Skip to legal content
LeadFlow Local
Home Privacy DPA VI

Contents

  1. 01About LeadFlow Local
  2. 02Application and Business Use
  3. 03Contract Formation and Precedence
  4. 04Definitions
  5. 05Services and Scope
  6. 06Working together and Customer role
  7. 07Fees, Expenses and Taxes
  8. 08Timelines and Dependencies
  9. 09Review, Acceptance and Revisions
  10. 10Changes and Additional Work
  11. 11Third-Party Platforms and Accounts
  12. 12AI, Automation, CRM and Analytics
  13. 13Advertising and No Guaranteed Results
  14. 14Customer Materials and Permissions
  15. 15Intellectual Property
  16. 16Confidentiality
  17. 17Data Protection and Security
  18. 18Websites, Hosting and Handover
  19. 19Compliance and Prohibited Use
  20. 20Suspension and Termination
  21. 21Warranties and Disclaimers
  22. 22Limitation of Liability
  23. 23Indemnity
  24. 24Force Majeure
  25. 25Governing Law and Dispute Resolution
  26. 26Notices, Changes and General Terms
  27. 27Contact Us

SERVICE FRAMEWORK

Terms of Service

Business-to-business terms for AI marketing, lead generation, websites, CRM and automation services.

CLEAR. PRACTICAL. PROTECTIVE.

A transparent framework for project approval, delivery, payment, account access, data handling, intellectual property, privacy, and business continuity.

AI MARKETING - LEAD GENERATION - WEBSITES - CRM - AUTOMATION

Download PDF ↓
Contents

Contents

  1. 01About LeadFlow Local
  2. 02Application and Business Use
  3. 03Contract Formation and Precedence
  4. 04Definitions
  5. 05Services and Scope
  6. 06Working together and Customer role
  7. 07Fees, Expenses and Taxes
  8. 08Timelines and Dependencies
  9. 09Review, Acceptance and Revisions
  10. 10Changes and Additional Work
  11. 11Third-Party Platforms and Accounts
  12. 12AI, Automation, CRM and Analytics
  13. 13Advertising and No Guaranteed Results
  14. 14Customer Materials and Permissions
  15. 15Intellectual Property
  16. 16Confidentiality
  17. 17Data Protection and Security
  18. 18Websites, Hosting and Handover
  19. 19Compliance and Prohibited Use
  20. 20Suspension and Termination
  21. 21Warranties and Disclaimers
  22. 22Limitation of Liability
  23. 23Indemnity
  24. 24Force Majeure
  25. 25Governing Law and Dispute Resolution
  26. 26Notices, Changes and General Terms
  27. 27Contact Us
EFFECTIVE DATE
27 August 2026
VERSION
3.3
CONTACT
contact@leadflow-local.com
COMPANY
LEADFLOW LOCAL LLC
JURISDICTION
Republic of Armenia
WEBSITE
leadflow-local.com

DOCUMENT NOTE The accepted Order contains the commercial detail. These Terms provide the service framework. Where LeadFlow processes Customer Personal Data on the Customer's behalf, the DPA applies automatically as part of the Agreement.

A clear framework for working together

The Order states what you are buying. These Terms explain how the relationship works. The summary below is for convenience only; the numbered Terms control.

DEFINED SCOPE

The Order identifies deliverables, fees, assumptions, dependencies, and included revisions.

CLIENT-CONTROLLED ACCOUNTS

Where practical, production systems are configured in Customer-controlled accounts with limited LeadFlow access.

DATA TERMS BUILT IN

The DPA applies automatically when LeadFlow processes Customer Personal Data for the Customer; no separate standard signing step.

PRACTICAL AI REVIEW

Customer-facing templates and high-risk outputs are reviewed before launch or reliance; routine approved automations do not require manual review of every message.

REALISTIC RESULTS

Marketing, advertising, SEO, CRM, automation, and AI improve opportunities but do not guarantee outcomes.

CLEAN HANDOVER

Accounts, data, websites, and Deliverables are handed over according to the Order after payment and approval.

HOW THE DOCUMENTS FIT Order = commercial detail. Terms = service framework. DPA = Customer Personal Data processing. One acceptance normally covers all three.

01 About LeadFlow Local

LeadFlow Local is an AI marketing agency providing digital strategy, lead generation support, websites and landing pages, CRM and follow-up systems, AI-assisted automation, analytics, advertising support, consulting, training, and related online growth services for business customers.

