Service Provider:
LeadCatch LLC
Tennessee Limited Liability Company
Knoxville, Tennessee, USA
Mailing address (registered agent): 116 Agnes Rd, Ste 200, Knoxville, TN 37919, USA
Client:
Business Name: ___________________________
Owner / Authorized Representative: ___________________________
Business Address: ___________________________
Email: ___________________________
Phone: ___________________________
This Client Service Agreement ("Agreement") is entered into as of the Effective Date shown above between LeadCatch, a Tennessee limited liability company ("LeadCatch" or "Provider"), and the client identified above ("Client"). This Agreement, together with the LeadCatch Terms of Service (leadcatch.homes/terms) and Privacy Policy (leadcatch.homes/privacy), governs the provision of AI-powered lead conversion services described herein.
This Agreement has two parts, and they are signed at different times on purpose.
Schedule A and Schedule B are incorporated into this Agreement by reference and form part of it. Schedule A cannot change any term in Sections 1–13, including price, the guarantee, liability, or termination rights — if Schedule A and Sections 1–13 ever conflict, Sections 1–13 govern. Schedule A exists so that Client is not asked to produce zip codes, calendar settings and account credentials at the moment of signing; it does not defer anything that affects what Client pays or what Client is owed.
Until Schedule A is completed and countersigned, this Agreement is fully in force and Client's rights under it — including the guarantee in Section 4 — are unaffected. The Guarantee Period does not begin until the Go-Live Date defined in Section 2.1, which cannot occur before Schedule A is complete, so no guarantee clock runs against Client during onboarding.
LeadCatch will provide the following services to Client during the term of this Agreement ("Services"):
LeadCatch's AI system, operating under the persona "Alex," responds to inbound leads submitted through Client's connected lead sources (Google LSA, website forms, inbound phone calls, missed call callbacks, and other integrated sources), targeting a first response within 60 seconds of receipt. This response-time target is a commercially reasonable efforts standard and not a warranty; see Section 4.1. Responses are delivered via voice, SMS, email, and calendar booking as appropriate for each lead interaction. The AI voice receptionist answers inbound calls that Client misses or is unavailable to take, qualifies the caller, and books qualified callers directly onto Client's calendar; active emergencies and human-callback requests are escalated to Client.
Every lead processed through the Service is evaluated against LeadCatch's five-point pre-qualification gate before any appointment is booked on Client's calendar. The five criteria are:
For every lead, LeadCatch records the qualification outcome, the source the lead came from, and the contact timestamps. The level of detail retained beyond that varies by channel and by how far the conversation progressed: a lead that completes a qualifying conversation carries a fuller written record than one that ends early. LeadCatch does not represent that a written narrative summary exists for every lead. Client may request the qualification records LeadCatch holds for Client's leads at any time by emailing inquiry@leadcatch.homes; LeadCatch will compile and provide them within ten (10) business days of the request.
Leads reach the Services through the following inbound lanes, each qualified and booked through the same flow described in Section 1.2: voice (inbound calls to Client's business number that Client misses or is unavailable to take, answered by the AI receptionist); SMS (text messages sent to Client's LeadCatch messaging number); web form responses (enquiries submitted through Client's website forms, including visitors Client sends to those forms from paid advertising); Google Local Services Ads (captured from the lead notifications Google sends to Client's LSA account, which Client routes to LeadCatch during onboarding); email, where Client's inbound email is routed to LeadCatch as part of onboarding; and Facebook and Instagram lead forms (Meta instant forms on Client's own ad campaigns, received once Client connects its Facebook Page to LeadCatch). The Facebook and Instagram lane depends on Meta's approval of LeadCatch's integration; it is not active for any client until Meta has granted that approval and LeadCatch has confirmed the lane to Client in writing, and it ends if Client disconnects its Page or Meta withdraws access. LeadCatch responds to these leads; it does not run, manage or fund the campaigns that produce them. Other advertising lead lanes — including Google Ads lead forms — are not included in the Services unless added by written agreement. A qualified lead on any covered lane is booked onto Client's calendar through LeadCatch's Google Calendar integration; other calendar systems are not included unless agreed in writing. No lane is represented as active before the Go-Live Date defined in Section 2.1 — onboarding (Schedule A) must complete first, and go-live is confirmed to Client in writing. LeadCatch sends SMS on Client's behalf over a carrier-verified toll-free number (toll-free verification, as recorded in Schedule A). Registration of a local ten-digit number under A2P 10DLC is a separate, later step; until that registration is approved, SMS continues to be sent over the verified toll-free number, and Client's messages are delivered on that number rather than on a local one. At no point are the Services limited to voice, email, and calendar only on account of a pending A2P 10DLC registration. Carrier registration and verification are regulatory processes controlled by the carriers, not by LeadCatch, and LeadCatch does not commit to a date on which a local A2P 10DLC number will be approved. LeadCatch will tell Client in writing if SMS on Client's account is ever suspended or if the sending number changes.
