Introduction & Acceptance
This Agreement governs the use of the software, tools, and services provided by SmartFirm ("we", "us", or "our"). By accessing or using our platform, you agree to these terms. If you disagree with any part of these terms, do not use SmartFirm. These terms have been drafted in accordance with Oregon law to protect both your rights as a consumer and our intellectual property interests.

The terms outlined below constitute a legally binding contract between you and SmartFirm. Please review them carefully before using our software products.

License Grant & Scope
We grant you a non-exclusive, non-transferable license to use our software and services under the terms of this Agreement, limited to the period of your subscription or purchase. This license is personal to you and cannot be shared or transferred without our explicit written permission.

This license covers only the specific products and services you have purchased or subscribed to. Any additional features may require separate licensing or additional fees.

Terms of Subscription & Payments
Subscription payments are automatically billed monthly via Stripe, in accordance with your selected subscription tier. By subscribing, you authorize SmartFirm to charge your payment method on a recurring basis.

If your payment method fails three consecutive times, your account will be paused, and access to the platform will be restricted until payment is resolved. Any one-time or setup fees must be paid in full prior to the start of any work or onboarding services.

Failure to make timely payments may also result in suspension or permanent termination of your license.

User Conduct & Legal Compliance
All users agree to comply with all applicable federal, state, and local laws and regulations while using the platform. Prohibited activities include, but are not limited to:

Using the platform to transmit illegal, harmful, threatening, abusive, harassing, defamatory, obscene, or otherwise objectionable content:

Attempting unauthorized access to systems, user accounts, or networks

Engaging in fraudulent activities or deceptive marketing practices

Uploading malware, viruses, or scripts that could disrupt platform functionality

Using the platform to spam, phish, scrape data, or otherwise exploit users or systems

We reserve the right to suspend or terminate accounts engaged in any form of unethical or unlawful behavior. Violations may be reported to the appropriate authorities where applicable.

Data Privacy, Storage & Handling

SmartFirm stores and processes user data in compliance with the Oregon Consumer Privacy Act (OCPA) and industry best practices. Our platform operates in conjunction with GoHighLevel (GHL), and data is managed in accordance with both GHL's data policies and our internal privacy standards.

We do not sell or share user data with third parties. We strictly prohibit the use of our platform for any purpose involving data resale, unauthorized data harvesting, or other behavior that violates consumer privacy—even if technically legal but ethically questionable.

SmartFirm reserves the right to suspend any account found using the platform for data exploitation, unauthorized lead scraping, or non-consensual data collection.

Details of how data is collected, used, and protected are available in our separate Privacy Policy.

Third-Party Integrations & Service Terms

SmartFirm integrates with several third-party services, including but not limited to:

Stripe (for billing and payments)

Meta (Facebook/Instagram) (for ad services)

Google (for email, reviews, analytics, and search visibility)

GoHighLevel (CRM and marketing automation platform)

By using features tied to these services, you also agree to the terms and policies set by each respective provider. SmartFirm is not responsible for any liabilities, outages, or legal issues arising from third-party service use. Users are encouraged to review and understand the service agreements and privacy policies of these platforms.

We make reasonable efforts to ensure our integrations function reliably, but we cannot guarantee continuous uptime or feature availability for any third-party tools.

Intellectual Property
SmartFirm, including its software, content, design, logos, trademarks, and related materials, is protected under intellectual property laws and remains the exclusive property of SmartFirm or its licensors. You are granted no ownership rights, only the usage rights outlined here.

Indemnification Obligations
You agree to indemnify and hold SmartFirm harmless from any claims, damages, or losses resulting from your use of the platform, violation of this Agreement, or infringement of third-party rights. This includes reasonable legal fees incurred in defense.

Termination
We may terminate your license at any time without notice if you breach this Agreement. Upon termination, you must stop using our software and destroy any copies. Your obligations related to confidentiality, intellectual property, and indemnification survive termination.

Amendments to Agreement
We may update this Agreement at any time. Changes become effective upon posting on our website. Continued use constitutes acceptance. We’ll make reasonable efforts to notify users of major updates via email or site notification.

Restrictions on Use
You may not reverse engineer, decompile, or extract the source code. You may not use our platform to build competing products, violate laws, or infringe third-party rights.

Dispute Resolution and Arbitration
All disputes will be resolved via binding arbitration in Oregon under UTCR Chapter 13. The arbitrator must be a licensed Oregon attorney with at least five years of experience. Arbitration will be held in Hood River County unless otherwise agreed.

Individual Claims Requirement
All disputes must be brought individually—not as part of a class action, representative, or collective proceeding.

Waiver of Jury Trial
You waive the right to a jury trial for any disputes related to this Agreement, to the extent permitted by law.

Governing Law and Jurisdiction
This Agreement is governed by the laws of the State of Oregon. Legal actions shall be filed in Lane County Circuit Court.

Force Majeure
Neither party is liable for delays caused by forces beyond their control, including but not limited to natural disasters, pandemics, or internet outages.

Disclaimer of Warranties
The platform is provided “as is.” We disclaim all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement, to the extent permitted by law.

Severability
If any part of this Agreement is found unenforceable, the rest remains in effect.

Confidentiality
Users must protect any proprietary or sensitive business information shared through the platform, including client lists, source code, and marketing materials.

Educational Content Disclaimer
Business and marketing content provided through the platform is for informational purposes only and does not constitute legal, financial, or tax advice. Users should consult a professional for specific guidance.

Refund Policy
All digital product sales are final. No refunds or exchanges are permitted, except where prohibited by law. Oregon consumer protection rights remain intact and are not waived by this policy.

Entire Agreement
This document constitutes the full and complete agreement between the user and SmartFirm.

Company Contact:
Steele Piper LLC
dba SmartFirm
Email: [email protected]