP code, or any additional ZIP code at all, will be available. Where ZIP codes adjacent to Client’s Covered Market are already assigned to another client, they will not be reassigned. Next Step Marketing will tell Client what is actually available before Client commits to the upgrade.

Competing requests. Where two clients request the same unassigned ZIP codes, the first signed amendment is given effect. Next Step Marketing keeps a dated record of assignments and will apply that order rather than choosing between clients.

Upgrade pricing is not reduced if additional ZIP codes are unavailable, because the higher tier is priced for its services rather than for the size of the Covered Market.

Downgrades. On a downgrade to a lower Momentum Engine tier, Next Step Marketing may reduce Client’s Covered Market to the ceiling for the lower tier, on written notice. Where a reduction is required, Client may choose which ZIP codes to keep, subject to the ceiling. A move to a website-only subscription is handled under Section 3.5 instead.

3.7 When it ends

This Section ends on the effective date of cancellation, expiration, or termination of Client’s Momentum Engine service. Next Step Marketing may offer the listed ZIP codes to another business from that date. There is no waiting period after Client’s service ends.

3.8 Website-only clients inside Client’s Covered Market

While this Section is in effect, Next Step Marketing will not take on a new website-only client that is primarily in the business of exterior cleaning services and whose primary business address is in one of the ZIP codes listed in Client’s Order.

A website-only client that Next Step Marketing already served before the date of Client’s Order is exempt from this restriction and may continue. As with Section 3.4, Next Step Marketing will tell Client about any such existing website-only client in the market before the Order is prepared.

4. Client Responsibilities and Acceptable Use

Client agrees to provide accurate business information, timely approvals, required account access, service details, offers, photos, videos, testimonials, brand assets, compliance inputs, and other materials reasonably needed to launch and maintain the service.

Client is responsible for the accuracy of claims, pricing, licenses, service descriptions, before-and-after photos, testimonials, guarantees, promotions, and other business representations used in marketing.

If approvals, access, content, assets, or required decisions are delayed, launch dates, optimization timelines, reporting schedules, and expected performance may be affected.

Client may not use Momentum Engine to promote unlawful, misleading, deceptive, restricted, or prohibited offers, or to violate advertising, privacy, telemarketing, messaging, accessibility, intellectual property, consumer-protection, platform, or industry-specific rules.

Next Step Marketing may pause, suspend, remove, or refuse work if continued service would create material legal, compliance, deliverability, platform, account, reputation, or security risk.

5. Third-Party Systems

Momentum Engine relies on third-party systems, including advertising networks, analytics, call tracking, CRM, messaging, scheduling, and payment providers.

Next Step Marketing is not responsible for problems caused by third-party providers, including outages and suspensions; rejected ads; policy, pricing, tracking, or API changes; account restrictions; deliverability, ranking, or data issues; and lost functionality.

6. Fees, Billing, and Price Adjustments

All fees and charges, including ad spend and third-party license costs, are governed by Client’s Order.

Unless otherwise stated in writing, fees are non-refundable once billed. Failure to pay on time may result in suspension of advertising, reporting, tracking, automations, lead follow-up systems, support, or other services. The website, where Client has one, is governed and suspended only under the Momentum Website Terms of Service.

Client’s price is locked during a minimum term. Next Step Marketing may adjust recurring prices, add-on fees, or service fees by providing at least 45 days’ advance notice, but an increase does not take effect until Client’s current minimum term ends. Price changes never apply retroactively to amounts already billed. After a minimum term ends, an increase applies on the same notice, and Client may cancel without penalty effective on the date it takes effect.

Taxes. Fees do not include sales, use, or similar taxes. Where Next Step Marketing is required to collect them, they are added to Client’s invoice.

Payment authorization. Client authorizes Next Step Marketing to store Client’s payment method and to charge it for recurring fees, metered usage under Section 10, taxes, and past-due amounts, until Client’s cancellation is effective and all amounts owed are paid.

Client is responsible for ad spend and third-party costs unless a written agreement says otherwise.

7. Minimum Terms, Plan Changes, Cancellation, and Pauses

No setup fees. Momentum Engine tiers do not carry a separate onboarding, setup, or implementation fee. Onboarding, campaign buildout, tracking configuration, and follow-up setup are covered by the monthly retainer and protected by the minimum term below rather than by an upfront charge.

