Terms of Service

1. Agreement to These Terms

These Terms of Service ("Terms") are a binding agreement between you and Here to Scale, Inc. ("Here to Scale," "we," "us," or "our") governing your access to and use of our website at heretoscale.com, our free online marketing "Report Card," our client portal, and the services we provide (together, the "Services").

By accessing or using the Services, creating an account, requesting a Report Card, or signing an engagement with us, you agree to these Terms and to our Privacy Policy. If you do not agree, do not use the Services.

2. Eligibility & Authority

You must be at least 18 years old to use the Services. If you use the Services on behalf of a business or other organization, you represent that you are authorized to bind that organization to these Terms, and "you" refers to both you and that organization.

3. The Services

• Report Card: a free, automated evaluation of a business's public online presence that returns grades, observations, and recommendations.
• Engagements: paid marketing and growth services, delivered as project work and/or ongoing monthly retainers, scoped in a written proposal and plan.
• Client Portal: a secure area where you can review your plan, sign your engagement agreement electronically, make payments, and track your project.

We may add, change, suspend, or discontinue features of the Services at any time. Free tools are provided on an as-available basis.

4. The Report Card — Important Notice

The Report Card is generated automatically, including by artificial-intelligence models, using publicly available information and the details you submit. It is provided for general informational purposes only and on an "as is" basis.

Grades, scores, projections, and recommendations are estimates that may be incomplete or inaccurate, are not professional advice, and are not a guarantee of any result, ranking, revenue, audience growth, or other outcome. You are responsible for any decisions you make based on a Report Card.

You represent and warrant that any website, profile, or handle you submit for evaluation is publicly available and that you own it or are otherwise authorized to request its analysis.

5. Accounts & Security

Some features require an account or a magic-link sign-in. You are responsible for the accuracy of the information you provide and for all activity that occurs under your account. Keep your sign-in links and credentials confidential, and notify us promptly at legal@heretoscale.com of any unauthorized use.

6. Engagements & the Services Agreement

Paid engagements are governed by a separate Services Agreement that you review and sign electronically in the portal, together with the accompanying plan and scope. These Terms apply to your use of the Services generally; the signed Services Agreement governs the specific engagement. If there is a conflict between these Terms and a signed Services Agreement, the Services Agreement controls for that engagement.

You agree that signing electronically — by drawing a signature, typing your legal name, and selecting a date in the portal — has the same legal effect as a handwritten signature.

7. Fees, Billing & Renewals

• Charges due at signing: unless your proposal states otherwise, the one-time setup fee and the first month of any monthly retainer are charged when you complete payment to start your engagement.
• Recurring billing: the monthly retainer then renews and bills automatically each month, in advance, until the engagement is terminated. By providing a payment method, you authorize us and our payment processor (Stripe) to charge it on a recurring basis.
• Taxes: fees are exclusive of applicable taxes, which are your responsibility.
• Failed or late payments: we may pause active work and may suspend access until your account is current.
• Refunds: except as required by law or expressly stated in your Services Agreement, fees are non-refundable, and the one-time setup fee is non-refundable once work has begun.
• Cancellation: monthly engagements may be cancelled on 30 days' written notice (email is sufficient); you remain responsible for fees for work performed and the then-current retainer period.

Payment processing is provided by Stripe and is subject to Stripe's own terms. We are not responsible for errors or outages of the payment processor.

8. Acceptable Use

You agree not to:

• Use the Services in violation of any law or third-party right;
• Submit information about a person or business without authorization, or submit content that is infringing, defamatory, or unlawful;
• Attempt to access accounts, data, or systems you are not authorized to access, or probe, scan, or test the vulnerability of the Services;
• Scrape, crawl, harvest, reverse-engineer, or copy the Services or their underlying technology except as expressly permitted;
• Introduce malware, interfere with or disrupt the Services, or impose an unreasonable load on our infrastructure; or
• Misuse the free Report Card, including by automated or excessive requests.

9. Your Content & Inputs

You retain ownership of the content, assets, and information you provide ("Client Inputs"). You grant Here to Scale a non-exclusive, worldwide, royalty-free license to use, host, reproduce, and process Client Inputs as necessary to provide the Services. You represent that you have the rights necessary to grant this license and that the Client Inputs do not infringe or violate any third-party right.