The Services are provided by LEADFLOW LOCAL LLC, a limited liability company incorporated in the Republic of Armenia. We serve customers in Vietnam and other countries through proposals, invoices, email, messaging, calls, project tools, CRM systems, and other electronic channels.

Armenian registered name
ԼԻԴՖԼՈՈՒ ԼՈՔԱԼ ՍՊԸ
Legal form
Limited Liability Company incorporated in the Republic of Armenia
Registration number
999.110.1593802
Taxpayer number
08327707
Registered office
Armenia, Yerevan, Arabkir, Adontsi St. 4/3, 0014
Email
contact@leadflow-local.com
Website
https://leadflow-local.com/

02 Application and Business Use

These Terms of Service (Terms) apply to every Order accepted by a business, professional, organisation, or person acting for business purposes (the Customer) from LEADFLOW LOCAL LLC (LeadFlow Local, LeadFlow, Company, we, us, or our).

These Terms are not intended for consumer transactions. The person accepting an Order confirms that they have authority to bind the Customer. If mandatory law nevertheless treats a Customer as a consumer, nothing in these Terms excludes rights that cannot lawfully be waived.

The English version controls unless a signed Order expressly states otherwise, subject to mandatory law. A translation may be provided for convenience, but it does not amend the English version unless the parties expressly agree in writing.

03 Contract Formation and Precedence

A contract (the Agreement) is formed when the Customer clearly accepts an Order after receiving or being directed to these Terms. Acceptance may occur by signature, electronic signature, email or message confirmation, payment, selecting an acceptance box, or another unambiguous written or electronic action capable of being recorded.

An Order may be a signed proposal, statement of work, quote, invoice, checkout description, service schedule, or other written commercial scope that identifies the Services and commercial terms. A Customer purchase order or procurement form does not amend the Agreement unless we expressly accept the relevant amendment in writing.

By accepting an Order, the Customer also agrees to the LeadFlow Local Data Processing Addendum (DPA) where LeadFlow processes Customer Personal Data on the Customer's behalf. The DPA is available at leadflow-local.com/data-processing-addendum/ and is incorporated automatically for that processing. A separate standard DPA signature is not ordinarily required unless the parties agree otherwise or mandatory law requires a different form.

Precedence. A signed amendment expressly identifying the provision it changes prevails over the affected document. For Customer Personal Data processing, the DPA prevails over inconsistent provisions of the Order or these Terms unless a signed amendment expressly modifies the relevant DPA provision. For commercial scope, fees, Deliverables, and timing, the accepted Order prevails over these Terms to the extent of a specific conflict. These Terms otherwise prevail over documents not expressly given higher priority.

The Privacy Policy is a transparency notice and does not form part of the commercial Agreement unless a document expressly states otherwise.

CONTRACT RECORD LeadFlow and the Customer should retain the accepted Order and the versions of these Terms and the DPA applicable when the Order is accepted. Electronic copies and records may be used to evidence the Agreement to the extent permitted by law.

04 Definitions

Business Day
Monday to Friday, excluding public holidays in the Republic of Armenia.
Customer Data
Data, content, information, and materials supplied by or on behalf of the Customer, or processed for the Customer in connection with the Services.
Customer Personal Data
Personal data for which the Customer determines the underlying purpose and that LeadFlow processes on the Customer's behalf in connection with the Services under the DPA.
Data Protection Laws
Privacy and personal-data laws applicable to the relevant processing activity, including mandatory rules of the relevant jurisdiction.
DPA
The LeadFlow Local Data Processing Addendum incorporated into the Agreement where applicable.
Service Data
Technical and operational information generated by or about delivery, use, performance, security, or configuration of the Services, such as diagnostics, system events, performance metrics, and configuration metadata. Customer Personal Data and Confidential Information remain subject to the DPA and Section 16 even if contained in or associated with Service Data.
Deliverable
A final work product expressly identified as a deliverable in an accepted Order.
Order
The accepted proposal, statement of work, quote, invoice, checkout description, service schedule, or other written commercial scope.
Services
The services expressly described in the accepted Order.
Subprocessor
A provider engaged by LeadFlow to process Customer Personal Data on LeadFlow's behalf in connection with the Services.
Third-Party Platform
Software, advertising, hosting, domain, communications, payment, analytics, AI, or other service not controlled by LeadFlow Local.