Minimum terms. Unless Client’s Order says otherwise:

• Momentum Engine Launch: three-month minimum term.
• Momentum Engine Core: six-month minimum term.
• Momentum Engine Authority: twelve-month minimum term.

Each tier continues month-to-month after its minimum term. Because Authority includes local SEO, content, and organic authority work that compounds over time, and includes a Momentum Website built with no upfront build fee, it carries the longest minimum term.

Cancellation. Client may cancel on 30 days’ written notice. A cancellation is effective no earlier than the end of the applicable minimum term. Client is responsible for all fees due through the end of the applicable minimum term, notice period, or approved billing period, whichever ends latest.

Acknowledgement and final billing. Next Step Marketing will acknowledge a cancellation notice in writing and confirm the service end date. Fees are not prorated or refunded for a partial billing period, and no further fees accrue after the service end date, including during any wind-down, handover, or transition period.

Upgrades. Client may upgrade at any time. An upgrade takes effect immediately or at the start of the next billing cycle, prorated as applicable. Upgrading starts a new minimum term for the new tier, measured from the upgrade date, because the added website and SEO work is delivered over time. A change in advertising budget alone is not an upgrade and does not start a new minimum term.

Downgrades. A downgrade requires 30 days’ written notice and takes effect no earlier than the end of the current minimum term. Section 3.6 governs the effect of a downgrade on Client’s Covered Market. Downgrading or declining an included service does not automatically reduce the package price.

Expansion work. Work that falls outside Client’s tier may be separately quoted. That includes expansion beyond Client’s Covered Market, campaign buildout for new service lines or locations, migrations, and implementation work that a scope change requires. Any such fee is separate from monthly service fees unless a written agreement says otherwise.

Effect on the website. Where Client’s tier includes a Momentum Website, downgrading to a tier that does not include one does not end the website. The website continues under the Momentum Website Terms of Service at the rate that applies to an active Momentum Engine client. If Client cancels Momentum Engine entirely, the website may continue under that agreement at its standalone rate. Cancelling Momentum Engine does not cancel Momentum Website.

Active marketing services may be paused only by written agreement. During an approved pause, campaigns may be stopped and strategy, optimization, content, SEO, reporting, and campaign management may be suspended. Tracking, call tracking, software, and managed infrastructure remain billable under an approved maintenance or pause arrangement. Website service is billed separately under the Momentum Website Terms of Service and is not paused, reduced, or cancelled by a Momentum Engine pause.

Pause, maintenance, and continued-access options are not guaranteed. They are available only if approved by Next Step Marketing, technically feasible, and Client’s account is in good standing.

Next Step Marketing’s own rights to suspend or terminate, for cause and for convenience, are set out in Section 12.

8. Websites and Traffic Destinations

Momentum Engine does not include a website. Momentum Engine is an advertising, strategy, tracking, reporting, and lead follow-up service. Managed websites, landing pages, conversion pages, funnel pages, and campaign destination pages are provided only through Momentum Website, a separate service governed by the Momentum Website Terms of Service.

Where Client’s Momentum Engine tier expressly includes a Momentum Website, or where Client purchases Momentum Website separately, that website and any campaign destination pages built on it are governed by the Momentum Website Terms of Service rather than by these terms.

8.1 No standalone landing pages

Next Step Marketing does not build or host standalone landing pages, and does not build landing pages, conversion pages, or funnel pages for a Client who is not on a Momentum Website plan. Landing pages exist only as part of a Momentum Website.

Advertising management under these terms does not include, and does not imply, building Client a website or building Client a page to send advertising traffic to.

8.2 Client Destination Websites

Where Client does not have a Momentum Website, Next Step Marketing will direct advertising traffic to a website Client already owns or controls (a “Client Destination Website”).

Client is solely responsible for the Client Destination Website: its content and accuracy; its design, hosting, uptime, page speed, security, and mobile experience; its forms and booking or checkout flows; and its accessibility, privacy policy, consent mechanisms, and legal compliance.

Next Step Marketing does not control the Client Destination Website, cannot modify it, and makes no representation or warranty about its quality, performance, conversion rate, uptime, or fitness for advertising.

Next Step Marketing does not provide conversion rate optimization, page speed work, design, user experience work, page copywriting, development, accessibility remediation, or technical fixes on a Client Destination Website. Those services are not included in any Momentum Engine tier, are not implied by advertising management, and are available only through Momentum Website or a separate written agreement.

