Terms of Service

1) Acceptance of Terms

• By proceeding with any action described above, Client acknowledges and agrees to these Terms. If you do not agree, do not use the Services.

2) Service Descriptions & Scope

Layla AI Voice Assistant:

• Setup: A one-time, non-refundable setup fee (USD $499) covers the initial configuration and customization of the Layla AI assistant according to the chosen package. This fee is non-refundable once work has commenced.
• Subscription: Monthly fees cover access to the Layla platform, allocated AI call credits (minutes), and ongoing maintenance as defined by the chosen package.
• Packages & Included Hours:
  • Starter: Proactive monitoring for Layla’s core functionality; basic support. Additional support, custom script modifications, integration adjustments, or extensive troubleshooting beyond standard operational issues are billed at $95 per hour.
  • Pro: Includes up to 4 hours of dedicated management per month. Additional hours billed at $95 per hour.
  • Scale: Includes up to 8 hours of dedicated management per month. Additional hours billed at $95 per hour.
• Minute/Usage Rollover: Unused AI call credits (minutes) do not roll over to the next month.
• Maintenance Responsibility: We are responsible for the core functionality of Layla. We are not responsible for failures or performance issues caused by external factors, including but not limited to outages or changes in third-party services (e.g., OpenAI, Twilio, your CRM provider), changes to your business's internal phone systems, network configuration, or IT infrastructure, or client-initiated modifications to integrated systems.

Advertising Management (Your Customers Are Online):

• Service: Digital marketing and advertising management services for home service businesses (e.g., HVAC, plumbing, electrical, roofing, landscaping, pest control, cleaning). Services include strategy development, ad campaign setup, ongoing optimization, and performance reporting.
• First Month Management: The first month of management services is complimentary, as detailed in the applicable Order Form or Service Agreement.
• Ad Spend: Client is responsible for all direct platform ad spend (minimum $500 per month, paid directly to advertising platforms), regardless of management fees.
• Packages & Fees: Advertising management fees, specific campaign scopes, and inclusions are defined in the applicable Order Form. Any tasks or campaign-building activities beyond the agreed-upon scope will be billed at $95 per hour.
• Ongoing Optimization: Includes continuous campaign optimization, audience and creative analysis, and regular performance reporting.
• Limitations: We do not guarantee specific lead volumes, conversion rates, revenue, or any other business outcomes. Results depend on various factors, including market conditions, client-provided inputs, offer competitiveness, and platform algorithms.

Content Engine (Personalized Automated Content Engine):

• Service: A personalized automated content engine built around your brand voice and offers, including initial setup, calibration, and ongoing optimization.
• Setup: A one-time setup fee (as defined in the applicable Order Form) for the initial configuration of the content engine.
• Monthly Service: Ongoing maintenance, optimization, and support per the terms outlined in the applicable Order Form.
• Key Features: Custom content engine setup, brand voice and messaging calibration, platform-specific content rules and repurposing logic, automated generation workflows from a single topic to multiple channels, scheduling and publishing pipeline, quality controls (tone, formatting, guardrails), initial testing and onboarding, and ongoing optimization.
• Additional Work: Content strategy changes, development of new workflows, or integrations with new platforms beyond the agreed-upon scope will be billed at $95 per hour.

3) Payments, Cancellations, and Refunds

• Payment Terms: All monthly subscription fees are due in advance at the beginning of each billing cycle. The setup fee for Layla services is due prior to service commencement. Fees for Advertising Management and Content Engine services are as defined in the applicable Order Form.
• Late Payments: Payments not received within seven (7) days of the due date may result in temporary suspension of Services.
• Cancellations: Clients may cancel their monthly subscription for Layla at any time. Cancellation will take effect at the end of the current paid billing cycle. No prorated refunds will be issued for partial months. For Advertising Management and Content Engine, cancellation terms are as specified in the applicable Order Form.
• Refunds: All payments made for setup fees and subscription/service fees are final. In the exceptional case a refund is issued at our sole discretion, Stripe’s standard processing fees may be deducted from the refund amount.
• No-Shows (Demos/Onboarding): Failure to attend a scheduled demo or onboarding session without providing at least 24 hours’ prior notice may incur a $50 rescheduling fee.
• Order Forms: For Advertising Management and Content Engine services, specific pricing, setup fees, scopes, and payment schedules are detailed in the applicable Order Form or Service Agreement. In the absence of a specific Order Form, the terms outlined in this TOS will apply.

