These Terms and Conditions ("Agreement") govern all services provided by Contractors Growth LLC, an Illinois limited liability company ("CGP," "we," "us," or "our"), located at cgpsystems.io, to you, the client ("Client"). By completing CGP's onboarding form, submitting payment, or receiving services from CGP, you agree to be bound by this Agreement in its entirety.

1. SERVICES

CGP provides pay-per-lead SMS marketing services to residential contractors operating in the home services industry, including but not limited to turf installation, painting, landscaping, and hardscaping. Services include outbound SMS campaign management, lead generation, and campaign optimization conducted on behalf of Client using Client's registered business identity and EIN.

2. ELECTRONIC ACCEPTANCE & AGREEMENT FORMATION

By checking the authorization checkbox on CGP's onboarding form and submitting that form, Client provides an electronic signature that constitutes a legally binding acceptance of this Agreement, the Refund Policy, and the Privacy Policy, pursuant to the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. § 7001 et seq., and the Illinois Electronic Commerce Security Act, 5 ILCS 175. Client's continued access to and receipt of services from CGP is expressly conditioned on acceptance of this Agreement. This Agreement is effective upon submission of the onboarding form, and Client's continued use of CGP's services constitutes ongoing acceptance of its terms as updated from time to time in accordance with Section 15.

3. CAMPAIGN REGISTRATION & EIN AUTHORIZATION

By submitting your EIN through CGP's onboarding process, you expressly authorize CGP to register and operate 10DLC outbound SMS marketing campaigns on behalf of your business using your legal business name, registered business address, and EIN. You represent and warrant that: (a) you are duly authorized to provide your EIN and to legally bind your business entity to this Agreement; (b) the EIN belongs to a legally registered business entity in good standing in its state of formation; (c) your business holds all licenses, registrations, and permits required to operate in your designated service areas; (d) all information provided in the onboarding form is accurate, current, and complete; and (e) you will promptly notify CGP of any changes to your business registration, licensing status, or designated service areas. CGP will use your EIN solely for the purpose of registering 10DLC SMS campaigns with telecommunications carriers and their authorized aggregators in connection with services provided to you.

4. TCPA COMPLIANCE, STATE TELECOMMUNICATIONS LAW COMPLIANCE & CLIENT LIABILITY

4.1 Client Acknowledgment. Client acknowledges that outbound SMS marketing campaigns are subject to, without limitation: the Telephone Consumer Protection Act ("TCPA"), 47 U.S.C. § 227, and its implementing FCC regulations; the Florida Telephone Solicitation Act ("FTSA"), Fla. Stat. § 501.059; the Oklahoma Telephone Solicitation Act; the Washington Commercial Electronic Mail Act; the Texas Business & Commerce Code Chapter 305; the Maryland Telephone Solicitations Act; and all other applicable federal, state, and local statutes, regulations, and telecommunications carrier rules governing outbound communications in every jurisdiction in which Client's campaigns operate (collectively, "Applicable Communications Laws"). Client acknowledges that Applicable Communications Laws vary by state, are subject to change, and may impose significant penalties including statutory damages per message.

4.2 Client Responsibility. Client assumes full, exclusive, and sole legal responsibility for ensuring that all campaigns operated on Client's behalf comply with all Applicable Communications Laws in Client's designated service areas. CGP does not provide legal advice, does not represent or warrant that SMS marketing is permissible in any jurisdiction, and makes no representations regarding compliance with any Applicable Communications Law. Client is solely responsible for independently assessing, ensuring, and maintaining compliance with all applicable laws in every state and locality in which Client's campaigns are active, and for consulting independent legal counsel as necessary.

