Terms of Service

These Terms of Service ("Terms") govern your access to and use of the services provided by Sales Agent LLC, doing business as LeadScout360 ("we," "us," or "our"), including our website at leadscout360.com and related applications (collectively, the "Services").

By creating an account, clicking to accept these Terms, connecting an outreach channel, or otherwise using the Services, you agree to these Terms and our Privacy Policy. If you do not agree, do not use the Services.

1. Eligibility and authority

You must be at least 18 years old and use the Services only for a legitimate business purpose. If you use the Services on behalf of a company or other entity, you represent that you have authority to bind that entity to these Terms, and "you" includes that entity. You represent that all account and business information you provide is accurate and kept up to date.

2. What the Services are (and are not)

The Services are a multi-tenant outreach tool that helps you upload lead data and send outbound communications (including email and, when enabled, SMS/text messaging and other channels) through third-party providers you connect or we provision for you.

You are the sender of record for outreach you initiate. We provide software and routing/infrastructure; we do not create your lead lists, write your pitch as your legal content owner, or obtain consent from recipients on your behalf unless we expressly agree in writing.

The Services do not include legal advice. Compliance obligations remain yours.

3. Account and security

• You are responsible for safeguarding login credentials and for all activity under your account.
• Notify us promptly of any unauthorized access or security incident involving your account.
• We may suspend or terminate accounts that appear compromised, abusive, or non-compliant.

4. Your content and lead data

You retain ownership of leads, lists, templates, audio, and other content you upload ("Customer Content"). You grant us a limited license to host, process, transmit, and display Customer Content solely to operate the Services, including delivery through third-party providers (for example email APIs, SMS carriers/CPaaS, hosting, and analytics).

You represent and warrant that you have all rights needed to upload and use Customer Content in the Services, and that doing so does not violate any law or third-party right.

5. Outreach compliance — your sole responsibility

You are solely responsible for compliance with all laws and carrier/industry rules that apply to your outreach, including without limitation:

• CAN-SPAM Act and similar commercial email rules
• Telephone Consumer Protection Act (TCPA) and FCC/state telemarketing and texting rules
• State Do-Not-Call / mini-TCPA and privacy laws (including where applicable CCPA/CPRA and similar)
• CTIA Messaging Principles, carrier A2P requirements, 10DLC / toll-free verification rules, and provider acceptable-use policies

5.1 Consent

Before contacting any person through the Services, you must have obtained all legally required consent for that channel and use case (including prior express written consent where required for marketing texts, autodialed/prerecorded calls, or ringless voicemail). Uploading a phone number or email address into the Services does not create consent.

5.2 Identity, content, and disclosures

You must ensure messages accurately identify your business, are not deceptive, include required disclosures (including physical postal address and unsubscribe mechanisms for commercial email), and honor opt-out requests promptly across channels.

5.3 Suppression and opt-outs

You must honor unsubscribe, STOP, and other opt-out requests. Where the Services provide suppression tools, you must use them in good faith. You remain responsible for maintaining your own suppression records and for not re-contacting opted-out persons.

5.4 Prohibited outreach

You agree not to use the Services to:

• Send spam or contact people who have not consented as required by law
• Buy, rent, scrape, or use lists you know (or reasonably should know) lack required consent
• Send unlawful, harassing, deceptive, defamatory, or abusive content
• Evade carrier filters, registration requirements, or opt-out mechanisms
• Misrepresent your identity, business, offer, or relationship to the recipient
• Violate any third-party provider terms (including Google, Nylas, Twilio, Telnyx, or similar)

6. Email channel

When you connect an email inbox (for example Gmail via our email connectivity provider), messages are sent from your connected mailbox subject to that provider's and Google's terms, quotas, and policies. You authorize us to send mail on your behalf using the connection you authorize. You must maintain a valid physical postal address for commercial email footers and must not remove required unsubscribe links generated by the Services.

7. SMS / text messaging channel

When SMS is enabled for your account, you may send texts using numbers and messaging infrastructure provisioned through our SMS providers. You acknowledge that:

• US/Canada business texting typically requires carrier registration (including toll-free verification and/or A2P 10DLC). Approval is not instant and may be denied or revoked.
• You must provide accurate business identity information for registration and keep it current. Misrepresentation may result in suspension without refund.
• Throughput, deliverability, and filtering are controlled by carriers and providers, not guaranteed by us.
• You must support STOP/HELP (or equivalent) workflows and cease texting opted-out numbers.
• Message content must match the use case registered with carriers. Sending content outside the approved use case risks filtering, suspension, or legal liability.

8. Attestations and audits

When the Services ask you to confirm consent, registration details, or other compliance facts, your confirmation is a binding representation. We may request documentation of consent, opt-in flows, or policies. Failure to provide reasonable documentation may result in suspension. We may monitor aggregate sending patterns for abuse and cooperate with providers or regulators as required by law or contract.

9. Third-party services

The Services depend on third parties (authentication, hosting, email, SMS, analytics, and similar). Their outages, policy changes, filtering, and account actions are outside our control. Your use of connected third-party accounts remains subject to those parties' terms.

10. Fees

Fees, usage charges (including carrier and messaging fees passed through), and billing terms will be disclosed at purchase or in an order form. Unpaid amounts may result in suspension. Messaging and registration fees charged by carriers or CPaaS providers may apply even when messages fail or are filtered.

11. Suspension and termination

We may suspend or terminate access immediately if we reasonably believe you violated these Terms, create legal or carrier risk, fail verification, or threaten platform integrity. You may stop using the Services at any time. Provisions that by nature should survive (including Sections 4–5, 8, and 12–15) survive termination.

12. Disclaimer of warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT MESSAGES WILL BE DELIVERED, THAT REGISTRATION WILL BE APPROVED, OR THAT USE OF THE SERVICES WILL PRODUCE ANY PARTICULAR BUSINESS RESULT OR COMPLY WITH LAW AS USED BY YOU.

13. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SALES AGENT LLC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING FROM YOUR USE OF THE SERVICES OR ANY OUTREACH YOU SEND.

OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID US FOR THE SERVICES IN THE TWELVE (12) MONTHS BEFORE THE CLAIM OR (B) ONE HUNDRED US DOLLARS (US $100).

These limits apply even if a remedy fails of its essential purpose, and even if we were advised of the possibility of damages.

14. Indemnification

You will defend, indemnify, and hold harmless Sales Agent LLC and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your Customer Content; (b) your outreach (email, SMS, voicemail, or otherwise); (c) alleged failure to obtain consent or honor opt-outs; (d) your violation of law or these Terms; (e) disputes with your recipients or leads; or (f) your use of third-party services through the platform.

15. Governing law and disputes

These Terms are governed by the laws of the State of Minnesota, excluding conflict-of-law rules. Exclusive venue for disputes lies in state or federal courts located in Minnesota, and you consent to personal jurisdiction there, except where prohibited by law.

16. Changes

We may update these Terms by posting a revised version with a new effective date. Continued use after changes become effective constitutes acceptance. Material changes may also be communicated by email or in-product notice.

17. Contact

Questions about these Terms may be directed to: