Terms and Conditions

Last updated: November 16, 2025

These Terms & Conditions (“Terms”) govern your access to and use of the CRM consulting and related service offerings (the “Services”) provided by Lee’s Vault, LLC (“Company,” “we,” “us,” or “our”). By engaging our Services, signing a proposal or statement of work, or using any deliverables we provide, you (“Client,” “you,” or “your”) agree to be bound by these Terms.

If you do not agree with any part of these Terms, you must not use our Services.

1. Services Overview

We provide CRM-related consulting and implementation Services, which may include, but are not limited to, the following four service series:

  1. Customer Journey Mapping & Optimization

    • Analyzing existing customer journeys across channels.

    • Designing and optimizing customer journey maps.

    • Recommending process improvements and customer experience enhancements.

  2. CRM System Implementation & Management

    • Assessing CRM requirements and recommending CRM platforms.

    • Configuring, customizing, and integrating CRM systems with your existing tools (subject to third-party limitations).

    • Providing ongoing CRM administration, data maintenance, and support as specified in your agreement.

  3. Customer Retention & Loyalty Programs

    • Designing retention and loyalty strategies and programs.

    • Assisting with configuration of loyalty features within your CRM or related tools.

    • Advising on KPIs, segmentation, and performance tracking.

  4. Customer Feedback & Insights

    • Designing and implementing feedback collection mechanisms (e.g., surveys, NPS, reviews).

    • Setting up feedback workflows, reporting, and dashboards within or alongside your CRM.

    • Analyzing feedback data and providing strategic recommendations.

The specific scope, deliverables, timelines, and fees for your engagement will be defined in one or more proposals, quotes, order forms, or statements of work (each an “SOW”), which are incorporated into these Terms by reference.

2. Eligibility & Authority

By entering into an agreement with us, you represent and warrant that:

  • You are at least 18 years old;

  • You have the full right, power, and authority to enter into and comply with these Terms on behalf of the entity you represent;

  • Your use of the Services will comply with all applicable U.S. federal, state, and local laws, regulations, and industry standards.

3. Client Responsibilities

To enable us to deliver the Services effectively, you agree to:

  1. Provide Accurate Information

    • Supply complete, accurate, and current information about your business, systems, and customer data as reasonably requested.

    • Promptly inform us of any changes that may impact the Services.

  2. Access & Cooperation

    • Provide timely access to your systems, tools, CRM platforms, and any relevant third-party applications (subject to your internal security policies).

    • Assign and maintain a primary point of contact for the engagement.

    • Respond to requests for feedback, approvals, and information within mutually agreed timeframes.

  3. Compliance with Law & Third-Party Terms

    • Ensure that your use of the Services complies with all applicable U.S. and state privacy, marketing, and consumer protection laws (including, where applicable, CAN-SPAM, TCPA, state privacy laws such as CCPA/CPRA, and similar laws).

    • Comply with the terms of use and policies of any third-party applications, CRM platforms, or tools used in connection with the Services.

    • Obtain all necessary consents from your customers and contacts for processing their data and sending communications.

  4. Content & Data Ownership

    • You are solely responsible for the accuracy, quality, and legality of all data, content, and materials you provide to us or send via your CRM or related channels.

4. Fees, Invoicing & Payment

  1. Fees

    • Fees for the Services are specified in the applicable SOW, proposal, or order form.

    • Unless otherwise stated, all fees are exclusive of taxes, duties, and other governmental charges (collectively, “Taxes”). You are responsible for all Taxes associated with the Services, excluding taxes based on our net income.

  2. Invoicing & Payment Terms

    • Invoices will be issued according to the schedule defined in the SOW (e.g., upfront, monthly, milestone-based).

    • Payment is due within 30 days of the invoice date, unless otherwise agreed in writing.

  3. Late Payments

    • Overdue amounts may accrue interest at the rate of 1.5% per month (or the maximum rate allowed by applicable law, if lower), calculated from the due date until the date paid in full.

    • We may suspend or withhold delivery of Services or deliverables if invoices remain unpaid after the due date.

  4. Non-Refundable Fees

    • Unless otherwise explicitly stated in writing, all fees paid are non-refundable.

5. Term, Renewal & Termination

  1. Term

    • These Terms apply from the date you first engage our Services and continue for the duration of any active SOW.

