By accessing or using FromLead (operated by Ash + Lake Inc.) services, websites, or applications (collectively, the “Services”), you agree to be bound by these Terms of Service (“Terms”). These Terms form a binding legal agreement between you (the “Client,” “user,” or “Customer”) and FromLead (“we,” “us,” or “our”). If you do not agree with any part of these Terms, you must not use our Services. We may modify these Terms from time to time, and any changes will be effective immediately upon posting the updated Terms on our website. Your continued use of the Services after such updates constitutes acceptance of the revised Terms.
FromLead is a marketing and technology services platform providing:
Software Platform (CRM & Marketing Tools): A subscription-based, white-label software platform offering features such as online review request management, Missed Call Text-Back (MCTB) automated SMS responses, email and SMS marketing tools, an AI assistant for communications, sales funnels, scheduling, and other customer relationship management features. (All such software features are referred to as the “Platform” or “Platform Services.”)
Marketing & Web Services: Professional services including online advertising management (e.g., Google/Facebook Ads), website design and development, website hosting, search engine optimization (SEO), social media management, and other digital marketing or consulting services. These may be provided on a project basis or as ongoing retainer services (collectively “Marketing Services” or “Professional Services”).
Unless otherwise agreed in a separate written contract, these Terms apply to all Services we provide. In the event of any conflict between these general Terms and a specific services agreement or statement of work for a project, the specific agreement will govern for that project.
To use our Platform, you may need to register an account. You agree to provide accurate, current, and complete information during registration and to keep your account information updated. You are responsible for maintaining the confidentiality of your login credentials and all activities that occur under your account. You must promptly notify us of any unauthorized use of your account or security breach. We reserve the right to suspend or terminate any account we suspect is being used in violation of these Terms or any law.
By using the Services, you represent that you are at least the age of majority in your jurisdiction (or have obtained parental/guardian consent) and are legally capable of entering into contracts. If you are using our Services on behalf of a company or organization, you represent that you have authority to bind that entity to these Terms.
Accounts are non-transferable. You may not share your account credentials with third parties outside your organization without our consent. You are responsible for any actions taken by persons you authorize to use the account.
You agree to use our Services only for lawful business purposes and in compliance with these Terms and all applicable laws and regulations. You will not use the Services in any manner that:
Violates Laws or Rights: Violates any applicable law or regulation, or infringes the rights of any third party (including intellectual property, privacy, and publicity rights). You are solely responsible for ensuring that your use of the Services (including your communications and content you upload) complies with all laws.
Illicit or Harmful Activities: Promotes or involves illegal activities; disseminates unlawful, harassing, defamatory, obscene, or fraudulent content; or exploits or harms minors in any way.
Spam and Malicious Use: Engages in spamming, unsolicited bulk messaging, or other mass outreach not permitted by law. You agree not to use the Platform to send unsolicited marketing messages without proper consent, nor to upload malware, viruses, or any harmful code that could damage the Platform or recipients’ systems.
Security Interference: Attempts to probe, scan, or test the vulnerability of the Platform or to breach any security or authentication measures without proper authorization. You will not transmit any content containing viruses, Trojan horses, worms, or any other harmful software.
Service Abuse: Uses automated scripts, scrapers, or bots in a manner that unduly burdens or interferes with the operation of our Services. You will not attempt to reverse engineer, decompile, or create derivative works from our software, nor attempt to access areas of the Platform or systems you are not authorized to access.
Resale or Misrepresentation: Resells or redistributes our Platform to unauthorized users, or misrepresents our Services as your own product (except as explicitly permitted under a white-label or reseller agreement). You shall not mislead others about the nature of the Services or your affiliation with us.
We reserve the right to determine, in our sole discretion, whether any use or content violates these Terms or is otherwise objectionable. Violation of any of the above may result in immediate suspension or termination of your account, at our discretion, and may also subject you to legal consequences.
User Responsibility for Communications: Our Platform provides communications features such as sending review requests to customers, automated missed-call text-back (MCTB) messages, SMS/MMS texting, email campaigns, voice calls, and other marketing communications tools. If you use these features, you are solely responsible for the content, timing, and recipients of all communications sent through your account. You must ensure that each message complies with all applicable telemarketing, anti-spam, and privacy laws in the recipient’s jurisdiction, including but not limited to Canada’s Anti-Spam Legislation (CASL), the U.S. Telephone Consumer Protection Act (TCPA) and Do-Not-Call rules, the CAN-SPAM Act, and any similar laws. By using the Platform’s communication tools, you represent and warrant that you understand these laws and have obtained all necessary prior consents from your contacts before sending messages.