05 Services and Scope

We provide only the Services expressly described in the accepted Order. Subject to the DPA and applicable law, we may select the personnel, contractors, technical methods, workflows, templates, and tools used to perform the Services unless the Order requires a specific method or provider.

Unless the Order expressly includes them, the following are excluded: advertising spend; domains and hosting; software subscriptions; stock assets; SMS, call, and email-sending charges; payment processor and marketplace fees; paid plugins; translation certification; legal, tax, or regulatory advice; regulatory filings or licensing performed for the Customer; and customer support provided in the Customer's name.

The exclusion of regulatory filings or licensing services for the Customer does not limit any filing, notification, authorisation, or compliance action that applicable law requires LeadFlow to perform for LeadFlow's own activities or processing role.

Recommendations, audits, and strategy materials are based on information reasonably available at the time. The Customer remains responsible for business decisions, implementation choices, and obtaining specialist advice where required.

SCOPE RULE Anything not expressly included in the accepted Order is out of scope and may require a paid change.

06 Working together and Customer role

The Customer must cooperate reasonably and on time. In practical terms, the Customer is responsible for the decisions, information, accounts, and approvals that only the Customer controls, including:

  • providing complete, accurate, and timely information, brand materials, prices, offers, approvals, access, and recovery details;
  • ensuring that claims, testimonials, promotions, before-and-after materials, and sector-specific statements supplied or approved by the Customer are truthful, lawful, and supportable;
  • reviewing and approving public-facing pages, advertisements, forms, customer-facing message templates, automations, and other Deliverables before launch or publication;
  • maintaining lawful ownership or authorised control of domains, hosting, advertising accounts, CRM, payment processors, communication channels, and business accounts;
  • determining or approving the intended audience, business purpose, and communication rules for Customer communications and ensuring that it may lawfully provide the relevant Customer Data and request the processing, review requests, marketing, tracking, recordings, audience use, or communications it instructs us to configure;
  • complying with laws, licences, professional rules, and Third-Party Platform policies applicable to the Customer's business, offers, sector, audiences, and territory; and
  • maintaining reasonable security and independent backups of material business files, accounts, creative assets, CRM records, customer lists, and advertising data where backup or maintenance is not included in the Order.

Each party remains responsible for the data-protection obligations that applicable law places on its own role. The Customer is not responsible for statutory obligations imposed directly on LeadFlow, and LeadFlow is not responsible for the Customer's independent business compliance outside the scope of the Services.

The Customer must not provide health data, biometric data, children's data, government identification, payment-card data, or other specially protected or high-risk personal data unless LeadFlow has expressly agreed in writing and appropriate data terms and safeguards are in place.

PRACTICAL DIVISION The Customer controls its business decisions, customer relationship, audience, and lawful instructions. Within the agreed scope, LeadFlow handles the technical implementation and retains ordinary discretion over tools, workflow methods, and implementation details, subject to the DPA and applicable law.

07 Fees, Expenses and Taxes

Fees, currency, billing method, and payment schedule are stated in the Order. Unless the Order says otherwise, deposits, retainers, setup fees, audits, strategy fees, and discounted launch fees are payable in advance, and invoices are due on receipt.

Fees exclude VAT, sales tax, withholding tax, bank charges, currency conversion costs, payment processor fees, and third-party costs unless expressly stated otherwise. The Customer must pay or reimburse those amounts. If a lawful withholding or deduction applies, the Customer must provide the relevant official certificate and, where legally permitted, increase the payment so that we receive the net amount invoiced.

Advance fees reserve capacity and may be non-refundable to the extent they relate to work performed, committed costs, reserved time, or other amounts that cannot reasonably be recovered. If the Customer cancels, pauses, or delays a project, it remains responsible for completed work, reserved capacity, committed costs, and non-cancellable third-party expenses.

If payment is overdue, we may give notice and suspend Services, withhold Deliverables, pause campaigns, disable Company-managed access, stop support, or decline further work. We may charge late-payment interest and reasonable recovery costs to the extent permitted by law. A billing dispute must be raised in good faith within 5 Business Days after invoice receipt and does not permit withholding undisputed amounts.