  2. Renewal

    • Any subscription or ongoing retainer arrangements will renew as specified in the relevant SOW unless either party provides written notice of non-renewal within the notice period defined in the SOW.

  3. Termination for Convenience

    • Either party may terminate an SOW for convenience by providing 14 day written notice, subject to any minimum commitment period stated in the SOW.

    • Upon such termination, you remain responsible for all fees incurred up to the effective termination date and any non-cancellable third-party costs we have committed to on your behalf.

  4. Termination for Cause

    • Either party may terminate an SOW immediately upon written notice if the other party:

      • Materially breaches these Terms or the SOW and fails to cure such breach within 30 days after receiving written notice; or

      • Becomes insolvent, files for bankruptcy, or ceases business operations.

  5. Effect of Termination

    • Upon termination or expiration of an SOW:

      • All amounts owed by you become immediately due and payable.

      • Our obligation to provide Services under that SOW will cease.

      • We may, at your request and subject to additional fees, provide reasonable transition assistance.

6. Use of Third-Party Tools & Platforms

Our Services frequently involve working with third-party CRM systems and marketing or analytics tools (e.g., Salesforce, HubSpot, Zoho, email marketing platforms, survey tools).

  1. Third-Party Accounts

    • You may be required to maintain your own accounts with these third-party providers, and you remain solely responsible for any associated fees and compliance with their terms.

  2. No Responsibility for Third-Party Failures

    • We are not responsible for any downtime, data loss, configuration limitations, security vulnerabilities, or other issues arising from third-party tools, APIs, or platforms.

  3. Integrations

    • Our integration and configuration work is limited by the functionality, APIs, and terms of the third-party tools. We cannot guarantee outcomes that exceed what those tools can support.

7. Data Protection & Privacy

  1. Client Data

    • “Client Data” means any data, including personal data, you provide to us or that we access on your behalf in the course of delivering the Services (e.g., customer records, transaction data, feedback, survey responses).

    • You retain all ownership rights in your Client Data.

  2. Our Use of Client Data

    • We will use Client Data solely to:

      • Provide and improve the Services;

      • Communicate with you regarding the Services; and

      • Comply with applicable legal obligations.

    • We will implement commercially reasonable technical and organizational measures to protect Client Data from unauthorized access, loss, or disclosure.

  3. Compliance with U.S. Privacy Laws

    • You are responsible for ensuring that your collection and use of Client Data comply with all applicable U.S. federal and state data protection and privacy laws, including but not limited to CAN-SPAM, TCPA, and state privacy laws such as the California Consumer Privacy Act (CCPA/CPRA), to the extent applicable.

    • If required by law or your internal policies, we may enter into a separate Data Processing Agreement (“DPA”) that supplements these Terms.

  4. Data Retention

    • We may retain Client Data for the duration of the engagement and for a reasonable period thereafter as needed for legal, regulatory, and backup purposes, unless otherwise required by law or requested in writing and technically feasible.

8. Intellectual Property

  1. Client IP

    • You own all intellectual property rights in your pre-existing materials, trade names, logos, trademarks, and Client Data.

    • You grant Lee’s Vault, LLC a limited, non-exclusive, royalty-free license to use your IP solely as necessary to provide the Services.

  2. Company IP

    • Lee’s Vault, LLC owns all intellectual property in its methodologies, tools, templates, frameworks, training materials, software, and know-how used in delivering the Services (“Company IP”).

    • Unless otherwise specified in an SOW, we retain ownership of any generic methodologies, templates, and frameworks developed or refined during the engagement.

  3. Deliverables

    • Subject to your full payment of applicable fees, and unless otherwise stated in the SOW:

      • You receive a non-exclusive, non-transferable license to use the deliverables (e.g., journey maps, CRM configurations, reports, documentation) internally for your business purposes.

      • We may re-use anonymized learnings and generalized components (e.g., generic templates, code snippets, structural frameworks) with other clients, provided no confidential or identifying client information is disclosed.

9. Marketing & Testimonials

Unless you expressly opt out in writing:

  • We may identify you as a client and use your name and logo in our marketing materials, website, and presentations.

  • We may reference high-level, anonymized aspects of the engagement as case studies, without disclosing your Confidential Information.

  • If you provide a testimonial or review, you grant us permission to use it for promotional purposes in any medium.

You may withdraw consent for future use at any time by notifying us in writing. Withdrawal will not affect materials already produced and distributed.

10. Warranties & Disclaimers

  1. