AGIOdesigns ("Company," "we," "us," or "our") provides GoHighLevel-based website, CRM, and marketing automation platform services, including custom development and ongoing platform management (the "Services"). These Terms and Conditions ("Terms") govern your access to and use of www.AGIOdesigns.com (the "Website") and any Services purchased from us. By purchasing Services, signing a proposal or invoice, or using the Website, you ("Client," "you," or "your") agree to be bound by these Terms. If you do not agree to these Terms, do not use the Website or purchase Services.
1. OVERVIEW OF SERVICES
AGIOdesigns provides two distinct categories of service, and these Terms treat them separately in every respect, including payment, cancellation, and ownership:
Platform Subscription: A recurring monthly fee (currently offered at the Launch, Growth, and Partner tiers) that covers access to the GoHighLevel-based platform, ongoing platform management, hosting, and standard support. Subscription tier determines the scope of ongoing management and support included, but the underlying terms below apply uniformly across all tiers unless a separate signed agreement states otherwise.
Build Services: One-time, project-based work — including but not limited to website design, funnel construction, automation/workflow development, CRM setup, and content creation — scoped and quoted individually for each project. Build fees are never bundled into or substituted for the Platform Subscription, and payment of a Platform Subscription fee does not entitle Client to build work of any kind.
Any specific deliverables, timelines, and pricing for a given engagement will be set out in a proposal, invoice, or statement of work ("Order Form"). In the event of a conflict between an Order Form and these Terms, the Order Form governs solely with respect to the deliverables, timeline, and price it describes; these Terms otherwise continue to apply in full.
2. DEFINITION OF DONE
For each Build Services project, "Definition of Done" means the specific deliverables listed in the applicable Order Form have been completed and delivered in a functional state, as reasonably tested by AGIOdesigns. Definition of Done does not include:
- Ongoing edits, revisions, or feature additions requested after delivery and acceptance;
- Third-party actions outside AGIOdesigns' control (e.g., domain DNS changes, A2P/10DLC carrier registration approval, third-party platform outages);
- Marketing performance outcomes (e.g., lead volume, conversion rates, ad performance);
- Content Client was responsible for supplying but did not provide by the agreed date.
Work requested beyond the Definition of Done for a project will be treated as a new Build Services engagement and quoted separately.
3. FEES, PAYMENT, AND CANCELLATION
Platform Subscription fees are billed monthly in advance and are non-refundable once a billing period has begun. Client may cancel the Platform Subscription at any time, effective at the end of the current billing period, by providing written notice to [email protected]. AGIOdesigns reserves the right to suspend or terminate access to the platform for non-payment.
Build Services fees are due according to the payment schedule in the applicable Order Form (typically a deposit to begin work, with remaining balances due at defined milestones or upon completion). Work will not begin, and will not resume following a pause, until the applicable deposit or milestone payment has been received. Deposits are non-refundable once work has commenced, except where AGIOdesigns fails to deliver the agreed scope.
AGIOdesigns reserves the right to change Platform Subscription pricing with 30 days' written notice. Pricing changes will not apply retroactively to Build Services already quoted under an existing Order Form.
4. CLIENT RESPONSIBILITIES
Client agrees to provide timely access, content, approvals, and information reasonably required for AGIOdesigns to perform the Services. Delays caused by Client's failure to provide these items may extend project timelines without penalty to AGIOdesigns, and do not entitle Client to a refund or fee reduction. Client is solely responsible for the accuracy and legality of any content, data, or third-party integrations it provides, and for its own compliance with applicable laws relating to its use of the platform, including SMS/A2P registration requirements, CAN-SPAM, and TCPA where applicable.
5. OWNERSHIP AND CONTRACTOR MATERIALS
Upon full payment for a Build Services project, Client owns the specific website content, copy, and design elements created uniquely for Client under that engagement, and receives a non-exclusive, non-transferable license to use the deployed platform instance (sub-account) for its own business purposes for as long as the associated Platform Subscription remains active.
AGIOdesigns retains full and exclusive ownership of all underlying frameworks, snapshots, templates, automations, workflows, scripts, and other reusable technical infrastructure developed, refined, or maintained by AGIOdesigns, whether created before, during, or after the engagement with Client ("Contractor Materials"), regardless of whether Contractor Materials were used in or adapted for Client's build. Client's license does not extend to Contractor Materials themselves, and Client may not copy, extract, resell, sublicense, or redistribute Contractor Materials independent of the Services.
Should Client cancel the Platform Subscription, AGIOdesigns will provide a standard export of Client's data and content in a commercially reasonable format upon request within 30 days of cancellation. This export does not include Contractor Materials.
6. TERM AND TERMINATION
These Terms remain in effect for as long as Client uses the Website or maintains an active Platform Subscription or open Build Services engagement. Either party may terminate a Platform Subscription per Section 3. AGIOdesigns may terminate Services immediately upon written notice for Client's material breach of these Terms, including non-payment, misuse of the platform, or unlawful use of the Services.
7. DISCLAIMER OF WARRANTIES
The Services are provided "as is" and "as available." AGIOdesigns makes no warranty, express or implied, regarding uninterrupted or error-free operation of the platform, third-party integrations (including GoHighLevel, payment processors, or carrier SMS networks), or any specific business results, including lead generation, conversion, or revenue outcomes. AGIOdesigns is not responsible for the availability, performance, or policies of third-party platforms the Services rely on or integrate with.
8. LIMITATION OF LIABILITY
To the maximum extent permitted by law, AGIOdesigns' total liability arising out of or related to the Services, whether in contract, tort, or otherwise, shall not exceed the total fees paid by Client to AGIOdesigns in the three (3) months immediately preceding the event giving rise to the claim. In no event shall AGIOdesigns be liable for indirect, incidental, consequential, or punitive damages, including lost profits or lost business opportunities, even if advised of the possibility of such damages.
9. INDEMNIFICATION
Client agrees to indemnify and hold harmless AGIOdesigns from any claims, damages, or expenses (including reasonable attorneys' fees) arising from Client's content, Client's use of the Services in violation of applicable law, or Client's breach of these Terms.
10. GOVERNING LAW AND DISPUTE RESOLUTION
These Terms are governed by the laws of the State of Texas, without regard to conflict of law principles. Any dispute arising under these Terms shall be resolved exclusively in the state or federal courts located in Tarrant County, Texas, and both parties consent to personal jurisdiction and venue there.
11. CHANGES TO THESE TERMS
AGIOdesigns may update these Terms from time to time. Material changes will be communicated to active Platform Subscription clients via email prior to taking effect. Continued use of the Services after changes take effect constitutes acceptance of the updated Terms.
12. CONTACT
For questions regarding these Terms, contact us at [email protected] or 817-918-8432.