The Customer must contact us before initiating a chargeback or payment reversal. An unjustified chargeback, reversal, or payment dispute may be treated as a material breach, without limiting the Customer's right to dispute a genuinely unauthorised or incorrect charge.

08 Timelines and Dependencies

Timelines are estimates unless the Order expressly identifies a fixed guaranteed deadline. Delivery depends on timely payment, information, content, access, approvals, technical feasibility, third-party review, and platform availability.

Customer delay automatically extends the affected timeline. If required information, access, payment, or approval is not supplied on time, we may pause work, reschedule resources, revise the delivery date, charge a reasonable reactivation or rescheduling fee, or treat the project as inactive after written notice.

We are not responsible for delay caused by the Customer, Third-Party Platforms, advertising reviews, payment processors, domain registrars, hosting providers, API changes, account restrictions, public holidays, internet or utility failures, security events, or Force Majeure Events.

09 Review, Acceptance and Revisions

The Customer must review each Deliverable promptly and provide specific, consolidated feedback. Included revision rounds are only those stated in the Order. If the Order is silent, one reasonable consolidated revision round is included for draft creative or page content, provided it remains within the original scope.

A Deliverable is accepted when the Customer approves it in writing, publishes or launches it, uses it in business, or does not provide a reasonably detailed written rejection within 5 Business Days after delivery, unless the Order states another review period.

A valid rejection must identify a material failure to conform to the accepted Order. Changed preferences, new strategy, additional features, performance after launch, Third-Party Platform behaviour, or requests outside the original scope do not prevent acceptance.

FEEDBACK STANDARD Send one clear, consolidated set of comments from the Customer's authorised decision-maker.

10 Changes and Additional Work

Requests for new pages, campaigns, audiences, automations, integrations, platforms, substantial copy rewrites, design-direction changes, post-approval changes, additional meetings, rush delivery, or other work outside scope may require a revised timeline and additional fees.

A change may be approved by signed change order, email, message, payment, or another clear written confirmation. We are not required to begin additional work until the scope, fee, dependencies, and timing are reasonably clear.

11 Third-Party Platforms and Accounts

The Customer is responsible for advertising spend, domains, hosting, software, CRM, email, SMS, calls, stock assets, paid plugins, marketplace fees, and other third-party charges unless the Order expressly includes them. Third-Party Platforms are governed by their own terms and controlled by their providers.

We are not responsible for Third-Party Platform downtime, data loss, account restrictions, ad disapprovals, moderation decisions, policy or price changes, API changes, algorithm changes, tracking restrictions, review delays, or service discontinuation to the extent caused by the Third-Party Platform or another matter outside LeadFlow's reasonable control. This does not excuse LeadFlow from an express obligation in the Agreement or liability that applicable law does not permit us to exclude.

The Customer authorises us to access and manage relevant accounts only as reasonably required to perform the Services. Where reasonably practicable, production Services will be configured in Customer-controlled accounts and systems. We seek to use the minimum access reasonably necessary for implementation and support and to discontinue access when it is no longer required.

The Customer should use business-owned accounts, secure sharing methods, limited permissions, and current recovery details. The Customer remains responsible for account ownership, billing, ongoing security, and recovery unless the Order expressly states otherwise.

12 AI, Automation, CRM and Analytics

Unless the Order says otherwise, the Customer authorises us to use artificial intelligence, automation, scripts, templates, low-code and no-code tools, analytics tools, and service providers to perform the Services, subject to the DPA and applicable law where Customer Personal Data is involved. AI-assisted output may contain errors, may not be unique, and may require further editing.

The Customer must review and approve customer-facing AI-assisted templates and workflows before launch, and any regulated or otherwise high-risk output before reliance. Routine automated messages within an approved workflow do not require manual review of every instance unless the Order, applicable law, or the use-case risk requires it. LeadFlow Local does not replace the Customer's legal, medical, financial, regulatory, or professional advisers.

Where reasonably practicable, we seek to use synthetic, masked, de-identified, aggregated, or placeholder data rather than identifiable Customer Personal Data when an AI-assisted or technical task does not require identification. Additional rules governing Customer Personal Data, AI Subprocessors, and independent model training are set out in the DPA.

CRM, messaging, lead capture, review-request, and follow-up systems depend on correct configuration, Customer Data quality, lawful permissions, deliverability, integrations, platform limits, third-party availability, and the Customer's own operations. We do not guarantee that every lead, message, call, submission, review request, or conversion will be captured, delivered, answered, or completed.