Consent and Opt-Out: You agree to only send messages to individuals who have given you proper consent to receive such communications. You must include any legally required disclosures and opt-out mechanisms (e.g., “reply STOP to unsubscribe” for SMS, or an unsubscribe link in marketing emails) in your messages, as required by law. You are responsible for honouring any opt-out or unsubscribe requests from message recipients in a timely manner.
Platform is a Conduit: FromLead acts solely as a technology platform to facilitate your communications; we do not author, initiate, or send messages to your customers on our own behalf. All messages are either written by you or automatically sent at your direction via the Platform. FromLead does not guarantee delivery or receipt of any message, as delivery may depend on third-party carriers, email service providers, or other factors outside our control. We are not liable for any communications you send, and you agree to indemnify and hold us harmless for any claims arising from your messages (for example, claims under anti-spam or consumer protection laws – see the Indemnification section below).
Prohibited Communication Uses: You may not use the communication features of the Service to transmit content that is unlawful, harassing, misleading, or violates any third-party rights. You also agree not to use the Platform to send messages that would cause our or our service providers’ IP addresses, phone numbers, or domains to be blacklisted. Any use of the Platform’s communication tools in violation of these Terms or applicable law may result in immediate suspension of messaging capabilities or termination of your account.
Our Platform may integrate with or utilize third-party services or data providers (for example, for email delivery, SMS/carrier services, AI functionality, payment processing, domain registration, etc.). If you enable or use any third-party services through our Platform, you do so at your own risk. You are responsible for reviewing and complying with any terms provided by those third parties. We make no warranty or representation regarding third-party services or content, and we assume no responsibility for any acts, omissions, or issues caused by third-party providers. This includes any interruptions, data loss, or other damages caused by failures of third-party hosting providers, communication carriers, or other integrated tools.
Please note that your data (including personal information of you or your customers) may be shared with third-party service providers as necessary to operate integrations or subcontracted functions of our Services. All such sharing will be in accordance with our Privacy Policy and for the purpose of delivering the Services. By using the Platform, you grant us permission to allow the Platform to access and share your data with such integrated third-party services on your behalf.
We may also from time to time make available optional third-party features or content (such as widgets, plugins, or templates). Your use of any optional third-party features is solely between you and the provider; we are not responsible for any third-party content or services.
7.1 Subscription Fees: Use of the FromLead Platform is subscription-based and billed monthly in advance unless otherwise specified. Subscriptions auto-renew each billing cycle until canceled in line with these Terms. By providing a payment method, you authorize recurring charges for subscription fees and any usage-based charges (e.g., SMS, add-ons).
7.2 Professional Services Fees: One-time or project-based services (e.g., website design, campaign builds) follow the fees and payment schedule in your proposal or invoice. A non-refundable deposit may be required before work begins. Remaining balances are due upon completion or at agreed milestones. If you cancel or pause a project after work starts, deposits are retained and additional work-to-date may be invoiced.
7.3 Payment Methods: You must maintain valid payment details. Recurring charges may be processed automatically each cycle. Non-recurring invoices are due as stated (typically upon receipt or within 15 days).
7.4 Late Payments: Overdue balances may lead to suspension of service. Late amounts may accrue interest at 2% per month (or the legal maximum). We are not liable for losses arising from suspension due to non-payment. You are responsible for collection costs on overdue amounts.
7.5 No Chargeback Policy: If there’s a billing concern, contact us to resolve it. You agree not to initiate chargebacks without first giving us a reasonable opportunity to address the issue. Unauthorized chargebacks may be treated as a breach.
7.6 Taxes: Fees are in CAD unless stated otherwise and exclude applicable taxes. You are responsible for all taxes except those on our income.
8.1 General: All fees are non-refundable unless explicitly stated in these Terms or required by law. No credits or refunds for partial periods, unused features, or pro-rated cancellations.
8.2 Deposits and Project Fees: Deposits are non-refundable. If we cancel without cause or cannot perform, we will refund fees for undelivered work, at our discretion or as required by law. If you cancel or materially change scope after work starts, we may retain deposits and bill for work performed.
8.3 Subscriptions: Subscription charges are non-refundable once billed. On cancellation, access continues until the period ends; no pro-rata refunds.