4.3 Indemnification. Client agrees to indemnify, defend (with counsel reasonably acceptable to CGP), and hold harmless Contractors Growth LLC, its members, managers, officers, employees, contractors, and agents (collectively, "CGP Parties") from and against any and all claims, lawsuits, arbitration proceedings, regulatory actions, government investigations, damages, fines, penalties, settlements, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or related to: (a) any violation of the TCPA, FTSA, or any other Applicable Communications Law connected to campaigns operated on Client's behalf or using Client's business identity; (b) any FCC, FTC, state attorney general, or regulatory body action arising from or related to Client's campaigns; (c) any consumer complaint, private right of action, or class action arising from SMS messages sent in connection with Client's campaigns; (d) any misrepresentation or inaccuracy in information provided by Client during or after onboarding; (e) Client's failure to hold required business licenses, permits, or registrations in Client's service areas; or (f) any breach by Client of this Agreement. This indemnification obligation shall survive termination of this Agreement.

4.4 No Legal Advice. Nothing in this Agreement constitutes legal advice. Client is solely responsible for obtaining independent legal counsel regarding compliance with all Applicable Communications Laws before, during, and after the operation of any SMS marketing campaign on Client's behalf.

5. LEAD DELIVERY

CGP will make commercially reasonable efforts to deliver leads within 1–7 business days of campaign launch. Lead volume and delivery timelines may vary based on campaign targeting, geographic market conditions, carrier performance, regulatory developments, platform availability, and other factors outside of CGP's reasonable control. CGP does not guarantee a specific number of leads within any given timeframe. Campaign performance is not guaranteed and is subject to market, operational, and regulatory variables. CGP's obligation is to make commercially reasonable efforts to deliver leads consistent with the agreed service tier — not to guarantee outcomes.

6. LEAD QUALITY & CREDITS

6.1 Commitment. CGP is committed to delivering qualified leads — homeowners who have expressed genuine interest in Client's services through CGP's qualification process.

6.2 Minimum Volume Threshold. Credit requests are only eligible after CGP has delivered a minimum of ten (10) leads to Client's account. Requests submitted prior to reaching this threshold will not be reviewed or considered under any circumstances.

6.3 Eligible Credit Reasons. A credit request may only be submitted for one of the following documented reasons: (a) the homeowner explicitly stated they are no longer interested in the service; (b) the homeowner's confirmed address falls outside Client's designated service cities on file with CGP at the time of lead delivery; (c) the homeowner was completely unreachable after a minimum of three (3) documented contact attempts spanning at least five (5) calendar days; or (d) the contact information provided was invalid or non-functional at the time of delivery.

6.4 Submission Requirements. All credit requests must be submitted exclusively through CGP's official Lead Credit Request Form. Requests submitted via text message, email, phone, or any method other than the designated form will not be accepted or reviewed. Client must upload screenshots or other documentation evidencing a minimum of three (3) contact attempts. Submissions without documented proof will not be reviewed, regardless of the reason stated.

6.5 Review Schedule. Credit requests are reviewed on the first (1st) of each calendar month. Submissions must be received by the twenty-fifth (25th) of the preceding month to be included in that month's review cycle. Credits confirmed in a given review cycle will be applied to Client's account within 48 hours of confirmation.

6.6 Credit Application. Approved credits are applied as account credits toward future lead delivery. Credits have no cash value, are non-transferable, and expire upon termination of Client's account. Submission of a credit request does not guarantee approval. All credit determinations are made at the sole discretion of CGP upon review of submitted documentation.

7. PAYMENT & RECURRING BILLING AUTHORIZATION

7.1 Payment Terms. All payments are due at the time of purchase or as otherwise agreed in writing. CGP accepts payment via approved payment methods. Declined or failed payments may result in the immediate suspension or termination of campaign services.

7.2 Recurring Charge Authorization. By completing CGP's onboarding form and accepting this Agreement, Client expressly authorizes CGP to charge Client's payment method on a recurring, per-lead basis at the agreed-upon rate for every lead delivered, without requiring a separate purchase authorization for each individual transaction. Client acknowledges and agrees that: (a) charges will occur each time leads are delivered, at the per-lead rate agreed upon at the time of onboarding or as subsequently modified by written agreement between the parties; (b) total charges will vary based on the number of leads delivered in any given period; (c) this recurring billing authorization remains in continuous effect until Client's account is terminated in accordance with Section 9 of this Agreement; and (d) Client is responsible at all times for maintaining valid, current payment information on file with CGP. To cancel this recurring billing authorization, Client must provide written termination notice pursuant to Section 9.