We may replace, reconfigure, disconnect, or remove a tool where reasonably necessary for security, performance, cost, compatibility, compliance, or platform stability, provided that we do not materially reduce an expressly agreed Deliverable without discussing a reasonable alternative with the Customer.

13 Advertising and No Guaranteed Results

Marketing, advertising, lead generation, SEO, CRM, automation, and AI-assisted services can improve presentation, systems, and commercial opportunities, but they cannot guarantee revenue, bookings, sales, traffic, rankings, leads, cost per lead, return on advertising spend, conversion rate, account status, ad approval, platform approval, follower growth, reviews, or any other business outcome.

Performance depends on factors outside our control, including budget, market demand, offer strength, price, competition, location, seasonality, account history, platform algorithms, creative fatigue, regulatory restrictions, Customer response speed, reputation, and sales execution.

Analytics, attribution, pixels, tags, and reports are estimates and may be affected by cookie consent, browser settings, ad blockers, privacy restrictions, platform models, missing or duplicate events, offline activity, tracking outages, and methodology changes. Forecasts, targets, examples, case studies, benchmarks, and sample dashboards are illustrative unless a signed Order expressly states a guaranteed obligation.

NO PROMISED OUTCOME A target is not a guarantee unless the signed Order clearly says that it is.

14 Customer Materials and Permissions

The Customer represents that it owns or has permission to use all content, images, videos, logos, trademarks, testimonials, customer lists, before-and-after materials, data, scripts, claims, and other materials supplied to us. The Customer grants us a limited permission to use, edit, format, configure, test, publish, and disclose those materials to service providers only as reasonably necessary to perform the Services.

To the extent those materials contain Customer Personal Data, that processing and disclosure are additionally governed by the DPA. A general permission concerning Customer materials does not override the DPA or mandatory Data Protection Laws.

The Customer is responsible for the accuracy, legality, and approval of Customer materials and instructions. We are not responsible for a claim or loss caused by Customer materials, Customer Data, or instructions that are inaccurate, unlawful, unauthorised, or misleading, except to the extent the claim is caused by LeadFlow's own breach of the Agreement or applicable law.

15 Intellectual Property

The Customer retains ownership of Customer Data and materials supplied by the Customer. LeadFlow retains ownership of all pre-existing, independently developed, and reusable materials and capabilities, including templates, frameworks, prompts, playbooks, code libraries, design systems, automation logic, report formats, methods, internal tools, reusable components, know-how, and generalised techniques (Company Background IP).

Unless the Order expressly assigns ownership, after full cleared payment the Customer receives a worldwide, perpetual, non-exclusive licence to use, reproduce, display, publish, and adapt the final accepted Deliverables for the Customer's own internal business and public marketing purposes. The licence may be transferred with a genuine sale or transfer of the Customer's business, but it does not permit resale of Company Background IP as a standalone product or service.

If an Order expressly states that a final Deliverable or identified customer-specific element is assigned to the Customer, that assignment takes effect only after full cleared payment and applies only to the final customer-specific element identified in the Order. Company Background IP, Service Data, reusable components, underlying methods, prompts, automation logic, code libraries, internal tools, and third-party materials are excluded from the assignment. To the extent Company Background IP is embedded in an assigned Deliverable and is reasonably necessary to use it, LeadFlow grants the Customer a perpetual licence to that embedded Background IP solely as necessary to use the assigned Deliverable.

No licence or ownership transfer takes effect until all amounts due for the relevant Order are paid. Until then, we may withhold files, restrict access, or require removal of unpaid work to the extent legally permitted.

Raw files, editable source files, code repositories, prompts, training materials, internal documentation, reusable components, and working files are not included unless the Order expressly includes them. Third-party materials, fonts, stock assets, open-source software, and platform components remain subject to their own licences and terms.

LeadFlow may generate and use Service Data within its control for service delivery, support, security, diagnostics, billing administration, capacity planning, quality assurance, analytics, and improvement of its tools and workflows. This does not transfer ownership of Customer Data or permit use of Customer Personal Data or Confidential Information outside the DPA, this Agreement, or applicable law.

LeadFlow may use professional knowledge, skills, techniques, and information anonymised or aggregated so that it is no longer personal data under applicable law for reusable know-how, service analytics, security, benchmarking, and workflow improvement, provided this does not disclose the Customer's Confidential Information and LeadFlow does not attempt re-identification.

Unless the Customer opts out in writing before publication, we may identify the Customer and display already-public Deliverables or public campaign screenshots in our portfolio and proposals, provided that we do not disclose non-public financial information, personal data, passwords, confidential strategy, or sensitive business information. We will obtain express approval before using patient-related, health-related, or other sensitive case-study material.

16 Confidentiality

Each party may receive non-public business, technical, financial, operational, customer, or strategic information from the other party (Confidential Information). The receiving party must use Confidential Information only for the contractual relationship, protect it with reasonable care, and disclose it only to personnel, contractors, advisers, and service providers who need it and are subject to appropriate confidentiality duties.

Confidentiality obligations do not apply to information that is public without breach, already lawfully known, independently developed, lawfully received from another source, or required to be disclosed by law, court, regulator, or competent authority. Where legally permitted, the receiving party will give reasonable notice before a compelled disclosure.

These confidentiality obligations continue for 3 years after the relevant Order ends. Trade secrets and information protected for a longer period by mandatory law remain protected for as long as they retain that status. Customer Personal Data remains subject to the confidentiality and protection requirements of the DPA for as long as LeadFlow or its Subprocessors retain or can access that data.

17 Data Protection and Security

Each party will comply with Data Protection Laws that apply to its own activities and role. LeadFlow generally acts in its own controller or equivalent determining role for its website, sales, billing, support contacts, account administration, security, legal compliance, and other business records that LeadFlow determines to process for its own purposes.

Where LeadFlow processes Customer Personal Data on the Customer's documented instructions to provide the Services, the DPA applies automatically and forms part of the Agreement. The Customer generally acts as the controller or other determining party and LeadFlow generally acts as the processor, authorised person, service provider, or equivalent instructed party, depending on the terminology of the applicable law and the actual processing.

The Customer is responsible for the lawfulness of Customer Data and the Customer's underlying purposes and instructions, including the right to provide data to LeadFlow and request the relevant communications or processing. LeadFlow is responsible for the obligations imposed directly on LeadFlow and for processing Customer Personal Data in accordance with the DPA and applicable law.

LeadFlow uses appropriate administrative, technical, and organisational safeguards proportionate to the Services, the data, and relevant risks, subject to the DPA and mandatory law. No system is completely secure, and we do not guarantee absolute security.

The Privacy Policy describes LeadFlow's public data practices but is not itself the Customer's commercial agreement. Data return, deletion, retention, Subprocessor, incident, international-processing, assistance, and audit terms for Customer Personal Data are governed by the DPA.

18 Websites, Hosting and Handover

Website and landing-page Deliverables may be delivered through a live URL, preview link, website builder, CMS, code repository, hosting platform, exported files, or another commercially reasonable method stated in the Order.

During implementation, LeadFlow is responsible for configuring functionality expressly included in the Order according to the agreed scope and Customer instructions. Unless maintenance or ongoing management is expressly included, after handover the Customer is responsible for domains, hosting, renewals, backups, uptime, security, software updates, user access, legal pages, cookie settings, accessibility review, analytics settings, content updates, platform fees, changes made after handover, and ongoing compliance.

Where we create or configure an account for delivery, the Customer is responsible for ongoing fees, content, compliance, security, and recovery access after handover unless the Order states otherwise. We may withhold handover until relevant fees are paid. The Customer should test recovery access and download any files it needs promptly after handover.

19 Compliance and Prohibited Use

The Customer must not use the Services or Deliverables for illegal activity, fraud, scams, deceptive advertising, fake reviews, impersonation, undisclosed endorsements, spam, unlawful cold messaging, unlawful scraping, credential harvesting, malware, spyware, platform-policy evasion, discriminatory targeting, sanctions or export-control violations, or infringement of intellectual property, privacy, publicity, or personality rights.

A Customer operating in healthcare, wellness, beauty, real estate, tourism, finance, employment, or another regulated or sensitive sector is responsible for obtaining local legal or sector-specific review where appropriate before publication or launch. We may refuse, pause, or terminate work that we reasonably believe creates material legal, platform, data, security, or reputational risk.

