Acceptance of Terms

1.     These Terms and Conditions (the "Terms") govern access to and use of the Momentum Growth Suite platform offered through grow.momentumeq.com (the "Platform"), which is made available by Momentum EQ Inc. ("Momentum"). By creating an account, accessing, or using the Platform, the user (the "User") acknowledges that they have read, understand, and agree to be legally bound by these Terms, the User Agreement, and the Privacy Policy (collectively, the "Governing Agreements").

2.     If the User does not agree to the Governing Agreements, the User must not access or use the Platform.

Nature of the Platform

3.     Technology Platform Only. The Platform is provided solely as a technology tool for business use. Momentum does not provide coaching services, marketing services, legal advice, compliance advice, or business consulting services.

4.     White Label and Brokered Software. The User acknowledges that the Platform, in whole or in part, may comprise a white-labeled and customized implementation of third-party software including without limitation, software provided by HighLevel, Inc., and other third-party services (collectively, "Third Party Services"). Momentum does not own or control the underlying core software. Momentum is not responsible for the availability, functionality, security, or legality of Third Party Services. The User’s use of Third Party Providers is governed by the applicable third-party terms. Momentum disclaims all liability arising from Third Party Providers.

5.     No Agency or Partnership. Nothing in these Terms creates any partnership, joint venture, agency, fiduciary, or employment relationship between Momentum and the User.

Account Eligibility and Responsibility

6.     The User must be at least eighteen (18) years of age and have the legal capacity to enter into a binding contract.

7.     The User is responsible for all activity conducted through their account and any sub-accounts, whether authorized or unauthorized.

8.     The User shall maintain the confidentiality of all login credentials and implement reasonable security measures, including enabling multi-factor authentication where available.

Acceptable Use

9.     The User shall not use the Platform for any unlawful purpose or in violation of applicable laws, including marketing, privacy, anti-spam, consumer protection, and telecommunications laws.

10. The User shall not:

a.     reverse engineer, decompile, or attempt to extract source code;

b.     misrepresent the Platform or Momentum;

c.     provide access to competitors of the underlying platform providers;

d.     transmit malware or malicious code; or

e.     engage in deceptive, misleading, or unethical practices.

11. The User shall ensure that end users and clients are bound by terms and privacy policies that are no less protective than these Terms. 

Communications and Compliance

12. All communications sent using the Platform are initiated and controlled solely by the User. The User is deemed the sender, marketer, advertiser, or telemarketer for all legal purposes.  

13. The User represents and warrants that all required consents have been obtained prior to contacting any recipient.

14. Any compliance-related features made available through the Platform are provided for convenience only and do not constitute legal advice or guarantee compliance.

15. The User acknowledges and agrees that use of the Platform is at the User’s sole risk, and that Momentum shall have no liability whatsoever arising from or relating to the User’s communications, content, targeting, consent practices, or compliance with Applicable Laws.

16. The User acknowledges and understands that Momentum does not review, approve, monitor, or control communications sent through the Platform.

Fees and Billing

17. Access to the Platform may be subject to subscription fees, usage-based charges, or other fees as disclosed at the time of purchase.

18. All fees are non-refundable unless required by law. Subscriptions renew automatically unless cancelled in accordance with applicable procedures.

19. Failure to pay may result in suspension or termination of access.

Intellectual Property

20. All right, title, and interest in and to all intellectual property in the Platform is and shall remain owned by Momentum or its licensors, as applicable.

21. The User retains ownership of User Data, subject to a limited license permitting Momentum to operate and maintain the Platform.

Suspension and Termination

22. At any time and without notice, Momentum may suspend or terminate the User’s access to the Platform if the User breaches the Terms or if continued access poses legal, technical, or reputational risk.

23. Upon termination, all licenses granted under this Agreement immediately cease.

Disclaimers

24. The User understands and accepts that the Platform is provided “as is” and “as available”, without warranties of any kind, whether express, implied, or statutory. Use of the Platform is at the User’s sole risk.

25. Momentum does not guarantee uninterrupted or error-free operation, and EXPRESSLY DISCLAIMS all warranties, including warranties of merchantability, fitness for a particular purpose, accuracy, reliability, availability, and non-infringement.

Limitation of Liability

26. To the maximum extent permitted by law, Momentum shall not be liable for indirect, incidental, consequential, or punitive damages.

Indemnification

27. The User agrees to indemnify, defend, and hold harmless Momentum and its directors, officers, employees, and contractors from any claims, damages, losses, liabilities, costs, and expenses arising out of:

a.     the User’s use of the Platform;

b.     violation of applicable laws;

c.     content or communications sent through the Platform; or

d.     the User’s relationship with customers or end users.

Governing Law and Jurisdiction

28. These Terms are governed by the laws of the Province of Alberta, without regard to conflict of law principles.