LeadCatch does not represent that the channels are redundant substitutes for one another, and does not commit to automatic failover between channels: a message routed to a channel that is unavailable is not automatically re-sent on a different channel. Where a lead has supplied only one usable contact method, the Service reaches that lead only if the corresponding channel is active. LeadCatch operates automated monitoring of the Services and will notify Client of a channel outage that materially affects Client's coverage as soon as reasonably practicable after LeadCatch becomes aware of it. LeadCatch does not commit to a fixed notification deadline.
Qualified appointments are booked directly into Client's Google Calendar. The calendar event carries the lead's name in the event title and the booking details in the event description. Where the lead provided an email address, the Service may add the lead as an invitee; whether it does so depends on the channel the booking came through, and LeadCatch does not warrant that every booking carries a lead invitee. The lead's record — contact details, source, and qualification outcome — is available to Client in the LeadCatch dashboard.
How the booked time is chosen. Where the booking is made by the AI receptionist on a live call, the Service checks Client's calendar for conflicts and, if the time the caller asked for is already busy or outside Client's configured hours, books the next available slot instead. Where the booking is made through the non-voice lead path, the Service books the time the lead agreed to and does not check Client's calendar for conflicts. In both cases Client is responsible for keeping Client's calendar availability accurate at all times, and LeadCatch is not responsible for a double-booking arising from availability Client has not kept current.
Leads that do not respond to the first contact receive an automated recovery sequence of up to four (4) further touches across SMS and email, on days 1, 3, 7 and 14 after the lead is received. A lead that replies is handed to the automated setter conversation, in which each inbound message receives a response until an appointment is booked or the lead asks to stop. A lead that completes the recovery sequence without responding is marked dormant and receives no further automated contact.
Client receives a weekly performance report delivered every Monday summarizing: inquiries captured, calls answered, conversations handled, leads qualified, appointments booked, text opt-outs (STOP requests), revenue attributed, and a per-source breakdown of inquiries and booked jobs. Client also has access to real-time KPI data through the LeadCatch dashboard.
Client shall pay a monthly fee of $5,000.00 (USD) per month. The first monthly fee is due upon execution of this Agreement and covers LeadCatch's full buildout and go-live, including phone number acquisition, carrier registration of the messaging number (toll-free verification, and A2P 10DLC where a local number is used), Google OAuth integration, DNS configuration, and workflow build-out. Payment of the first monthly fee constitutes authorization for LeadCatch to commence those provisioning activities. There is no separate setup fee. The second monthly fee is due thirty-seven (37) days after the Go-Live Date, and the monthly fee recurs on that same calendar date each month thereafter. The recurring billing cycle is anchored to the Go-Live Date, not to the date this Agreement is executed. The thirty-seven (37) day interval is a one-time buffer: it places the second monthly fee seven (7) days after the close of the 30-day Guarantee Period (Section 4), which also runs from the Go-Live Date, and that seven (7) day span is exactly the period within which LeadCatch counts Client’s booked appointments against the Guaranteed Appointment Number recorded in Section 4.1 and issues any refund due under Section 4.5. The second monthly fee therefore does not fall due until both the Guarantee Period and LeadCatch’s measure-and-refund window have closed. The buffer applies to the second monthly fee only; each subsequent monthly fee falls on that same calendar date in each following month. "Go-Live Date" means the date on which all four of the following are true and LeadCatch has confirmed them to Client in writing with a timestamp: (i) Client's tracking number is provisioned and live; (ii) the AI receptionist is answering calls on that number; (iii) Client's calendar is connected; and (iv) at least one lead channel is active. The Guarantee Period runs from the date of that written confirmation, never from the date of payment or signature. All fees are stated in and payable in United States dollars.