4) Limitation of Liability & No Guarantees

• No Performance Guarantees: Layla AI, Advertising Management, and Content Engine services are provided “as is” and “as available.” We do not guarantee any specific business outcomes, lead generation volume, conversion rates, revenue, or other financial results. Client acknowledges that business success depends on numerous factors outside of our control, including market conditions, competition, and client-provided inputs.
• Operational Uptime & Service Disruptions: While we strive for continuous service availability, we are not liable for missed calls, service interruptions, or performance issues due to technical outages, system maintenance, or issues originating from third-party service providers (e.g., AI platform providers, telecommunication carriers, advertising platforms, social media networks), or Client’s own IT infrastructure.
• Liability Cap: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL AGGREGATE LIABILITY TO CLIENT FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES PROVIDED HEREUNDER, WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CLIENT TO US FOR THE SERVICES IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
• Exclusion of Indirect Damages: IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST REVENUE, LOST BUSINESS OPPORTUNITIES, OR LOSS OF DATA ARISING FROM THE USE OR INABILITY TO USE THE SERVICES.

5) Data Privacy & Client Responsibilities

• Data Usage: Client information, lead data, call details, and campaign performance data are used solely for the provision, operation, and improvement of the Services. We do not sell or market Client data to third parties. For details, please see our Privacy Policy.
• Client Data Management: We are not responsible for any data loss, corruption, or inaccuracies that occur within the Client's own systems, networks, or third-party integrated applications (e.g., CRM, Google Sheets, advertising platforms). It is the Client's sole responsibility to implement and maintain their own data backup and security procedures.
• Compliance: Client is responsible for ensuring compliance with all applicable laws and regulations regarding telemarketing, call recording, privacy, and data handling in their specific jurisdiction, including those of the State of California.

6) Intellectual Property

• Client retains ownership of their business data and proprietary information.
• We retain all ownership rights to the Layla AI platform, its underlying technology, our proprietary methodologies, and any custom code or configurations developed for the Client. A limited license is granted to the Client during the term of their subscription to use the Layla platform and any provided customizations for the Client’s own business purposes. This includes intellectual property developed for Advertising Management and Content Engine services, provided to the Client under the terms of the Order Form.

7) Termination

• We reserve the right to suspend or terminate Client’s access to the Services immediately, without prior notice or liability, for any reason whatsoever, including but not limited to if Client breaches these Terms, fails to make payments, or if their use of the Services violates applicable laws or our acceptable use policies. Upon termination, Client’s license to use the Services ends, and access to ongoing service is discontinued, subject to any data retention policies described in our Privacy Policy.

8) Governing Law; Disputes

• Governing Law: These Terms and any disputes arising out of or related to them or the Services shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles.
• Jurisdiction and Venue: Any legal action or proceeding arising out of or related to these Terms or the Services will be brought exclusively in the state or federal courts located within California. The parties hereby consent to the personal jurisdiction and venue of such courts and waive any objections to venue based on improper venue or forum non conveniens.
• Equitable Relief: Notwithstanding the foregoing, nothing in these Terms shall prevent us from seeking urgent equitable relief in any court of competent jurisdiction.

9) Privacy Policy

• Our Privacy Policy is incorporated by reference into these Terms. It explains how we collect, use, and protect Client data. You can find our Privacy Policy here: Privacy Policy.

10) Contact Information

• For support, billing inquiries, or service questions, please contact:
• Email: sharon@myllmmedia.com
• Website: https://sharonjerman.com

11) Modifications to the Terms

• We may update these Terms from time to time. We will post the updated Terms on our website and, where appropriate, provide notice of significant changes. Your continued use of the Services after such changes constitutes your consent to the updated Terms. It is your responsibility to review these Terms periodically for updates.

12) Entire Agreement

• These Terms, together with any applicable Service Level Agreements, Order Forms, and our Privacy Policy, constitute the entire agreement between Client and Us regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to the Services.

13) Contact & Privacy

Questions? sharon@myllmmedia.com | Privacy Policy