Your Responsibilities

You (and not Gozango) are responsible for all information and materials provided to us by you or on your behalf, including but not limited to all text, images, logos, data, goods and services, key differentiators, hours of operation, authorizations, permissions, and other content (collectively all of these referred to herein as the “Content”) related to your advertising and your use of the Services.  You represent and warrant to us that you have all rights necessary to submit, upload, share, and use all such Content, and you hereby grant to us all rights necessary to submit, upload, share, and use all such Content within your GoPlan(s).  You are responsible for any negative impacts on your advertising campaigns or results, or any third party claims that are caused by or relate to your Content.

Each individual user may only have one account with Gozango. Sharing of login credentials is prohibited. If you establish login credentials for any employees, contractors, service providers, advertising or marketing agencies, or any other persons apart from the individual who first established your account with us, you agree that you will remain responsible for all access, acts, or failures of any such persons.

Account activities within our Services are contained within a “GoPlan.”  Each GoPlan will allow you to target a number of leads to be generated for you by the Services, and to commit to a monthly budget as the Services work to achieve those leads for you.  The actual number of leads achieved for each GoPlan each month may or may not fall within the target range that you select. We do not guarantee a certain number of leads.  We will not refund or credit your account in the event that the number of actual leads in a given month falls below the range, and we will not charge you any additional amounts for leads that are in excess of that range.  What we count as a “lead” may vary depending on the details of your GoPlan(s), but generally speaking will consist of deliberate actions taken in response to your campaign(s), such as a phone call or an online form emailed to you.

Due to geographical advertising restrictions, each business location must have its own GoPlan within the Gozango service. Branch offices, franchise locations, or other geographic locations will need to establish a GoPlan for each physical address. In addition, businesses offering services across multiple industries may need to create a GoPlan for each industry (i.e. a business offering Plumbing, Electrical, and HVAC would need three GoPlans in order to obtain uniquely targeted leads for each industry). A business with a single location and single industry offering is only allowed one GoPlan. In the event that more than one GoPlan is opened with us for the same business location or for the same domain in the same industry, we will suspend services on all such GoPlans until the owner(s) of each such account designates a single account to be used.

You represent and warrant to Gozango that based on your own knowledge and belief, or based on your own reasonable inquiry and reliance for any Content provided by others, as the case may be, all Content is accurate, complete, is used only with the necessary rights and permissions, and is not in violation of any party’s rights, or in violation of any law or regulation.  You further represent and warrant that all Content complies with the requirements of all advertising platforms, including Google, Meta (Facebook/Instagram), Microsoft, and any others that may be included in our Services for you (collectively “Platforms”).  To the extent that any Platform or other person or entity alleges otherwise with respect to any Content, Gozango reserves the right to alter, suspend, or end any related campaign or service.

You hereby authorize Gozango to access, manage, and operate advertising campaigns via the Services and the Platforms on your behalf, and to take all such actions as may be reasonably necessary for these purposes during the term of our service relationship with you. To the extent that it is necessary or helpful for Gozango to do so in order to provide the Services, you authorize Gozango to establish Platform accounts or sub-accounts on your behalf. As part of the Services, you agree that we may establish and maintain accounts in your name with the Platforms, and you hereby give us all necessary permissions and rights that may be or may become necessary for us to do so.  You further agree that we will own and control all such accounts for purposes of delivering the Services to you.  Following termination of the Services, we will close any and all such accounts that we have opened on your behalf, following 45 days of inactivity from you.  Cancellation or termination of your account with us, at any time and for any reason, will result in the loss of your access to all data, recordings, history, actions, and transactions created by or related to our work together.

Platforms may provide incentives to Gozango on the basis of volume of spending, customer satisfaction, or other factors. Gozango is under no obligation to disclose these incentives to you, or to respond to any request for any related information. In no event shall any Platform incentive, discount, or credit to Gozango impact your financial terms or relationship with the Platform(s) or decrease the amount due from you to Gozango for the Services.

You further represent and warrant to Gozango, its suppliers, its licensing partners, and the Platforms, that at all times you will comply with all applicable laws, and that your advertisements will not promote or constitute illegal activity or fraudulent business practices according to the laws or regulations of any jurisdiction in which the advertisements are displayed.

License Grant & Restrictions

The Site, all software, domains for landing pages, and all technology used by Gozango to perform the Services is owned or licensed by Gozango. Other than a limited and non-exclusive license to use the Services in accordance with these terms, no other license or grant of rights is given by Gozango. Your right to access the Services and/or any related reporting, data, or other features shall terminate upon termination of our service relationship with you.

You grant Gozango a license to use the Content and advertisements solely to provide the Services. You do not grant Gozango any further license or any ownership rights with respect to any Content.  Gozango does not make any claim to ownership of data, Content, or material that you submit to Gozango during the course of your use of the Services.  Data concerning your specific use of the Services will not be visible to unrelated users of our Services, except that Gozango reserves the right to aggregate and anonymize data across users of its Services and may make such aggregated and anonymized data available to others, including you, for purposes of reporting, tracking, process improvement, Gozango’s own marketing uses, and the identification of trends and best practices.