In addition to the monthly fee, Client shall pay $500.00 (USD) per Billable Appointment, as that term is defined in Section 4.2. Per-appointment fees are billed monthly in arrears for Billable Appointments occurring in the preceding calendar month. The invoice states the number of Billable Appointments charged for that month. For every one of them, LeadCatch maintains an attribution evidence bundle — the source channel, the message thread or the call recording and transcript, the ISO-8601 UTC timestamp, and the calendar event ID — and will provide the itemized bundle for any invoice on Client's request. The evidence bundle is the record of account for every per-appointment charge, and any dispute as to a charge is resolved from it. A charge for which LeadCatch cannot produce the evidence bundle is credited to Client.
By executing this Agreement, Client authorizes LeadCatch to charge Client's payment method on file for: (a) the first $5,000.00 monthly fee upon execution of this Agreement; (b) the $5,000.00 monthly fee beginning thirty-seven (37) days after the Go-Live Date and recurring on that same calendar date each month thereafter for the duration of the Agreement; and (c) per-appointment fees of $500.00 for each Billable Appointment, billed monthly in arrears for the preceding calendar month per Section 2.2.
This Agreement begins on the Effective Date and continues on a month-to-month basis with no minimum commitment. Either party may cancel at any time as set forth in Section 3.2.
Either party may cancel this Agreement at any time:
Upon termination: (a) Client's access to the Service terminates at the end of the final paid period; (b) LeadCatch will provide Client with an export of Client's lead data within 10 business days of request; (c) all OAuth authorizations and integrations are decommissioned; (d) Client data is retained per the Privacy Policy until Client requests deletion in writing — see §6 for the full retention terms.
LeadCatch guarantees that within the 30-day Guarantee Period beginning on the Go-Live Date, at least the Guaranteed Appointment Number of Qualified Appointments will be booked through the Service for Client, that number being recorded in this Section 4.1. During the Guarantee Period, LeadCatch targets a first contact attempt within 60 seconds for each new lead delivered to LeadCatch, and provides a structured, multi-touch automated sequence: a lead that does not respond receives an automated recovery sequence of up to four (4) further touches across SMS and email, on days 1, 3, 7 and 14 after the lead is received, and a lead that replies enters an automated setter conversation in which each inbound message receives a response until an appointment is booked or the lead asks to stop. Response-timing targets are commercially reasonable efforts, not a separate warranty; the sole guarantee under this Agreement is the Guaranteed Appointment Number as stated above.
Leaks and the record they are taken from. "Leaks" means Client's verified monthly count of (i) missed calls — voicemails, unanswered calls, and calls returned late — plus (ii) text-message and web-form inquiries not answered the same day, read from a real, inspectable record that LeadCatch has examined: a call log, a CRM export, or a phone-system report. Leaks are the monthly average over the last three (3) full calendar months before execution, and missed calls and unanswered text-message and web-form inquiries are recorded separately. No guarantee arises under this Section 4 where no such record has been examined and no Leaks figure is recorded below before the Go-Live Date.
Tier. Before execution, LeadCatch assigns the guarantee tier from the verified record and records it below. Tier 1 (break-even) sets the Guaranteed Appointment Number at the number of booked appointments needed to cover the monthly platform fee Client actually paid for the first month. Tier 2 (appointment floor) sets it from Client's own missed calls and unanswered inquiries. Where neither tier is recorded below, no guarantee arises under this Section 4, and the Services remain available on the same terms and at the same fees without it.
How the Guaranteed Appointment Number ("N") is set.
The tier, every input, the Leaks figure, the source record, and N are fixed at signature and are not re-derived, re-negotiated, recalculated, or adjusted by either party after execution.
Scope. This is a guarantee as to the number of appointments booked for Client. It is not a guarantee of revenue, of jobs won, or of Client's close rate; closing remains Client's own sales process. A Tier 1 Guaranteed Appointment Number is only as accurate as the figures Client gives at signing: it is computed from Client's own numbers, written down with Client, and is not a representation by LeadCatch about Client's margins. The guarantee assumes Client continues to operate the lead sources from which Leaks were measured at the level at which they were measured, and keeps the appointments booked for it. The seven (7) business day go-live target is a delivery standard and carries no refund.
Allocation of responsibility. Where the guarantee is not met, the failure is LeadCatch's: either the Services underperformed, or LeadCatch should not have assigned the tier recorded in this Section 4.1. That allocation is the reason the tier and N are set from Client's verified record before this Agreement is executed.
A "Qualified Appointment" means a booked calendar appointment with a lead that has passed all five criteria of LeadCatch's pre-qualification gate (as defined in Section 1.2) and has been logged with a timestamp, source, and full qualification record in LeadCatch's system.
Attendance and the guarantee are not the same test. The guarantee in this Section 4 turns on the number of Qualified Appointments booked during the Guarantee Period, measured against the Guaranteed Appointment Number recorded in Section 4.1, and on nothing else. The count is made once, at the close of the Guarantee Period (Section 4.5); no single homeowner’s confirmation, attendance, or failure to appear stops, pauses or extends the Guarantee Period, or alters the remedy in Section 4.5. Whether the homeowner attends is not part of the guarantee measurement. The count under Section 4.5 counts appointments booked; an appointment the homeowner did not attend counts exactly as one the homeowner attended. Expected attendance is already reflected in a Tier 1 Guaranteed Appointment Number through the attendance rate recorded in Section 4.1, so it is not counted twice. Attendance governs the per-appointment fee under this Section 4.2 and nothing else. The guarantee test and the per-appointment fee test are two separate tests, and they are deliberately not the same. Reminding, re-confirming, rescheduling, and otherwise securing the attendance of a homeowner who has already confirmed remains Client's responsibility for fee purposes. Whether Client wins the job is a condition of neither the guarantee nor the fee: closing remains Client's own sales process, and a homeowner who attends and does not buy is billable, and the appointment counts toward the Guaranteed Appointment Number on the same basis as every other booked Qualified Appointment.
A "Billable Appointment" is an appointment that (a) passed LeadCatch's qualification gate as set out in Section 1.2 — decision-maker, service area, genuine project intent, realistic timeline, and valid contact, with pure price-shoppers excluded — (b) is confirmed on Client's connected calendar, and (c) is either attended by the homeowner or is a Confirmed Appointment that the homeowner failed to attend.
Homeowner confirmation. A "Confirmed Appointment" is an appointment for which LeadCatch holds a record of an affirmative confirmation given by the homeowner before the scheduled start time, stored with the UTC timestamp of that confirmation and the channel through which it was given. Confirmation is given by the homeowner selecting the confirmation link in the appointment message, replying to confirm by text message, confirming during a recorded telephone call, or confirming to Client directly where Client records it in the LeadCatch dashboard. LeadCatch having sent a confirmation request is not a confirmation, and the homeowner's silence is never a confirmation. Where no such record exists, the appointment is not a Confirmed Appointment.
Homeowner no-shows. If the homeowner does not attend a booked appointment: (i) where the appointment was a Confirmed Appointment, it is a Billable Appointment and the $500 per-appointment fee is owed. Reminding, re-confirming, rescheduling, and otherwise securing the attendance of a homeowner who has already confirmed is Client's responsibility, and a homeowner who confirms and then fails to attend does not relieve Client of the fee; and (ii) where the appointment was not a Confirmed Appointment — including where LeadCatch was unable to deliver a confirmation request to the homeowner at all — it is not a Billable Appointment, the fee is not owed, and any fee already charged for it is credited to Client. Client must report a homeowner's failure to attend within twenty-four (24) hours of the scheduled start time; where Client does not, the appointment stands as billed. If the homeowner subsequently attends a rescheduled appointment, the original and the rescheduled appointment are together billed once — never both. Client remains responsible for its own sales process: an appointment the homeowner attends is billable whether or not Client wins the job. An appointment that did not pass the qualification gate is not a Billable Appointment, is not billed, and is credited to Client without dispute. The attribution evidence bundle described in Section 2.2 — source channel, message thread or call recording and transcript, ISO-8601 UTC timestamp, and calendar event ID — together with the confirmation record described above, is the record of account for every per-appointment charge, and every dispute regarding a per-appointment charge is resolved from it.