20 Suspension and Termination

We may suspend Services, withhold Deliverables, pause campaigns, restrict Company-managed access, or stop support if payment is overdue, required information or approval is missing, required data-protection information or safeguards are not provided, instructions appear unlawful, necessary access arrangements cannot be used safely, the Customer creates material risk, or the Customer breaches the Agreement.

Either party may terminate an Order for material breach if the breach is not cured within 10 Business Days after written notice, unless the breach cannot reasonably be cured. We may terminate immediately for fraud, sanctions risk, unlawful instructions, abusive behaviour, serious platform-policy risk, data-protection risk, security risk, or conduct that may expose us or another person to material liability or harm.

For a recurring service, the Customer may terminate future service in accordance with the notice period in the Order. If the Order is silent, termination takes effect at the end of the current paid billing period after written notice. For fixed-scope work, the Customer may cancel unstarted future work, but fees for completed work, reserved capacity, committed costs, and non-cancellable third-party expenses remain payable.

On termination, all undisputed amounts for work performed and committed costs become due. We may withhold handover and suspend unpaid licences until payment. Unless the Order includes paid transition support, we are not responsible for maintaining campaigns, websites, automations, domains, hosting, tools, or accounts after termination.

Sections concerning payment, intellectual property, confidentiality, data protection, disclaimers, liability, indemnity, dispute resolution, and any provision intended by its nature to survive will continue after termination. The DPA survives for as long as LeadFlow or its Subprocessors retain Customer Personal Data subject to it.

21 Warranties and Disclaimers

We will perform the Services with reasonable skill and care and in a professional, commercially reasonable manner. Except for obligations expressly stated in an Order, and to the fullest extent permitted by law, the Services and Deliverables are provided as is and as available.

We disclaim implied warranties of merchantability, fitness for a particular purpose, non-infringement, uninterrupted operation, error-free performance, platform approval, SEO ranking, advertising approval, CRM deliverability, automation uptime, review generation, and achievement of any commercial result, to the extent those warranties may lawfully be excluded.

The Customer is responsible for final review and for deciding whether the Services and Deliverables are suitable for its business, audience, legal, regulatory, technical, and operational requirements.

22 Limitation of Liability

To the fullest extent permitted by law, LeadFlow is not liable for indirect, incidental, special, consequential, exemplary, or punitive loss; lost profit, revenue, business, opportunity, goodwill, or data; increased advertising cost; platform restrictions; or end-customer claims caused by the Customer's products, services, data, materials, instructions, or communications.

Our total aggregate liability arising out of or relating to an Order, including claims under an applicable DPA, is limited to: (a) for recurring Services, the fees actually paid to us for the affected Services during the 12 months immediately before the event giving rise to the claim; or (b) for a fixed-scope or one-off project, the fees actually paid for the affected Order. For a free beta or pilot with no paid fee, the cap is USD 100 or the mandatory minimum required by law, whichever is greater.

These limitations apply regardless of legal theory and even if a remedy fails of its essential purpose. Nothing excludes or limits liability that cannot lawfully be excluded or limited, including any liability that mandatory law expressly requires to remain unlimited.

23 Indemnity

To the extent legally recoverable, the Customer will defend, indemnify, and hold harmless LeadFlow Local, its directors, personnel, and contractors from third-party claims, damages, legally recoverable penalties, losses, costs, and reasonable legal expenses arising from Customer Data, Customer materials, Customer instructions, the Customer's products or services, offers, promotions, end-customer relationships, or the Customer's breach of law, platform rules, privacy rules, advertising rules, messaging rules, or sector-specific requirements.

This includes claims involving alleged infringement caused by Customer materials or instructions, unauthorised collection or transfer of personal data, unlawful communications, tax withholding failures, and third-party costs caused by the Customer. The indemnity does not apply to the extent the claim was caused by LeadFlow's material breach of the Agreement, the DPA, or applicable law.

We will provide reasonable notice of an indemnified claim and reasonable cooperation at the Customer's expense. The Customer may control the defence with suitably qualified counsel, but may not settle a claim in a way that admits fault by LeadFlow, imposes a non-monetary obligation on us, or fails to provide a full release, without our prior written consent.

24 Force Majeure

Neither party is liable for delay or failure caused by an event beyond its reasonable control, including natural disaster, epidemic, war, civil unrest, government action, sanctions, labour disruption, widespread internet or utility failure, cyberattack not caused by a party's failure to use reasonable safeguards, or material failure of a Third-Party Platform (a Force Majeure Event).