8.4 Exceptional Circumstances: We may consider refunds only for clear billing errors, sustained service unavailability caused by us, or where a separate written agreement provides otherwise. Marketing outcomes are not guaranteed and are not grounds for refund.
8.5 Chargebacks: Chargebacks or reversals contrary to this policy may result in immediate termination and recovery of associated fees.
9.1 Your Cancellation: You may cancel month-to-month services with written notice at least 30 days before your next renewal to avoid being charged for the following cycle. Retainers follow the same notice requirement. Project engagements can be terminated by you, but deposits remain non-refundable and work completed to date may be invoiced. Export your data before the effective cancellation date.
9.2 Our Suspension/Termination: We may suspend or terminate for:
Breach/Misuse: Immediate action for violations of these Terms or law.
Non-Payment: Suspension after missed due date; termination if unpaid after a reasonable period.
Maintenance/Inactivity: Limited suspensions if required for operations.
Convenience: We may terminate with 30 days’ notice without cause and, if applicable, refund pre-paid unused fees pro-rata.
9.3 Effect: Access ends upon termination. We may delete account data after a reasonable period. Certain obligations survive (payments due, confidentiality, IP, indemnity, warranties/limits).
10.1 Our IP: The Platform, software, templates, and materials we provide remain our property or our licensors’. We grant a limited, non-exclusive, non-transferable, revocable license for internal business use, subject to these Terms. No reverse engineering, sublicensing, or unauthorized reproduction.
10.2 Your Content/Data: You retain ownership of content and data you provide. You grant us a limited license to process and display it to operate and improve the Services, including secure backups and anonymized/aggregated analytics. You represent you have all necessary rights and that your content is lawful.
10.3 Custom Deliverables: Upon full payment, final deliverables we create for you (e.g., completed website, approved creative) become your property, excluding our underlying tools, libraries, and pre-existing IP. We may showcase non-confidential aspects of delivered work in portfolios and case studies. Third-party assets (e.g., stock images, fonts) remain under their respective licenses.
Each party will use the other’s Confidential Information only to perform under these Terms and will protect it with reasonable care. Exceptions include information that is public, already known without restriction, independently developed, or rightfully received from a third party. Legally compelled disclosures will include prompt notice where permitted. Confidentiality survives termination for at least two years, and indefinitely for trade secrets.
Services are provided “as is” and “as available.” We disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, and uninterrupted or error-free operation. Advice or information obtained does not create any warranty. Some jurisdictions limit disclaimers; where required, warranties are limited to the minimum extent allowed by law.
To the maximum extent permitted by law, we are not liable for indirect, incidental, special, consequential, punitive, or exemplary damages, including lost profits, revenue, data, or business opportunities. Our total aggregate liability for all claims is limited to the fees you paid to us for the Services in the three months preceding the event giving rise to the claim, or CAD $100 if no fees were paid. Some jurisdictions limit liability exclusions; where required, liability is limited to the minimum extent allowed by law.
You will defend, indemnify, and hold harmless FromLead, its owners, officers, employees, and affiliates from any claims, damages, losses, liabilities, costs, and expenses (including legal fees) arising from:
(i) your use of the Services, content, or communications;
(ii) your breach of these Terms or applicable law; or
(iii) your infringement of third-party rights.
We may assume exclusive defense; you will cooperate and not settle matters implicating us without written consent.
These Terms are governed by the laws of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law rules. The exclusive venue for disputes is the provincial or federal courts located in Toronto, Ontario. Before filing suit, parties will attempt good-faith resolution for 30 days after written notice. We may seek injunctive relief in any competent court to protect IP or prevent abuse.
Entire Agreement: These Terms, the Privacy Policy, and any signed service orders are the entire agreement and supersede prior discussions.
Severability: If any provision is unenforceable, it will be enforced to the maximum extent possible; the remainder stays in effect.
No Waiver: Failure to enforce a provision is not a waiver.
Assignment: You may not assign without our written consent; we may assign in connection with corporate transactions.
Relationship: Independent contractors; no partnership, joint venture, or employment.
Force Majeure: No liability for delays/failures due to events beyond reasonable control.
Notices: Notices must be in writing via email or certified mail to the addresses on file.
Language: English governs; translations are for convenience only.
FromLead (Ash + Lake Inc.)
Millbrook, Ontario, Canada
Email: [email protected]
Website: fromlead.com
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