(a) Qualifying condition — verified with Client before this Agreement is executed. LeadCatch offers the guarantee in this Section 4 only where Client has provided a real, inspectable record — a call log, a CRM export, or a phone-system report — from which LeadCatch has verified Client's Leaks, and LeadCatch has assigned a tier and recorded it, its inputs, and the Guaranteed Appointment Number in Section 4.1 before the Go-Live Date. This condition is not waivable by either party: absent such a record there is no verified Leaks figure, and absent a recorded tier and Guaranteed Appointment Number no guarantee arises under this Section 4. Confirmed: ☐ Record identified in Section 4.1: ☐
Where Client does not meet this condition, or where Client's verified record does not support either tier, the Services remain available on the same terms and at the same fees, without the guarantee in this Section 4, and LeadCatch will state that to Client in writing before execution. Not qualifying costs Client the guarantee only; it is not a refusal to contract.
(b) Client obligations during the Guarantee Period. The guarantee applies only if Client has also, throughout the Guarantee Period:
Failure to satisfy any condition in (a) or (b) voids the guarantee.
The guarantee remedy does not apply under any of the following circumstances:
How appointments are counted. The count is the number of Qualified Appointments booked through the Service onto Client’s connected calendar during the Guarantee Period. Whether a homeowner attended an appointment is not a factor in the count, and the count is not adjusted for whether Client won the job or for any other downstream outcome. The count of record is LeadCatch’s own booking log of appointments booked through the Service, not a calendar either party can edit; Client can see the same list of appointments in the LeadCatch dashboard and in the written count delivered under Section 4.6. Attendance determines only whether a $500.00 per-appointment fee is owed under Section 4.2.
If, at the close of the Guarantee Period, that count is less than the Guaranteed Appointment Number recorded in Section 4.1, and the conditions in Section 4.3 are satisfied, LeadCatch shall refund the monthly platform fee actually charged for Client's first month (the first monthly fee under Section 2.1). That refund is the sole and exclusive remedy for guarantee non-delivery. No alternative remedy, free continuation, appointment credit, further credit, partial credit, additional damages, consequential damages, or remedy of any other kind applies.
No claim is required. A count below the Guaranteed Appointment Number is itself the trigger. Client is not required to submit a written claim, to elect between remedies, to invoke the guarantee, or to take any other step, and Client cannot waive, lose, or forfeit the refund by silence, delay, or inaction. The refund is not a dispute process and is not subject to negotiation by either party or by any representative of either party.
Per-appointment fees are retained. LeadCatch retains every $500.00 per-appointment fee owed under Section 2.2 for Billable Appointments during the period. A refund under this Section 4.5 is of the first month's monthly platform fee only, and no per-appointment fee is refunded, waived, credited, or offset by reason of a guarantee payout.
Measurement window — days 30 to 37. Within the seven (7) calendar days following the close of the Guarantee Period — the same seven (7) day span that the thirty-seven (37) day billing buffer in Section 2.1 is sized against, so that no second monthly fee falls due before the question is settled — LeadCatch shall count the Qualified Appointments booked during the Guarantee Period and shall deliver that count to Client in writing, alongside the Guaranteed Appointment Number recorded in Section 4.1.
Payment. Where a refund is due under Section 4.5, LeadCatch shall issue it to Client's payment method on file within that same seven (7) day measurement window. No notice, claim, or election from Client is required for the refund to be issued, and no deadline runs against Client.
Disputes. Client may dispute LeadCatch's count, or LeadCatch's determination that a condition in Section 4.3 was not satisfied, by written notice to inquiry@leadcatch.homes. LeadCatch will review Client's account data, its booking log, the source record identified in Section 4.1, and the qualification logs, and will respond in writing within two (2) business days of receiving the dispute. A dispute raised by Client is an additional protection for Client and is not a precondition to the refund.
Client agrees to fulfill the following obligations throughout the term of this Agreement:
All lead data, customer data, and business data submitted to or generated through the Service on Client's behalf ("Client Data") is and remains the sole property of Client. LeadCatch is granted a limited, non-exclusive, revocable license to access, process, and store Client Data solely for the purpose of providing the Services during the term of this Agreement. This license terminates upon expiration or termination of the Agreement.
Upon Client's written request following termination, LeadCatch will provide Client with a full export of Client Data in a machine-readable format within 10 business days. LeadCatch will retain Client Data following contract termination until Client requests deletion in writing, consistent with LeadCatch's legal retention obligations and its Privacy Policy — there is no automatic purge schedule.
LeadCatch does not sell Client Data or use Client Data for any purpose other than providing the Services. LeadCatch may use anonymized, aggregated, non-identifiable data derived from the Services to improve its AI models and platform performance.