7.3 Disputed Charges. Client agrees to contact CGP at [email protected] before initiating any chargeback, payment dispute, or reversal request with Client's card issuer or payment processor. Initiating a chargeback without prior written notice to CGP and a good-faith attempt to resolve the dispute directly with CGP constitutes a material breach of this Agreement and may result in immediate account termination and referral to collections.

7.4 Client Responsibility. Client is solely responsible for ensuring that payment information on file with CGP remains current and valid. CGP is not responsible for service interruptions caused by outdated or invalid payment information.

8. REFUNDS

All sales are final. No refunds will be issued except as follows: if no leads are delivered within fourteen (14) calendar days of confirmed campaign launch, Client may submit a written refund request to [email protected]. Refund eligibility is subject to case-by-case review and is issued solely at the discretion of CGP. Approved refunds will be processed within ten (10) business days. For full details, see CGP's Refund Policy at cgpsystems.io/refund-policy. Lead credit requests must be submitted through CGP's official Lead Credit Request Form in accordance with Section 6.

9. TERMINATION

Either party may terminate services upon written notice to the other party. Upon receipt of Client's termination notice: (a) any leads in active campaign cycles will continue to be delivered through the end of the current campaign window; (b) Client remains fully obligated to pay for all leads delivered through the termination date at the agreed per-lead rate; and (c) CGP will cease initiating new campaign activity on Client's behalf. No refunds will be issued for leads delivered prior to termination or for unused portions of any lead package, except as expressly provided in Section 8. CGP reserves the right to immediately suspend or terminate services without notice for: (i) non-payment; (ii) material breach of this Agreement; (iii) conduct that CGP reasonably determines creates legal, regulatory, or reputational risk to CGP; (iv) violation of any telecommunications carrier, aggregator, or platform policy; or (v) misrepresentation during onboarding.

10. LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, CGP's total cumulative liability to Client for any and all claims arising out of or related to this Agreement or the services provided hereunder — regardless of the form or theory of action — shall not exceed the total amount paid by Client to CGP in the thirty (30) calendar days immediately preceding the event giving rise to the claim. In no event shall CGP or any CGP Party be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages of any kind, including but not limited to loss of profits, loss of revenue, loss of business opportunity, loss of data, or reputational harm, even if CGP has been advised of the possibility of such damages and even if a limited remedy fails of its essential purpose. The foregoing limitations apply regardless of the theory of liability — whether in contract, tort, negligence, strict liability, or otherwise.

11. FORCE MAJEURE

CGP shall not be liable for any delay, failure, suspension, or interruption of services resulting from events or circumstances beyond CGP's reasonable control, including but not limited to: acts of God or nature; government actions, orders, or regulations; FCC, FTC, or state regulatory rule changes; telecommunications carrier, aggregator, or platform policy changes or suspensions; cyberattacks, data breaches, or failures of third-party infrastructure; labor disputes or shortages; pandemics or public health emergencies; or any other cause beyond CGP's reasonable control (each, a "Force Majeure Event"). In the event of a Force Majeure Event, CGP will use commercially reasonable efforts to notify Client and to resume services as promptly as practicable. CGP shall not be obligated to issue refunds or credits for any service interruption caused by a Force Majeure Event.

12. DISPUTE RESOLUTION — MANDATORY BINDING ARBITRATION & CLASS ACTION WAIVER

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

12.1 Mandatory Arbitration. ANY AND ALL DISPUTES, CLAIMS, OR CONTROVERSIES ARISING OUT OF OR RELATING TO THIS AGREEMENT, CGP'S SERVICES, ANY INVOICE OR CHARGE, OR THE RELATIONSHIP BETWEEN CLIENT AND CGP — WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION, OR ANY OTHER LEGAL THEORY, AND WHETHER ARISING BEFORE OR AFTER THE TERMINATION OF THIS AGREEMENT — SHALL BE RESOLVED EXCLUSIVELY THROUGH FINAL AND BINDING INDIVIDUAL ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION ("AAA") IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES (AVAILABLE AT WWW.ADR.ORG), RATHER THAN IN COURT, EXCEPT AS OTHERWISE PROVIDED IN THIS SECTION.

