Terms and Conditions

DRAFT FOR LEGAL REVIEW

IntentSignal Terms and Conditions

Last updated: August 24, 2026

These Terms and Conditions govern the services provided by IntentSignal Systems, LLC, doing business as IntentSignal, to its business clients. This draft is provided for review only and is not a substitute for advice from qualified legal counsel.

1. Services and Order Forms

IntentSignal provides B2B outbound strategy, research, campaign development, email sending infrastructure, deliverability support, and related services described in an executed proposal, statement of work, or order form. The applicable order form controls if it conflicts with these Terms.

2. Client Responsibilities

Client will provide timely, accurate information, lawful instructions, approved messaging, and access reasonably needed to perform the services. Client is responsible for the accuracy and legality of its products, target criteria, claims, data, and communications.

3. Fees and Payment

Fees, billing cadence, payment terms, and any performance-based amounts are stated in the applicable order form. Unless otherwise agreed in writing, invoices are due within fifteen days. Fees are non-refundable once services have begun, except where required by law.

4. No Guaranteed Results

IntentSignal will use commercially reasonable efforts to provide the services, but does not guarantee revenue, meetings, opportunities, deliverability rates, reply rates, pipeline, or any other business outcome. Past results and case studies are not guarantees of future performance.

5. Sending Infrastructure and Client Ownership

Where IntentSignal creates domains, mailboxes, or other sending infrastructure specifically for Client, Client owns those assets after all undisputed amounts due are paid. Client is responsible for ongoing renewal, use, and compliance after transfer or the end of the engagement.

6. Data Protection and Compliance

Each party will comply with applicable privacy, data protection, anti-spam, and marketing laws. Client represents that it has a lawful basis to use the data and instructions it provides. IntentSignal may decline activity it reasonably believes is unlawful, deceptive, abusive, or harmful to sender reputation.

7. Intellectual Property

Each party retains ownership of materials it owned before the engagement. Upon payment in full, Client receives a non-exclusive right to use deliverables created specifically for Client in its business. IntentSignal retains its pre-existing tools, methods, templates, know-how, software, and generalized learnings.

8. Confidentiality

Each party will protect the other party’s non-public business information using reasonable care and will use it only to perform or receive the services. This obligation does not apply to information that is public through no fault of the receiving party, independently developed, or lawfully received from another source.

9. Term and Termination

The engagement begins and ends as described in the applicable order form. Either party may terminate for material breach if the breach is not cured within fifteen days after written notice. IntentSignal may suspend services for non-payment, unlawful instructions, or material risk to its systems or reputation.

10. Limitation of Liability

To the fullest extent allowed by law, neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, revenue, or data. IntentSignal’s total liability arising from the services will not exceed the fees Client paid to IntentSignal in the three months before the event giving rise to the claim.

11. Indemnification

Client will defend and indemnify IntentSignal against third-party claims arising from Client’s products, instructions, data, messaging approvals, or breach of these Terms. IntentSignal will defend Client against third-party claims that its original deliverables, as supplied and used as authorized, infringe a United States copyright, subject to the limitations in these Terms.

12. General Terms

These Terms are governed by the laws of Wyoming, without regard to conflict-of-law rules. Any amendment must be in writing. Neither party may assign these Terms without the other party’s consent, except to a successor in connection with a merger, acquisition, or sale of substantially all assets. If any provision is unenforceable, the remaining provisions remain in effect.

13. Contact

Questions about these Terms may be sent to andrew@intentsignal.co.