10. Intellectual Property

The Services, including our website, the Report Card tool, our software, methods, templates, and the Here to Scale name and logo, are owned by Here to Scale or its licensors and are protected by intellectual-property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Services for their intended purpose.

Ownership of deliverables created for clients under a paid engagement is governed by the Services Agreement. Except as expressly granted, no rights are transferred to you.

11. Third-Party Services & Platforms

The Services rely on and may link to third-party platforms and tools (for example, social networks, analytics providers, and our payment processor). We do not control and are not responsible for third-party services, and your use of them may be subject to their separate terms.

12. AI-Generated Output

Parts of the Services use artificial-intelligence systems. AI-generated output may be inaccurate, incomplete, or not suitable for a particular purpose, and should be reviewed before you rely on it. You are responsible for evaluating the accuracy and appropriateness of any output for your circumstances.

13. Disclaimers

EXCEPT AS EXPRESSLY STATED IN A SIGNED SERVICES AGREEMENT, THE SERVICES — INCLUDING THE REPORT CARD AND ALL FREE TOOLS — ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY RESULT OR OUTCOME WILL BE ACHIEVED.

14. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, HERE TO SCALE AND ITS OFFICERS, EMPLOYEES, AND CONTRACTORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS, ARISING OUT OF OR RELATED TO THE SERVICES, WHETHER BASED IN CONTRACT, TORT, OR ANY OTHER THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID US FOR THE SERVICES IN THE SIX (6) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100). SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

15. Indemnification

You agree to indemnify and hold harmless Here to Scale and its officers, employees, and contractors from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to your Client Inputs, your use of the Services, or your breach of these Terms or applicable law.

16. Suspension & Termination

We may suspend or terminate your access to the Services at any time if you violate these Terms, fail to pay amounts due, or to protect the Services or other users. You may stop using the Services at any time; termination of a paid engagement is governed by your Services Agreement. Provisions that by their nature should survive termination (including Sections 9–15 and 17–20) will survive.

17. Governing Law & Venue

These Terms are governed by the laws of the State of Florida, without regard to its conflict-of-laws rules. Subject to Section 18, you agree that the state and federal courts located in State of Florida will have exclusive jurisdiction over any dispute not subject to arbitration, and you consent to personal jurisdiction and venue there.

18. Dispute Resolution & Arbitration

Informal resolution first: before filing a claim, you agree to contact us at legal@heretoscale.com and attempt to resolve the dispute informally for at least 30 days.

Binding arbitration: if we cannot resolve a dispute informally, you and Here to Scale agree that any dispute arising out of or relating to these Terms or the Services will be resolved by final and binding arbitration administered under the rules of a recognized arbitration provider, on an individual basis. The arbitration will take place in State of Florida or by remote means.

Class-action waiver: you and Here to Scale agree that claims may be brought only in an individual capacity, and not as a plaintiff or class member in any class, consolidated, or representative proceeding. This Section does not prevent either party from seeking injunctive or equitable relief in court for intellectual-property or unauthorized-use claims, and does not apply where prohibited by law.

19. Changes to These Terms

We may update these Terms from time to time. When we do, we will revise the "Effective date" above and, for material changes, provide additional notice where required. Your continued use of the Services after an update means you accept the revised Terms.

20. Electronic Communications

By using the Services, you consent to receive communications from us electronically — including emails and notices posted in the portal — and you agree that electronic communications satisfy any legal requirement that a communication be in writing.

21. Miscellaneous

These Terms, together with the Privacy Policy and any signed Services Agreement, are the entire agreement between you and Here to Scale regarding the Services and supersede prior discussions. If any provision is found unenforceable, the remaining provisions remain in effect. We may assign these Terms in connection with a merger, acquisition, or sale of assets; you may not assign them without our consent. Our failure to enforce a provision is not a waiver. Neither party is liable for delays caused by events beyond its reasonable control. Section headings are for convenience only.

22. Contact Us

Questions about these Terms? Contact us at legal@heretoscale.com, or write to Here to Scale, Inc..