The affected party must take reasonable steps to reduce the impact and resume performance. Payment obligations for Services already performed are not excused. If a Force Majeure Event prevents a material part of the Services for more than 30 consecutive days, either party may terminate the affected part of the Order by written notice.

25 Governing Law and Dispute Resolution

These Terms, the DPA, and each Order are governed by the laws of the Republic of Armenia, excluding conflict-of-law rules, unless a signed amendment expressly states another governing law. Mandatory data-protection or other laws that apply independently to a particular processing activity remain applicable to the extent they cannot lawfully be displaced by contract.

Before commencing formal proceedings, either party may send a written dispute notice describing the issue and requested resolution. The parties will attempt in good faith to resolve the dispute within 15 Business Days after receipt of that notice.

If the dispute is not resolved, it will be finally determined under the Arbitration Rules of the Arbitration and Mediation Center of Armenia (AMCA) by one arbitrator. The seat of arbitration is Yerevan, Armenia, and the language is English. The award is final and binding.

Either party may seek urgent interim or protective relief from a competent court. LeadFlow may also pursue undisputed debt collection in a competent court where appropriate and legally permitted.

DISPUTE PATH Good-faith negotiation first; AMCA arbitration in Yerevan if the dispute remains unresolved.

26 Notices, Changes and General Terms

Notices. Contractual notices must be sent by email to the address stated in the Order or, for LeadFlow, to contact@leadflow-local.com. A notice is treated as received on the next Business Day after sending if no delivery-failure message is received. A party must promptly notify the other of a change to its notice details.

Changes to these Terms and the DPA. Updated Terms or DPA versions apply to new Orders and renewals from the stated effective date. A fixed-scope Order generally remains governed by the versions accepted for that Order unless the parties agree otherwise or mandatory law requires a change.

For an ongoing recurring service, we may propose updated Terms or DPA terms by giving reasonable notice. If an update materially reduces the Customer's contractual rights or material data-protection safeguards, the Customer may terminate the affected recurring service before the change takes effect, subject to payment of amounts already due and committed costs.

Changes reasonably necessary to comply with mandatory law or address an urgent security risk may take effect as required, with notice where practicable. Continued use after the effective date constitutes acceptance only where the notice clearly states that consequence and applicable law permits it.

General terms. The parties are independent contractors. These Terms do not create an agency, partnership, employment, franchise, fiduciary relationship, or joint venture. We may use employees, contractors, and Subprocessors to perform the Services and remain responsible for our contractual obligations as provided in the Agreement.

The Customer may not assign an Order without our written consent, not to be unreasonably withheld for a genuine business reorganisation or sale. We may assign the Agreement in connection with a merger, restructuring, sale of assets, or transfer of the relevant business, provided that the assignee assumes the applicable obligations.

If a provision is invalid or unenforceable, the remaining provisions remain effective and the invalid provision will be adjusted only to the minimum extent necessary to make it enforceable while preserving the intended commercial effect. Failure to enforce a provision is not a waiver. A waiver must be written and applies only to the specific situation.

The accepted Order, these Terms, the applicable DPA, and documents expressly stated to be contractually incorporated form the entire Agreement for the relevant Services and replace prior discussions about that scope. The Privacy Policy and internal operational procedures do not form part of the Agreement unless expressly stated. Headings are for convenience only.

Electronic signatures, counterparts, and electronic records are valid to the extent permitted by law. No person other than the parties has a right to enforce the Agreement unless an Order expressly states otherwise.

27 Contact Us

For questions about these Terms, project communications, or legal notices, contact LeadFlow Local using the details below.

Armenian registered name
ԼԻԴՖԼՈՈՒ ԼՈՔԱԼ ՍՊԸ
Legal form
Limited Liability Company incorporated in the Republic of Armenia
Registration number
999.110.1593802
Taxpayer number
08327707
Registered office
Armenia, Yerevan, Arabkir, Adontsi St. 4/3, 0014
Email
contact@leadflow-local.com
Website
https://leadflow-local.com/
Effective date
27 August 2026
Version
3.3
Language
English version controls subject to mandatory law
Use
Business customers only

END OF TERMS OF SERVICE This document ends here.

© 2026 LeadFlow Local LLC. All rights reserved.

Contact Privacy Policy Terms of Service Data Processing Addendum