Apart from your Content, the Gozango website, software, and the technology embodied in the Services is our proprietary property and all images, written content, recordings, downloadable resources, source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics, as well as the trademarks, service marks, and logos contained therein (the “Marks”) (all together the “Gozango IP”) are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the United States, international copyright laws, and international conventions. The Gozango IP is provided “AS IS” for your information and use only. No part of our site and no Gozango IP may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, used to create any derivative works, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

We reserve all rights not expressly granted to you in and to our site, the Gozango IP, and the Service.

No Other Google Ads Accounts, Non-Party Acts or Changes

During our service relationship, you may use Platforms, advertising networks, and other software or services related to digital advertising, apart from Google Ads.  Multiple Google Ads accounts serving the same domain is a violation of the Google Ads policy and will cause all ads to be suspended.  By entering into this service agreement with Gozango, you warrant and represent that you and your organization do not have an active Google Ads account and will not open, activate, or re-activate any Google Ads account during the term of your service relationship with Gozango.  We will ask but will not require that you link your Google Business account to the Services, as it is helpful to us and to you in setting up and executing your GoPlans.

Gozango has no control over or responsibility for any such relationships or the services provided, and Gozango will not be able to assist you with any such accounts, relationships, or services. In no event shall Gozango or its licensors be responsible for any services, products, content, or data provided by any third party. Gozango relies on access to certain Platform and third-party data sources to provide the Services. To the extent that a change to any relevant data source or application programming interface (“API”) limits or prevents the provision by Gozango of any aspect of the Services, Gozango will provide notice to you, but may not be able to restore the affected functionality to you.

The Services will be subject to limitations, lags, lapses, and other problems caused by the use of electronic communications, the internet, third party infrastructure, and ad networks. Gozango cannot control and is not responsible for any such problems.

Our Fees

Gozango charges for its Services and software offerings. Our charges and fees are communicated and will be collected in U.S. dollars. You will be able to establish and adjust your account budget with us, according to required minimum amounts and your advertising goals and/or budgets. Gozango will charge the monthly budget and any relevant licensing fees in advance, five (5) days prior to the beginning of each service month, on a non-refundable basis, using the payment method placed on file by you. Once your account settings and budgets are established for the beginning of each calendar month, they will not be adjustable during that calendar month. Your account will automatically renew every month until you deactivate it via a link accessible from your profile when you are signed in to your account.  You may pause your GoPlan for a stated period of time. Paused plans will incur a license fee in order to maintain your data. Once paid, amounts will not ordinarily be subject to refund, pro rata for partial months, or otherwise. Our fees include applicable taxes or duties, for which you are responsible. 

As part of maintaining your campaign, Gozango will establish landing pages, phone numbers, and store data relating to branding, recording, and leads. The cost of these items is included in a monthly fee that is charged in addition to your ad campaign budget dollars. We reserve the right to waive or modify this fee. 

You represent and warrant to us that all payment and account information provided by you is accurate, current, and complete, and that you will update this information quickly enough to avoid any interruption in payment or Services. Your provision of false information or failure to update payment and account information on a timely basis will be a material breach of these terms. Any payment processed by or on behalf of Gozango that you believe to be in error and which is not disputed by you in writing within 30 days shall not be available for any adjustment, refund, credit, payment card dispute, or other claim or offset.

All pricing terms and amounts paid to Gozango are the Confidential Information of Gozango under these terms (see below regarding Confidential Information).

Non-Payment and Suspension

You agree that Gozango may charge all fees due to Gozango to your designated method of payment. Gozango reserves the right to suspend the Services if your payment fails and is not resolved prior to the next month’s start. If you fail to resolve your payment issue, your plan will be deactivated prior to the first day of the next month. Unless and until all payment delays, failures, or claims are resolved, no ad campaigns under any GoPlan on your account will run for that month or any subsequent month and all of your data will be erased after 45 days of inactivity. Any breach of your payment or other obligations will be deemed a material breach of these terms. Late payments are subject to interest of 1.5% per month on the outstanding balance, plus all expenses of collection. You will continue to be charged for the Services during any period of suspension. If Gozango terminates the Services, you will also be obligated to pay the balance due on your account.

Term and Termination

Your access to and use of the Services will continue for the duration of your paid period of use.  Gozango may terminate this agreement and its service relationship with you immediately upon any breach of these terms, or otherwise upon 30 days notice. The following sections shall survive any expiration or termination of this Agreement: 7, 8, 9, 10, and 12.

You may pause the Services, using a link accessible from your profile when you are signed in to your account. You may choose a time period for pausing your account, and our services will not be actively generating additional leads during your pause period. During this period, you will still be responsible for the monthly license fee to continue call forwarding and store your data, landing pages, and historical information. GoPlan Services and budget payments will resume at the end of your chosen pause period.

You may terminate this agreement and cancel the Services via a “Deactivate” link accessible from your profile when you are signed in to your account. A cancellation request will effectively terminate the Services as of the end of the monthly period for which you have paid, and will cease any further payment obligation. No cancellation request will entitle you to any return of any funds paid or pending processing with our payment processor.  We make no commitment and do not plan to store any of your data beyond your termination of the Services. Therefore, future campaigns will begin new with all required inputs required to be completed again. We make no commitment to store your account history including history of GoPlans, leads received, call history, or any data associated with your account will continue beyond your termination of the Services. 