Processing on Client's behalf: With respect to Client Data, LeadCatch acts as Client's service provider/processor: it processes Client Data only to provide the Services and per Client's documented instructions, applies reasonable technical and organizational security measures, engages only the subprocessors listed in the Privacy Policy (and will update that list when subprocessors change), and requires them to protect the data. LeadCatch will reasonably assist Client in responding to privacy-rights requests from Client's leads.
Each party agrees to maintain the confidentiality of the other party's non-public proprietary information disclosed in connection with the Services ("Confidential Information"). Each party agrees to use Confidential Information solely for the purpose of performing obligations under this Agreement and to protect Confidential Information with at least the same degree of care used to protect its own confidential information, but no less than reasonable care. Confidential Information does not include information that: (a) becomes publicly available through no fault of the receiving party; (b) was rightfully known to the receiving party before disclosure; or (c) is required to be disclosed by law or court order. This confidentiality obligation survives termination of this Agreement for a period of 3 years.
During the term of this Agreement and for a period of 12 months following termination, LeadCatch agrees not to directly solicit, contact for commercial purposes, or use for LeadCatch's own marketing efforts any customer or lead that was processed through the Service on Client's behalf. This restriction does not apply to leads or customers who independently contact LeadCatch through LeadCatch's own marketing channels without solicitation by LeadCatch. This non-solicitation clause applies only to leads processed specifically on Client's behalf and does not restrict LeadCatch from serving other roofing contractors in Client's general geographic area.
Client represents and warrants that all phone numbers provided to the Service for SMS messaging have been obtained from individuals who provided valid prior express written consent to receive commercial SMS messages from Client's business, in compliance with the Telephone Consumer Protection Act (TCPA), 47 U.S.C. § 227, applicable FCC regulations, and CTIA guidelines. Client is solely responsible for consent collection, verification, and documentation.
LeadCatch's role is limited to providing the software automation that transmits messages to phone numbers provided by Client. LeadCatch does not independently verify consent. Client agrees to indemnify, defend, and hold harmless LeadCatch and its members, managers, employees, and agents from and against any and all claims, damages, settlements, fines, penalties, and legal fees (including reasonable attorneys' fees) arising from TCPA violations attributable to Client's failure to obtain valid prior express written consent.
The Service answers inbound calls to Client's connected business line using an AI-generated voice, and records and transcribes every such call; recordings and transcripts are stored and shared with Client to deliver the Services. Before any audio is captured, the Service plays a fixed spoken notice stating that the call is recorded and transcribed and that the caller is speaking with an AI assistant rather than a live person. That notice is a fixed script, not generated by the AI, and cannot be shortened or skipped. Client authorizes LeadCatch to answer, record, and transcribe calls to Client's connected number on Client's behalf.
Call-recording consent and automated/AI-caller disclosure requirements vary by state. Client is responsible for informing LeadCatch of any consent or disclosure requirement specific to Client's business, industry, or service area, and for Client's own compliance obligations with respect to calls involving Client's personnel. LeadCatch will configure call-start disclosures as required by applicable law.
LeadCatch does not guarantee specific revenue outcomes, close rates, lead conversion rates, or business results, except for the specific, written 30-Day Appointment Guarantee described in Section 4, which applies only under its stated conditions (Section 4.3), is limited to the number of appointments booked against the Guaranteed Appointment Number recorded in Section 4.1, and is limited to the remedy described therein (Section 4.5). Results otherwise depend on factors outside LeadCatch’s control, including but not limited to Client’s inbound lead volume, Client’s sales process, pricing, market conditions, and Client’s responsiveness to delivered appointments.
Client agrees to indemnify, defend, and hold harmless LeadCatch, its members, managers, employees, contractors, and agents from and against any and all claims, damages, settlements, penalties, fines, costs, and legal fees arising from: (a) Client's use of the Services; (b) Client's violation of this Agreement or applicable law; (c) messages sent to leads who did not provide valid prior express written consent; (d) Client's misrepresentation of any information provided during onboarding or otherwise; or (e) claims by Client's leads, customers, or employees arising from the Services.
This Agreement is governed by the laws of the State of Tennessee, without regard to conflict of law principles. Any dispute, claim, or controversy arising out of or relating to this Agreement that cannot be resolved through good-faith negotiation within 30 days shall be submitted to binding arbitration under the rules of the American Arbitration Association (AAA). Arbitration shall be conducted in Nashville, Tennessee. Judgment on the arbitration award may be entered in any court of competent jurisdiction. The parties each waive any right to participate in a class action or class-wide arbitration proceeding.
