Terms of Service

1. Acceptance of Terms

By using the website or services, you represent that you have read, understood, and agreed to these Terms. If you are acting for a company or other organization, you represent that you have authority to bind that organization.

If you do not agree, do not use the website or services.

2. Eligibility

You must be at least 18 years old and legally capable of entering into a binding agreement. Our services are primarily intended for businesses and authorized business representatives.

3. Services

NextGen may provide services such as:

• Google Business Profile optimization and support.
• Review management and reputation management.
• Local SEO, website development, content, and citation services.
• AI visibility and answer-engine optimization.
• Marketing automation, CRM implementation, workflows, pipelines, and GoHighLevel configuration.
• Dashboards, reporting, analytics, business operating systems, and client portals.
• AI-assisted chat, voice, content, follow-up, and communication systems.
• Consulting, audits, strategy, training, digital products, and implementation services.

Specific services, deliverables, timelines, limitations, and pricing will be described in a proposal, order form, statement of work, subscription plan, invoice, or other written agreement.

4. Accounts, credentials, and access

You are responsible for maintaining the confidentiality of account credentials and for activity occurring under your accounts. You must promptly notify us of suspected unauthorized access.

You authorize NextGen to access, configure, or interact with accounts and platforms only to the extent reasonably necessary to perform the agreed services.

You remain responsible for account ownership, account recovery methods, platform compliance, billing relationships, and maintaining lawful authorization over accounts supplied to us.

5. Proposals, estimates, and scope

Proposals and estimates are valid only for the period stated. Work outside the agreed scope may require a change order, revised proposal, additional fee, or adjusted timeline.

Verbal discussions do not modify written scope unless confirmed in writing by an authorized NextGen representative.

6. Fees, invoices, taxes, and payment

• Fees are stated in the applicable proposal, order form, invoice, or subscription plan.
• Payments are due according to the stated payment schedule.
• Recurring charges may be billed automatically when recurring billing is authorized.
• Unless otherwise stated, fees do not include taxes, platform charges, advertising spend, domain fees, software subscriptions, data fees, messaging charges, or third-party costs.
• You are responsible for applicable taxes except taxes based on NextGen's net income.
• Past-due balances may result in paused work, suspended access, late fees where permitted, collection activity, or termination.

Disputed charges must be reported promptly and before initiating a payment dispute or chargeback. Nothing in this section limits rights that cannot legally be waived.

7. Subscriptions and recurring services

Monthly or recurring services continue for the term stated in the applicable agreement and may renew automatically until canceled according to that agreement.

Subscription fees may be charged in advance. Service levels, included usage, support, platform features, and overage fees may vary by plan.

Third-party usage charges, including phone, text, email, AI, data, payment, advertising, or premium integration charges, may be billed separately or passed through to the client.

8. Cancellations, refunds, and rescheduling

Cancellation, notice, renewal, refund, and termination rules are governed by the applicable proposal, subscription plan, or signed agreement.

Unless a written agreement states otherwise:

• Fees already earned for completed work are non-refundable.
• Setup, implementation, strategy, audit, custom-development, and digital-delivery fees are non-refundable after work begins or access is delivered.
• Advertising spend, third-party fees, domain costs, software charges, usage fees, and payment-processing fees are non-refundable to the extent not recoverable from the provider.
• Approved refunds, if any, may be reduced by completed work, direct costs, committed resources, and non-refundable provider charges.

9. Client responsibilities

You agree to:

• Provide accurate, complete, and lawful information.
• Provide timely access, credentials, content, approvals, brand assets, business details, policies, and feedback.
• Designate an authorized decision-maker.
• Review deliverables and report errors or concerns promptly.
• Maintain required licenses, permissions, consents, disclosures, and legal authority.
• Use services in compliance with platform rules, advertising policies, communication laws, intellectual-property rights, privacy laws, and other applicable requirements.
• Back up important data and retain independent copies of business records and creative assets.
• Not use services for unlawful, deceptive, abusive, discriminatory, infringing, or fraudulent purposes.

Delays caused by missing access, information, approvals, content, or decisions may extend timelines and may require additional fees.

10. Third-party platforms and services

Services may depend on third-party platforms such as Google, Meta, Yelp, GoHighLevel, Climbo, payment providers, hosting providers, social networks, advertising platforms, email or SMS providers, AI providers, and integration tools.

Third-party platforms are governed by their own terms, policies, pricing, availability, and technical requirements. They may change features, suspend accounts, reject content, limit access, alter APIs, change prices, or discontinue services without NextGen's control.

NextGen is not responsible for third-party outages, account suspensions, policy decisions, data loss, price changes, ranking changes, API restrictions, or actions taken by a third-party provider.

11. Intellectual property

NextGen materials

NextGen retains ownership of pre-existing materials, templates, frameworks, processes, workflows, systems, methodologies, training, know-how, reusable code, prompts, documentation, and other intellectual property developed independently of a specific client engagement.

Client materials

You retain ownership of content, trademarks, data, and materials you provide. You grant NextGen a limited license to use them as necessary to perform services.

Custom deliverables

Ownership or licensing of custom deliverables will be determined by the applicable written agreement. Unless otherwise stated, rights transfer only after full payment of all related fees.