Next Step Marketing may recommend changes to a Client Destination Website. Implementing them is Client’s responsibility and Client’s cost, whether the work is performed by Client, Client’s staff, or Client’s own web provider.

8.3 Tracking limits

Accurate tracking, conversion measurement, and campaign optimization depend on Next Step Marketing being able to install and maintain tracking code, pixels, conversion events, and form or call integrations on the destination website.

If that access is not granted, or the platform does not support it, tracking, attribution, reporting, and optimization may be limited or impossible. That is a consequence of the destination website, not a service failure, and it does not reduce Client’s fees.

8.4 Effect on results, and right to decline

Conversion rate depends heavily on the quality of the destination that advertising sends traffic to. Next Step Marketing’s obligation under these terms is to manage the advertising, not to produce results from a destination it does not control or maintain.

Next Step Marketing may decline to launch, pause, or require changes to a campaign where the Client Destination Website creates legal, platform-policy, compliance, security, brand-safety, or deliverability risk, makes required tracking impossible, or would in Next Step Marketing’s reasonable judgment waste Client’s advertising spend. Fees continue to accrue during a pause caused by the condition of a Client Destination Website. If such a pause lasts more than 30 consecutive days, either party may end the remaining minimum term without penalty on written notice, effective at the end of the then-current billing period.

8.5 Website requirement for SEO and authority work

Local SEO, organic content, and website authority work require a website that Next Step Marketing manages, meaning either a Momentum Website or a client-owned WordPress site that Next Step Marketing has agreed to host under the Momentum Website Terms of Service. Next Step Marketing does not provide those services on a Client Destination Website, or on any other unsupported website platform or hosting environment.

If Client declines the required website service, Client is not eligible for Authority, the Momentum Engine tier that includes local SEO, organic content, and website authority work.

9. Ownership and Licenses

The basic ownership rule is: if Client brings it, Client owns it; if Next Step Marketing provides it under the default Momentum Engine service, Client does not own it unless a separate written agreement says otherwise.

9.1 Client materials

Client retains ownership of pre-existing materials provided by Client, including logos, trademarks, brand assets, business information, customer data, testimonials, client-provided photos and videos, service details, written materials, domains, ad accounts, and other pre-existing intellectual property.

Client represents that it has the right to provide those materials and grants Next Step Marketing permission to use them for Client’s ads, campaign destination pages, reporting, and marketing materials during the active service term.

Custom photography, videography, reusable industry photo libraries, and ownership transfers require separate written agreements.

9.2 Advertising materials

Advertising materials created by Next Step Marketing belong to Next Step Marketing unless a separate written agreement says otherwise.

Advertising materials are the materials Next Step Marketing authors, namely ad copy, paid destination page copy, hooks, scripts, creative concepts, campaign structures and architecture, ad variations, testing frameworks, funnel angles, and related paid media strategy assets.

Advertising materials do not include, and Next Step Marketing claims no ownership of, anything Client owns under Section 9.1, Client’s own pricing, promotions, and offer decisions, Client’s brand assets and customer data, or audiences and customer lists derived from Client’s own customer data. Where an advertising material incorporates something Client owns, Next Step Marketing’s ownership extends only to the material it authored and not to Client’s underlying property.

During an active Momentum Engine subscription, Client receives a limited, non-exclusive, non-transferable license to use Next Step Marketing-created advertising materials only within the approved ad accounts, campaigns, services, markets, platforms, and plan limits.

Client generally owns its advertising accounts and is responsible for its own ad spend. Ownership of an ad account does not transfer ownership of Next Step Marketing-created advertising materials placed in that account.

Upon cancellation, expiration, or termination of the subscription, Client’s license to use Next Step Marketing-created advertising materials ends immediately. Client must promptly stop running those materials and remove them from active campaigns, ad accounts, and any other marketing channel Client controls, unless Next Step Marketing provides written permission.

Where a page is part of a Momentum Website. Location pages, service pages, and campaign destination pages that Next Step Marketing built as part of Client’s Momentum Website are governed by the Momentum Website Terms of Service rather than by this Section. If Client acquires those pages through a buyout under Section 6 of that agreement, Client keeps the page copy on them and the stop-and-remove obligation above does not apply to it. If Client does not acquire them, the pages go offline with the website and there is nothing for Client to remove. What this Section requires Client to stop is running Next Step Marketing’s campaigns, ads, and creative in Client’s advertising accounts, and using Next Step Marketing’s advertising materials anywhere else Client controls.