Where a change in applicable law or carrier or platform regulation, or a subsequent review of this Agreement by licensed counsel, requires a modification for legal or regulatory compliance, LeadCatch may propose that modification to Client in writing (a "Compliance Amendment") during the Onboarding Period described in Schedule B, or at any later time.
A Compliance Amendment takes effect only when signed by both parties. Client is under no obligation to sign one. If Client does not sign a proposed Compliance Amendment within ten (10) business days of receiving it, the Agreement continues unchanged, and LeadCatch's only recourse is the right set out in the next sentence. Where LeadCatch reasonably determines that continuing to perform under the unamended Agreement would cause LeadCatch to violate applicable law, LeadCatch may terminate this Agreement on written notice, and in that event LeadCatch refunds the first monthly fee in full if the Go-Live Date has not occurred, or refunds the unused portion of the then-current month on a pro-rata basis if it has. Client owes no early-termination charge, and per-appointment fees already earned for Billable Appointments remain payable.
This Schedule records the operational parameters specific to Client's business. It is completed during the Onboarding Period (Schedule B) and countersigned by both parties at the end of it. It is incorporated into the Agreement by reference and forms part of it.
Schedule A cannot change any term of Sections 1–13. It sets no price, alters no fee, changes no guarantee condition, and creates no new obligation on either party. If anything recorded here conflicts with Sections 1–13, Sections 1–13 govern. Nothing in this Schedule is a condition of the Agreement taking effect — the Agreement binds both parties from the Effective Date whether or not this Schedule is yet complete.
The zip codes constituting Client's contracted service area for the purposes of the service-area criterion in Section 1.2:
_______________________________________________________________________
_______________________________________________________________________
Client may update this list at any time by written notice to inquiry@leadcatch.homes; LeadCatch will apply the update within two (2) business days. A service-area change is not an amendment to the Agreement and does not require a signed instrument.
The inbound enquiry sources Client connects to the Service. Client must maintain at least one active source throughout the term (Section 5). The sources listed here include the sources from which Client's Leaks in Section 4.1 were measured, so Client must continue to operate them, at the level at which Leaks were measured, throughout the Guarantee Period for the Section 4 guarantee to apply.
Carrier registration approval timelines are set by the carriers and are outside LeadCatch's control; Section 4.4 excludes delay attributable to them from the guarantee remedy.
As stated in Section 1.4, LeadCatch books the time the lead agreed to and does not check Client's calendar for conflicts before booking. Client is responsible for keeping calendar availability accurate.
The Go-Live Date is the date LeadCatch confirms to Client in writing, with a timestamp, that all four conditions in Section 2.1 are true. It is recorded here for the parties' convenience; the written confirmation itself governs.
Go-Live Date (written confirmation sent): ___________________
The 30-day Guarantee Period (Section 4) and the recurring monthly billing cycle (Section 2.1) both run from this date, and from no other date. The second monthly fee falls due thirty-seven (37) days after it.
This Schedule describes what happens between signing and go-live. It is incorporated into the Agreement by reference. Like Schedule A, it cannot change any term of Sections 1–13.
The "Onboarding Period" begins on the Effective Date and runs for seven (7) business days. LeadCatch's objective is to reach Go-Live within it.
Where Client's own delay extends the Onboarding Period, the Go-Live Date moves accordingly. The Guarantee Period does not start until Go-Live, so a delay never shortens Client's guarantee.
Any change arising from a subsequent review of this Agreement by licensed counsel is proposed to Client as a Compliance Amendment under Section 13.1, takes effect only if Client signs it, and cannot increase Client's price, reduce Client's guarantee, or enlarge Client's liability. Client's decision not to sign one leaves this Agreement in force unchanged.
By signing below, each party acknowledges that it has read, understands, and agrees to be bound by all terms and conditions of this Client Service Agreement, including Schedule A and Schedule B. The parties acknowledge that Schedule A is completed during the Onboarding Period and countersigned separately, and that Sections 1 through 13 are binding on both parties from the Effective Date regardless of whether Schedule A has yet been completed.
Agreement Effective Date (as confirmed by Provider upon receipt of signed agreement and payment of the first monthly fee): ___________________