Review Marketing Service Agreement

Parties

This Agreement is entered into between GR Solutions ("Provider") — including its owners, employees, contractors, agents, representatives, successors, and assigns — and the purchaser of services referred to as the "Client".

Services

Provider agrees to provide the following services:

• Review generation systems
• QR code review materials
• NFC review materials
• Review request automation
• Google Business Profile review monitoring
• Review response automation (if purchased)
• Related software and automation services

Provider reserves the right to modify, improve, replace, or discontinue internal systems and processes used to deliver the services.

Fees

Monthly Service Fee

Billing

All fees shall be automatically charged through Stripe or another approved payment processor. The Client authorizes recurring monthly billing for the duration of this Agreement.

No Refunds

Due to the digital and software-based nature of the services provided:

• All payments are final.
• No refunds shall be issued.
• No partial refunds shall be issued.
• No refunds shall be issued for unused time, unused services, cancellation, dissatisfaction, suspension, or termination.

The Client acknowledges that software and automation services are made available immediately upon activation and therefore are non-refundable.

Cancellation

Client Cancellation

The Client may cancel at any time by providing written notice. Cancellation shall take effect at the end of the current billing cycle. No refunds shall be provided for the remainder of the billing period.

Provider Cancellation

Provider may suspend or terminate services at any time, with or without cause, with or without notice. Provider shall have no obligation to continue providing services to any Client. Where possible, termination shall take effect at the end of the current billing cycle.

Access and Authorization

Client authorizes Provider to access, connect, manage, and interact with any accounts necessary to provide services, including but not limited to:

• Google Business Profile
• Google Accounts
• Email accounts
• CRM systems
• Software platforms
• Review platforms

Client agrees to provide necessary permissions and access. Provider shall not be responsible for delays caused by missing access or permissions.

No Guarantee of Results

Client understands and agrees that Provider does not guarantee:

• Any number of reviews
• Any increase in reviews
• Any increase in revenue
• Any increase in leads
• Any increase in calls
• Any increase in website traffic
• Any increase in rankings
• Any increase in customers
• Any specific business outcome

Past performance does not guarantee future results.

Google Disclaimer

Client acknowledges that Provider is not affiliated with Google. Provider does not control:

• Google algorithms
• Google rankings
• Google Maps placement
• Review removals
• Review filtering
• Review visibility
• Google Business Profile suspensions
• Google policy changes

Provider shall not be liable for any action taken by Google.

Client Responsibilities

Client agrees to:

• Maintain accurate business information
• Comply with all applicable laws
• Comply with Google policies
• Not engage in review fraud
• Not request fake reviews
• Not request incentivized reviews unless legally permitted

Provider reserves the right to terminate services if fraudulent activity is suspected.

Intellectual Property

The Client retains ownership of:

• Business information
• Customer information
• Business branding

Provider retains ownership of:

• Software
• Systems
• Automations
• Workflows
• Templates
• Processes
• Intellectual property
• Internal methodologies

Nothing in this Agreement transfers ownership of Provider intellectual property to the Client.

Confidentiality

Both parties agree to keep confidential information private and not disclose it to third parties except as required by law.

Limitation of Liability

To the maximum extent permitted by law, Provider shall not be liable for:

• Lost profits
• Lost revenue
• Lost business opportunities
• Loss of goodwill
• Loss of reviews
• Lost rankings
• Data loss
• Service interruptions
• Third-party platform failures
• Indirect, consequential, or incidental damages

Provider's maximum liability under this Agreement shall not exceed the amount paid by Client to Provider during the preceding thirty (30) days.

Artificial Intelligence and Third-Party Software

The Client acknowledges that certain services provided by the Provider may utilize artificial intelligence systems, automation tools, and third-party software platforms.

The Client understands that artificial intelligence systems may generate inaccurate, incomplete, misleading, or otherwise incorrect information, recommendations, responses, summaries, or content ("AI Output"). The Provider does not warrant, represent, or guarantee the accuracy, completeness, reliability, legality, suitability, or fitness of any AI Output. All AI-generated content is provided on an "as-is" basis and should be independently reviewed where appropriate.

The Provider shall not be liable for any loss, damage, claim, liability, expense, business interruption, reputational impact, customer complaint, or other consequence arising from or related to:

• AI-generated content or responses;
• Errors, omissions, inaccuracies, or hallucinations produced by artificial intelligence systems;
• Actions taken by the Client or third parties in reliance upon AI-generated content;
• Failures, outages, interruptions, limitations, delays, or errors of third-party software providers;
• Changes made by third-party software providers, platforms, APIs, or services;
• The suspension, restriction, or termination of any third-party software account or service.

The Client acknowledges that portions of the services provided by GR Solutions may depend on software, infrastructure, APIs, artificial intelligence systems, and services owned and operated by third parties over which the Provider has no direct control.

Indemnification

Client agrees to indemnify, defend, and hold harmless GR Solutions, its owners, employees, contractors, agents, and representatives from any claims, damages, liabilities, losses, costs, or expenses arising from:

• Client actions
• Client misuse of services
• Client violations of law
• Client violations of platform policies

including reasonable legal fees.

Force Majeure

Provider shall not be liable for delays or failures caused by events beyond reasonable control, including:

• Internet outages
• Software failures
• Platform outages
• Government actions
• Natural disasters
• Cyber attacks
• Service provider interruptions

Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior discussions, communications, representations, and understandings.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein. Any disputes shall be resolved exclusively within Ontario, Canada.