Client is not required to delete its campaigns, ad accounts, or historical data in order to meet that obligation, and Client keeps its own account history, performance and conversion data, and audiences derived from its own customer data. The obligation is to stop running Next Step Marketing’s materials, not to damage Client’s advertising account.

Next Step Marketing-created advertising assets are not available for automatic buyout or transfer. Next Step Marketing may, at its sole discretion, offer a separate written license for continued use of specific advertising materials.

Continued use, copying, transfer, modification, or reuse after the license ends is unauthorized. While Client uses Next Step Marketing-created advertising materials without written permission, Client will pay a continued-use fee at Next Step Marketing’s then-current rate for the tier matching the materials in use, which may be lower than Client’s former plan. The fee accrues only while unauthorized use continues and stops when Client stops using the materials.

A continued-use fee is not a subscription and does not entitle Client to any service. It does not create or renew a Momentum Engine subscription, and Next Step Marketing has no obligation to provide management, optimization, reporting, support, hosting, or any other service in exchange for it.

Next Step Marketing may also pursue takedown demands, account access restrictions where permitted, and legal enforcement.

9.3 What Client keeps on cancellation

This Section applies to content Next Step Marketing created for Client under an active Authority subscription, where Client has paid all fees due through the end of the applicable minimum term. Everything below is subject to third-party license limits and to any separate written agreement. Content falls into four categories, and they are treated differently.

Blog articles and organic written content: Client keeps them. Content published under the website’s blog or articles section as of the cancellation date, and similar standalone written content produced for Client’s organic search program, transfers to Client on cancellation. Content published anywhere else on the website is a page, covered below. Next Step Marketing will deliver them to Client as a file export. Client may keep, edit, republish, and reuse that content without restriction.

Google Business Profile content: Client keeps using it, but may not repurpose it. Content Next Step Marketing published to Client’s Google Business Profile, including posts, business and service descriptions, product entries, and questions and answers, may stay on the profile after cancellation. Client receives a perpetual, non-exclusive, non-transferable license to continue displaying, editing, and managing that content on Client’s own Google Business Profile. Client may not copy it off the profile in order to republish, adapt, remix, redistribute, license, or sell it elsewhere.

Website pages: not covered by this Section. Location pages, service pages, campaign destination pages, and every other page of Client’s Momentum Website are part of the website rather than exportable organic content. They transfer only under the Momentum Website Terms of Service, and only through a buyout under Section 6 of that agreement. This is true even where a page ranks organically, targets a service area, or was produced as part of the Authority program. The written words on such a page do not travel separately from the page.

Advertising materials: not covered, and use must stop. Campaigns Next Step Marketing built in Client’s advertising accounts, and the ad copy, creative, campaign structures, audiences, hooks, and testing frameworks within them, are advertising materials owned by Next Step Marketing. Client’s license to use them ends at cancellation and Client must stop running them. Section 9.2 governs this, including the continued-use fee.

This Section does not cover email marketing content, social media content, automations, workflows, templates, reusable components, or reusable systems unless separately scoped in writing.

10. Lead Follow-Up Systems and CRM Boundaries

Next Step Marketing may provide a standardized marketing lead capture or follow-up layer for inbound marketing leads. The follow-up system is generally based on GoHighLevel or a related white-labeled platform. This system is not a replacement for Client’s job management platform, CRM, estimating software, scheduling software, invoicing software, payment system, accounting software, or operational platform.

Included usage allowance. Each Momentum Engine tier includes up to $50 per month of platform usage, which is intended to cover ordinary follow-up for a single market. Usage above the allowance is billed to Client at the rates on the usage rates page as in effect when the usage occurs; rate changes apply prospectively. The allowance does not roll over. Next Step Marketing will notify Client before billing usage that exceeds the allowance by more than $200 in a billing period, and will pause optional metered features at Client’s request.

Metered usage such as calls, messaging, phone numbers, recording, transcription, and AI usage is measured against that allowance. That page may lag current provider pricing and taxes; the rate in effect when the usage occurs governs.

