Terms of Service

Effective Date: Upon execution by both parties
Last Updated: August 5, 2025

These Terms of Service (“Agreement”) govern the use of services provided by Executive Investments VIII LLC dba Viper Consulting Solutions (“Viper,” “we,” “us,” or “our”). By using our services, you agree to these terms.

1. Services Provided

Viper provides digital growth services including but not limited to:

  • Online ordering platforms (OrderChop)
  • AI voice assistants (SAGE)
  • Paid advertising campaigns (Facebook, Google, YouTube, etc.)
  • Database reactivation (DBR)
  • Website design, funnels, and automation systems

Exact services and deliverables are outlined in your proposal or agreement.

2. Contract Term & Cancellation

Unless otherwise agreed in writing:

  • OrderChop is offered month-to-month
  • All other services (SAGE, DBR, ads) require a 12-month agreement

A one-time opt-out clause may be requested between days 91–120 with 30 days written notice. After this window, the agreement continues through the full 12-month term.

At the end of the contract, services may renew upon mutual agreement. Failure to provide 30-day notice of non-renewal may result in automatic renewal.

3. Billing & Payments

  • Billing begins on the Effective Date (contract signing), not the “go live” date.
  • Setup fees and recurring subscriptions are outlined in your proposal or invoice.
  • No refunds are offered due to the custom nature of services.
  • Late payments may result in suspension or termination of service.

4. Setup Fees & Onboarding

All new accounts are subject to a setup fee, which covers configuration, onboarding, and compliance work. This includes:

  • CRM and pipeline setup
  • Campaign and workflow creation
  • A2P 10DLC SMS registration (if applicable)
  • Account integration (e.g., SAGE, OrderChop)
  • Ad account connections and tracking setup
  • Asset loading (menus, logos, promos)
  • Strategy call and onboarding
  • Compliance configuration (DNS records, domain email, etc.)

Setup fees are non-refundable. Additional scope (e.g. websites) may incur separate charges as outlined in your proposal.

5. SMS Compliance, Suspension & Client Liability

Clients are responsible for the content, frequency, and recipients of all SMS and voice messages.

If your activity causes:

  • SMS or voice suspension
  • Carrier blacklisting
  • Fines or penalties

…Viper is not liable. Messaging may be suspended while billing continues.
We reserve the right to pause or terminate messaging for any non-compliant behavior.

6. Usage-Based Charges & Ad Spend

Clients are responsible for:

  • All advertising spend paid directly to platforms
  • SAGE Voice AI usage at $0.20/min
  • SMS and voice usage at $0.04 per unit (text or minute)

These fees are billed directly through the client’s subaccount or invoiced monthly.
Failure to maintain payment may result in suspension of services. Viper is not liable for missed leads due to insufficient balance.

7. Client Responsibilities

Clients agree to:

  • Provide content, assets, and access in a timely manner
  • Attend scheduled strategy calls or onboarding
  • Supply required info (menus, logos, offers, approvals, etc.)

Delays caused by the client do not pause billing. Viper is not responsible for performance losses due to missing client inputs.

8. Platform Access & Ownership

  • Clients retain ownership of materials they provide and final deliverables we create.
  • Viper retains ownership of internal systems, templates, automations, and processes.
  • Services are provided as SaaS. Access may be revoked for non-payment or breach.

9. Performance Disclaimer

We do not guarantee specific results (e.g. leads, ROI, revenue).
Results vary depending on client offer, market conditions, and platform performance.

Average outcomes may be shared, but no specific outcome is guaranteed.

10. Third-Party Platforms

Viper is not responsible for performance issues caused by third-party platforms, including:

  • Facebook, Instagram, Google, YouTube
  • Stripe, Twilio, carriers, etc.
  • A2P or ad account restrictions or bans

We will assist when possible, but we cannot control external systems or policies.

11. White-Labeled Accounts

Clients using a white-labeled version of GoHighLevel or similar are fully responsible for:

  • SMS and email compliance (TCPA, CAN-SPAM, CTIA)
  • Message content, list management, and unsubscribe handling
  • Costs, usage, and legal compliance

Violations, deliverability issues, and fines are the client’s responsibility.

12. Termination for Behavior

Viper may terminate service without refund if the client:

  • Engages in abusive, unlawful, or unethical behavior
  • Misuses the platform or violates compliance laws
  • Breaches this agreement

13. Governing Law & Disputes

This Agreement is governed by the laws of the State of Iowa, United States.
All disputes shall be resolved in Iowa jurisdiction.

14. Modifications

Viper may update these Terms of Service at any time.
Continued use of services constitutes acceptance of the updated terms.

15. Publicity & Case Studies

Unless otherwise agreed in writing, Viper may use the client’s name, logo, campaign results, and general outcomes in:

  • Case studies
  • Portfolio samples
  • Presentations or ads
  • Social proof (e.g. screenshots, testimonials)

Sensitive data will be anonymized unless written consent is provided.
Clients may opt out by sending a written request to [email protected].

16. Confidentiality

Viper agrees to protect and not disclose non-public client information, strategies, or trade secrets.
Confidential business information will not be sold, shared, or reused without written permission.

17. Data Retention & Deletion

Client and end-user data (e.g., emails, call recordings, submissions) may be retained for service delivery or legal compliance.
Clients may request deletion of stored data by emailing [email protected].

18. Subcontractors & Partners

Viper may use subcontractors or third-party service providers to deliver parts of your service.
All subcontractors are held to the same privacy and performance standards as internal team members.

19. Force Majeure

Viper shall not be liable for any delay or failure to perform due to events beyond our reasonable control, including but not limited to:

  • Natural disasters
  • Internet outages
  • Acts of war or terrorism
  • Government actions or restrictions
  • Pandemic or public health emergencies
  • Platform-wide outages (e.g., Facebook, Twilio, Google)

20. Non-Solicitation

During the term of this Agreement and for twelve (12) months following, the Client agrees not to directly solicit or hire any employee, contractor, or subcontractor of Viper without prior written consent.