12.2 Class Action Waiver. CLIENT EXPRESSLY AND IRREVOCABLY WAIVES ANY RIGHT TO COMMENCE, PARTICIPATE IN, OR RECOVER THROUGH ANY CLASS ACTION, COLLECTIVE ACTION, CONSOLIDATED ACTION, OR REPRESENTATIVE PROCEEDING AGAINST ANY CGP PARTY, WHETHER IN ARBITRATION OR IN COURT. THE ARBITRATOR SHALL HAVE NO AUTHORITY TO CONSOLIDATE CLAIMS FROM MULTIPLE CLAIMANTS OR TO PRESIDE OVER ANY CLASS OR REPRESENTATIVE PROCEEDING. IF THIS CLASS ACTION WAIVER IS FOUND UNENFORCEABLE BY A COURT OF COMPETENT JURISDICTION FOR ANY REASON, THEN THE ENTIRETY OF THIS SECTION 12 SHALL BE DEEMED NULL AND VOID, AND ALL DISPUTES SHALL PROCEED IN THE COURTS OF ILLINOIS PURSUANT TO SECTION 13.

12.3 Arbitration Procedure. Arbitration shall be conducted by a single neutral arbitrator. The seat of arbitration shall be Chicago, Illinois, though the parties may agree to conduct proceedings by videoconference. The arbitrator shall apply the substantive laws of the State of Illinois. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. Each party shall bear its own attorneys' fees and costs in connection with arbitration, except that the arbitrator may award reasonable attorneys' fees to the prevailing party if the arbitrator determines that the opposing party's claim or defense was frivolous or brought in bad faith.

12.4 Small Claims Exception. Notwithstanding the foregoing, either party may bring an individual claim in a small claims court of competent jurisdiction if the claim qualifies under that court's jurisdictional rules and the party brings the claim solely in an individual capacity.

12.5 Waiver of Jury Trial. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BOTH CGP AND CLIENT WAIVE THEIR RESPECTIVE RIGHTS TO A JURY TRIAL IN CONNECTION WITH ANY DISPUTE ARISING OUT OF OR RELATED TO THIS AGREEMENT OR CGP'S SERVICES.

12.6 Injunctive Relief. Notwithstanding the foregoing, either party may seek emergency injunctive or equitable relief from a court of competent jurisdiction to prevent irreparable harm pending completion of arbitration proceedings.

13. GOVERNING LAW & VENUE

This Agreement is governed by and construed in accordance with the laws of the State of Illinois, without regard to its conflict of law principles. For any claim not subject to arbitration under Section 12, each party irrevocably consents to the exclusive personal jurisdiction and venue of the state and federal courts located in Cook County, Illinois.

14. SEVERABILITY

If any provision of this Agreement is found by an arbitrator or court of competent jurisdiction to be invalid, illegal, unenforceable, or contrary to applicable law, that provision shall be modified to the minimum extent necessary to make it enforceable, or severed from this Agreement if modification is not possible, without affecting the validity or enforceability of the remaining provisions, which shall continue in full force and effect.

15. MODIFICATIONS

CGP reserves the right to update or modify this Agreement at any time in its sole discretion. Notice of material modifications will be provided to Client via email to the address on file or by posting updated terms at cgpsystems.io with a revised effective date. Client's continued use of CGP's services following the effective date of any modification constitutes Client's binding acceptance of the modified Agreement. If Client does not agree to any modification, Client's sole remedy is to terminate services pursuant to Section 9.

16. ENTIRE AGREEMENT

This Agreement, together with CGP's Refund Policy and Privacy Policy available at cgpsystems.io, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations, warranties, negotiations, and understandings, whether written or oral. No statement made by CGP's representatives — including sales personnel — prior to execution of this Agreement shall be binding unless expressly incorporated herein in writing signed by an authorized CGP representative.

Questions? Contact us at [email protected].