10.1 Client is the sender

Messaging and calling accounts are registered in Client’s name, using Client’s business identity, brand registration, and telephone numbers. Client is the sender and message originator for all calls, text messages, and emails sent through the follow-up system, including for purposes of the Telephone Consumer Protection Act, A2P 10DLC brand and campaign registration, carrier requirements, CAN-SPAM, and applicable state telemarketing, calling-time, do-not-call, and call-recording consent laws.

Client is responsible for obtaining and maintaining the consent required for every contact messaged or called, for honoring opt-outs and do-not-call requests, for the accuracy and lawfulness of message content, and for the lawfulness of call recording where Client’s customers are located in states requiring the consent of all parties.

Consent records. Client must keep a record of the consent it relies on for each contact, including what the contact was shown, when they agreed, and how the record was captured, and must provide those records to Next Step Marketing within 5 business days of a written request. Where a lead is captured on a Next Step Marketing-built form and passed through, Next Step Marketing will pass the consent evidence it captured along with the lead. Where leads reach Client by any other route, including Client’s own website, forms, staff, or purchased sources, capturing and retaining the consent record is entirely Client’s responsibility.

No purchased or scraped lists. Client may not load purchased, rented, scraped, or compiled contact lists into the follow-up system. Client warrants that every contact it loads or directs Next Step Marketing to message gave consent directly to Client.

Do-not-call. Next Step Marketing configures the platform’s standard opt-out handling but does not scrub against the national or state do-not-call registries. That is Client’s responsibility.

Email. Client must provide a valid physical postal address for use in email footers and must not direct deceptive headers or subject lines.

Next Step Marketing operates the follow-up system on Client’s behalf and will use reasonable care to configure it consistently with Client’s instructions and platform requirements. Next Step Marketing is not Client’s compliance advisor, does not provide legal advice, and does not warrant that any configuration, message template, cadence, or automation is compliant with any particular law. Client is responsible for reviewing and approving message content, cadence, and audience before sending. Client remains responsible for messages sent at Client’s direction or from Client’s own use of the system.

Next Step Marketing may refuse, pause, suspend, or remove any message, campaign, automation, number, or audience that it reasonably believes creates legal, compliance, carrier, deliverability, or reputation risk, including where Client directs a send that appears to lack consent.

Custom workflows, imports, automations, two-way sync, database cleanup, and integrations with job-management, scheduling, or accounting software such as Jobber, Housecall Pro, or QuickBooks are excluded unless separately scoped in writing. Integration availability depends on each third-party platform’s capabilities, plan limits, API access, and policies.

10.2 Client’s data when the service ends

Client’s contacts and lead records are Client’s property. For 30 days after the service end date, on Client’s written request, Next Step Marketing will:

• export Client’s contact list and provide it to Client in the platform’s standard export format;
• provide the communication records associated with those contacts to the extent the platform supports exporting them;
• assist with transferring any phone number Next Step Marketing purchased for Client, which is a provider-run process that typically takes about a week and depends on the provider rather than on Next Step Marketing; and
• where Client prefers, release Client’s sub-account so Client can continue it directly with the platform provider, billed by that provider to Client.

Before releasing a sub-account, Next Step Marketing may remove its own automations, workflows, templates, and other Next Step Marketing-owned materials, which are not part of what transfers. Next Step Marketing may receive a referral or affiliate commission from the platform provider on an account Client continues directly, and Client agrees to that arrangement.

Next Step Marketing is not obligated to migrate, reformat, or rebuild Client’s data, and has no obligation to retain it more than 60 days after the service end date.

11. No Guaranteed Outcome

Next Step Marketing does not guarantee any specific outcome, including lead volume, estimates, booked jobs, sales, or close rates; cost per lead or return on ad spend; rankings, traffic, or review volume; Core Web Vitals scores; or platform approvals, unless expressly stated in a signed written guarantee.

Results depend on many factors outside Next Step Marketing’s control, including market demand, competition, seasonality, budget, pricing, offers, reputation, service quality, sales process, speed to lead, customer follow-up, platform decisions, and Client responsiveness.

12. Suspension and Termination

Termination by Next Step Marketing for cause. Next Step Marketing may suspend or terminate the service, without refund, as follows:

• immediately, if Client fails to pay amounts when due after notice, makes unauthorized use of Next Step Marketing-owned materials, or creates material legal, compliance, platform, account, privacy, reputation, or security risk by continuing;
• immediately, if Client uses the service in violation of Section 4; or
• on 15 days’ written notice for any other breach, if Client does not fix the breach within that period, where it can be fixed.