Portfolio use

Unless prohibited in writing, NextGen may identify the client by name and display non-confidential public-facing work in portfolios, proposals, case studies, and marketing materials.

12. Confidentiality

Each party may receive non-public information from the other. The receiving party will use reasonable care to protect confidential information and will use it only for the relationship.

Confidential information does not include information that is public through no breach, already known without restriction, independently developed, or lawfully obtained from another source.

Disclosure may be made when legally required, subject to available notice and protective measures.

13. Artificial intelligence and automation

Some services may use artificial intelligence, machine learning, automated workflows, language models, voice systems, chat systems, data analysis, and generated content.

You acknowledge that AI-generated or automated output may contain errors, omissions, outdated information, inconsistent formatting, or inappropriate suggestions. Human review may be required before publication, transmission, or business reliance.

You are responsible for reviewing and approving material business, legal, medical, financial, advertising, employment, compliance, or customer-service communications before use where professional or human judgment is appropriate.

14. Review and reputation management

Review-management services may include requesting authentic feedback, monitoring platforms, drafting responses, routing concerns, reporting, and workflow automation.

NextGen does not guarantee a particular rating, number of reviews, review removal, platform ranking, lead volume, or revenue outcome.

Clients must not request fake reviews, purchase reviews, impersonate customers, review their own business deceptively, suppress legitimate criticism, or condition public review access on a positive rating.

Review responses must protect customer privacy and comply with applicable industry, platform, and professional obligations.

15. SEO, advertising, marketing, and performance disclaimers

Marketing performance depends on competition, market demand, pricing, offers, reputation, website quality, sales process, staffing, seasonality, geography, platform algorithms, customer behavior, budget, implementation, and many other factors.

NextGen does not guarantee:

Historical examples, forecasts, projections, dashboards, case studies, and illustrations are not promises of future results.

16. Website and service availability

We may update, modify, replace, suspend, or discontinue website features or services. We do not guarantee uninterrupted or error-free availability.

Maintenance, provider outages, security events, internet failures, force majeure, platform changes, and technical limitations may affect access or performance.

17. Suspension and termination

We may suspend or terminate access when necessary to address nonpayment, security risk, unlawful conduct, platform violations, abusive behavior, misuse, intellectual-property concerns, legal requirements, or material breach.

Upon termination, outstanding fees remain due. Provisions that by their nature should survive—including payment, intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, and dispute provisions—will survive.

18. Disclaimers and limitation of liability

Except as expressly stated in a signed agreement, the website and services are provided “as is” and “as available.” To the maximum extent permitted by law, NextGen disclaims implied warranties, including merchantability, fitness for a particular purpose, non-infringement, and warranties arising from course of dealing.

To the maximum extent permitted by law, NextGen will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost data, lost business opportunity, reputational harm, or cost of substitute services.

To the maximum extent permitted by law, NextGen's aggregate liability arising from a specific service will not exceed the fees actually paid to NextGen for that service during the three months preceding the event giving rise to the claim, unless a signed agreement states a different limitation.

19. Indemnification

To the extent permitted by law, you agree to defend, indemnify, and hold harmless NextGen and its owners, employees, contractors, and representatives from claims, losses, liabilities, damages, and expenses arising from:

• Your materials, data, instructions, products, services, or business practices.
• Your breach of these Terms or another applicable agreement.
• Your violation of law, platform rules, privacy rights, publicity rights, or intellectual-property rights.
• Your use or misuse of deliverables, automations, AI output, communications, or third-party platforms.

20. Governing law and disputes

These Terms are governed by the laws of the State of Tennessee, without regard to conflict-of-law principles.

Before filing a formal claim, the parties agree to attempt in good faith to resolve the dispute through written notice and direct discussion.

Unless a signed agreement provides otherwise, any legal action must be brought in a court of competent jurisdiction located in Shelby County, Tennessee, and the parties consent to that jurisdiction and venue.

21. Miscellaneous terms

Force majeure

Neither party is responsible for delay or failure caused by events beyond reasonable control, including natural disasters, severe weather, war, civil unrest, government action, labor disruption, internet or utility failure, cyberattack, provider outage, epidemic, or platform restriction.

Assignment

You may not assign these Terms or an agreement without written consent. NextGen may assign rights or obligations in connection with a merger, sale, restructuring, financing, or transfer of business operations.

Independent contractor

The parties are independent contractors. No partnership, joint venture, employment, fiduciary, or agency relationship is created except for limited authority expressly granted to perform services.

Severability and waiver

If a provision is unenforceable, it will be limited or removed to the minimum extent necessary, and the remaining provisions remain effective. Failure to enforce a provision is not a waiver.

Entire agreement

These Terms and applicable written service documents constitute the agreement concerning the subject matter and replace prior discussions or communications on that subject.

Changes

We may update these Terms. The “Last Updated” date indicates the latest revision. Changes apply prospectively unless otherwise required or agreed.

22. Contact information

Questions about these Terms may be submitted through the NextGen Biz Marketing contact page. Before publication, add the legal mailing address and contract-notice email used by the business.