In order to provide you with the Services, you consent on behalf of yourself, your organization, and related personnel and contractors, to have all calls and communications recorded, transcribed, and stored.  This will be used by us to identify the percentage of your calls that are answered, and to track the outcome of leads, and identify potential inefficiencies and areas for improvement.

Disclaimer of Warranties

GOZANGO DOES NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SERVICES WILL BE SECURE, TIMELY, UNINTERRUPTED, COMPLETE, ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER SOFTWARE, HARDWARE, SYSTEM, SERVICE, OR DATA, (B) THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, OR (C) THE PRODUCTS, SERVICES, INFORMATION, LEADS, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. THE SERVICES ARE PROVIDED TO YOU “AS IS”. ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BY GOZANGO AND ITS LICENSORS.

Limitation of Liability

IN NO EVENT SHALL AGGREGATE LIABILITY FOR EITHER PARTY EXCEED AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM YOU TO GOZANGO IN THE SIX (6) MONTH PERIOD PRECEDING SUCH CLAIM. IN NO EVENT SHALL EITHER PARTY AND/OR ITS LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL, OR OTHER DAMAGES OF ANY KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, BUSINESS INTERRUPTION, DATA BREACH, OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

GOZANGO SHALL NOT BE LIABLE FOR ANY CHANGES TO, INTERCEPTION OF, OR LOSS OF CUSTOMER DATA WHILE IN TRANSIT OR IN THE EVENT OF THIRD PARTY ACTIONS, BREACHES, OR FAILURES.

Our Privacy & Security Policies

You agree to our Privacy Policy that is found on our website (“Site”), which we may modify from time to time. Non-public business, financial, personnel, marketing, and strategy information will be shared between you and us, and both you and we agree to treat such information as confidential (“Confidential Information”), subject to these terms and limitations.

Neither you nor we will disclose or use Confidential Information of the other except as permitted in our Privacy Policy. Permitted disclosure and use for that purpose includes disclosure and use to our employees or contractors who have a need to know such information in connection with the delivery of the Services. Both you and we will notify our employees and contractors of the confidentiality obligations under these terms.

Confidential Information will not include information that (a) is or becomes, through no fault of the receiving party, part of the public domain, (b) was already known to the receiving party before its disclosure by the other party, (c) is independently developed by the receiving party, or (d) is learned by the receiving party from a source that has no obligation of confidentiality to the providing party.

Gozango may disclose Confidential Information or information about your campaigns to applicable authorities in response to government or law enforcement requests or requirements. In such an event, Gozango will use its best efforts to provide you with reasonable notice under the circumstances so that you may have an opportunity to seek a protective order or equivalent.

Notice

Either party may give notice to the other by means of either email or by written communication sent by UPS, FedEx, or first class postage prepaid mail. Any such notice shall be deemed to have been given upon the expiration of 72 hours after mailing or posting (if sent by paper copy) or one business day after sending (if by email).  Notices to you may be sent to the email or physical address you provide in your account information. Notices to Gozango by email shall be addressed to [email protected] and by physical letter shall be to the office address listed in the Contact Us area of our website, and addressed to the attention of: Notices.

Assignment; Change in Control

This Agreement may be assigned by either party only to a parent or subsidiary, or in connection with a sale of a controlling interest in its business or substantially all assets of its business. Any purported assignment in violation of this section shall be void. In the event of any actual or proposed change in control, transfer, or assignment to any person or entity deemed by Gozango to be its competitor, Gozango may terminate this Agreement immediately upon written notice, for which email will suffice.

You are the owner of your GoPlan lead data generated by your use of the Services.  You may therefore sell or transfer such information to any party at any time.  Your right of access to the Services and/or any related reporting, recordings, data, or other features ends when your paid service relationship with Gozango ends.

General

This Agreement shall be governed by the law of the Commonwealth of Virginia, without regard to the conflicts of law provisions of any jurisdiction.  Any disputes, actions, or claims arising out of this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in Richmond, Virginia. No text or information set forth on any purchase order, form, or document provided by you will affect our agreement or alter these terms. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, all other provisions will remain in force. 

No joint venture, partnership, employment, or agency relationship exists between you and Gozango as a result of these terms or your use of the Services. The failure of either party to enforce any right or provision in these terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by the parties in writing. These terms comprise the entire agreement between you and Gozango and supersedes all prior or contemporaneous negotiations, proposals, discussions or agreements, whether written or oral, between the parties regarding the service relationship and the matters addressed in these terms. In the event that any person with access to the Services in your account with us is a contractor and not a direct employee, you agree that you shall require such contractors to comply fully with these terms, and that you shall be fully responsible for any failure to do so, and that you shall be liable for and shall defend, indemnify, and hold harmless Gozango with respect to any breach of these terms or violations of any laws or regulations by any contractor.

Gozango is a service provider to you, our paying customer.  We will not have any obligation to any of your customers or other individuals or business entities.