Client remains responsible for fees due through the end of the applicable minimum term.

Termination by Client for cause. If Next Step Marketing materially fails to provide the services in Client’s Order, Client may give written notice describing the failure. If Next Step Marketing does not cure it within 30 days, Client may terminate immediately, without paying for any remaining part of the minimum term, and Next Step Marketing will refund prepaid fees for service not yet delivered.

Termination by Next Step Marketing for convenience. Next Step Marketing may terminate the service for any other reason on 30 days’ written notice. In that case Next Step Marketing will refund prepaid fees for service not yet delivered as of the termination date. Separately quoted fees for work already performed are earned when that work is performed and are not refunded.

Upon cancellation, expiration, or termination, access to service-related assets, ad materials, automations, reporting, lead follow-up systems, and other systems may end after any applicable wind-down period, or immediately where the reason for termination requires it. Website hosting and related website systems end under the Momentum Website Terms of Service rather than under these terms.

Where permitted by applicable platform rules and account permissions, Next Step Marketing may remove its own access, tracking, and materials from Client’s advertising, analytics, website, CRM, and call tracking accounts.

Client remains responsible for unpaid fees, ad spend, third-party costs, authorized charges, and any unauthorized post-termination use of Next Step Marketing-owned materials.

13. Confidentiality

Each party may receive the other party’s non-public business information (“Confidential Information”). Each party agrees to use reasonable care to protect Confidential Information and to use it only for purposes of the service and related business purposes.

Confidential Information does not include information that is publicly available, already known without restriction, independently developed, or lawfully received from another source.

Term. These confidentiality obligations continue for 3 years after the service ends. Information that qualifies as a trade secret remains protected for as long as it qualifies as a trade secret under applicable law.

Compelled disclosure. A party may disclose Confidential Information to the extent required by law, regulation, subpoena, or court order, provided that the disclosing party gives the other party prompt written notice where legally permitted and discloses only what is required.

Return or destruction. On written request after the service ends, each party will return or destroy the other’s Confidential Information, except copies held in routine backups or kept for legal, tax, or record-keeping reasons. Anything retained stays subject to this Section.

Next Step Marketing’s use of service data. Next Step Marketing may use performance data and what it learns from Client’s campaigns to run and improve its own business, and may use anonymized or aggregated insights in its marketing and education. It will not publish Client’s name, brand, logo, or results without Client’s written agreement. Next Step Marketing does not use Client’s Confidential Information or Client-identifying data to train or fine-tune machine-learning or artificial-intelligence models, and requires its own service providers by contract not to use Client data to train general-purpose models, apart from processing needed to deliver the service and to monitor for abuse. Next Step Marketing does not control, and does not warrant, the data practices of third-party platforms Client separately authorizes or contracts with.

14. Privacy and Client Customer Data

Next Step Marketing’s Privacy Policy describes how it collects, uses, and protects personal information, and is incorporated into these terms by reference.

Delivering the service involves access to personal information belonging to Client’s own customers and contacts, held in Client’s CRM, call tracking, analytics, advertising, and lead follow-up systems. As between the parties, Client controls that information and Next Step Marketing handles it on Client’s behalf and on Client’s instructions.

Next Step Marketing will access Client customer data only as needed to provide the service, will not sell it, and will not use it to market Next Step Marketing’s own services to Client’s customers.

Client is responsible for maintaining a lawful privacy policy and any required consent, disclosure, or opt-out mechanisms on Client’s own website and in Client’s own marketing, and for the lawfulness of the customer data Client provides or directs Next Step Marketing to process.

15. Indemnification

If someone brings a claim against Next Step Marketing because of something on Client’s side, Client covers it. Client will defend, indemnify, and hold harmless Next Step Marketing from third-party claims, damages, penalties, and reasonable costs arising out of:

• Client’s business claims, pricing, guarantees, licensing, service descriptions, promotions, testimonials, and before-and-after photos;
• Client’s materials and customer data;
• Client’s instructions on messaging, calling, audiences, consent, and recording under Section 10; and
• Client’s violation of law, platform rules, carrier requirements, or these terms.

Next Step Marketing will defend, indemnify, and hold harmless Client from third-party claims that materials created by Next Step Marketing and delivered under the service infringe that third party’s intellectual property rights, and from claims arising out of Next Step Marketing’s gross negligence or willful misconduct.

16. Limitation of Liability

To the fullest extent permitted by law, Next Step Marketing will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost data, business interruption, advertising spend, missed opportunities, lost rankings, platform account actions, third-party outages, or unauthorized continued use related to the service.

Next Step Marketing’s total aggregate liability arising out of or relating to these terms will not exceed the greater of the total fees Client paid to Next Step Marketing for the service in the 3 months before the event giving rise to the claim, excluding ad spend and third-party costs, or $2,500.

What the cap does not limit. This Section does not limit Client’s indemnification obligations under Section 15, Client’s obligation to pay fees and other amounts owed, either party’s breach of Section 13, or either party’s misuse of the other’s intellectual property. It also does not limit liability that cannot be limited or excluded under applicable law, or a party’s fraud or willful misconduct.

One cap across both agreements. Where Client also subscribes to Momentum Website, a single event gives rise to a single cap across both agreements rather than two, calculated on the combined fees Client paid for both services.

17. Governing Law and Dispute Resolution

These terms are governed by the laws of the State of Texas, without regard to its conflict-of-laws rules.

Informal resolution. The parties agree to first attempt to resolve any dispute informally by contacting each other directly and negotiating in good faith for at least 30 days.

Mediation. If informal negotiation does not resolve the dispute within 30 days, either party may propose mediation.

Binding arbitration. If mediation is unsuccessful or is declined, any unresolved dispute will be settled by binding arbitration before a single arbitrator, administered by the American Arbitration Association under its Commercial Arbitration Rules, held in Texas. The Federal Arbitration Act governs this Section, including any question of whether a dispute must be arbitrated. The arbitrator’s award may be enforced in any court with authority to hear it.

Collections and small claims. Next Step Marketing may bring an action to collect amounts Client owes, and either party may bring an individual claim in small claims court where the claim qualifies, without first completing the informal resolution and mediation steps above.

If arbitration does not apply. Where a dispute is not subject to arbitration, it will be brought in the state or federal courts located in Texas, and each party waives any right to a jury trial to the extent permitted by law.

Nothing in this Section limits a party’s right to seek injunctive relief for misuse of Confidential Information or intellectual property.

18. General

Entire agreement. These terms, together with Client’s Order and any document incorporated by reference, are the entire agreement between the parties regarding Momentum Engine, and supersede prior discussions and proposals on that subject. Where Client also subscribes to Momentum Website, that service is governed by its own terms, and neither agreement modifies the other.

Severability. If any provision is held unenforceable, that provision will be limited or removed to the minimum extent necessary, and the remaining provisions will remain in full force.

No waiver. A party’s failure to enforce a provision is not a waiver of its right to enforce it later.

Assignment. Client may not assign these terms without Next Step Marketing’s written consent. Next Step Marketing may assign these terms in connection with a merger, acquisition, or sale of substantially all of its assets.

Notices. Written notice to Next Step Marketing, including any cancellation notice required by Section 7, must be sent by email to the contact address at the end of this Section, which is the designated notice address, and is effective on the date Next Step Marketing receives it. Notices to Client may be sent to the email address associated with Client’s account or Order.

Force majeure. Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, including natural disasters, outages, platform failures, labor disputes, and government action.

Independent contractor. The parties are independent contractors. These terms do not create a partnership, joint venture, employment, or agency relationship.

Survival. Sections 9, 10, 11, 12, 13, 14, 15, 16, 17, and 18 survive the end of these terms, along with any payment obligation that accrued before it.

Changes to these terms. The version of these terms in effect on the date of Client’s Order governs that engagement through its minimum term. A revision never applies during a minimum term unless Client agrees to it in writing.

Next Step Marketing may revise these terms and will publish the updated version on this page. Revisions:

• take effect only 30 days after Next Step Marketing notifies Client, using the email address associated with Client’s account;
• apply prospectively only, and never to a dispute or claim that arose before the effective date; and
• if a revision materially and adversely affects Client, give Client the right to terminate without penalty, effective on the date the revision would take effect, by giving written notice within that 30-day period.

Continued use of the service after a revision takes effect is acceptance of it, subject to applicable law and any signed written agreement.

Contact. Questions about these terms may be directed to contact@nextstepmarketing.net.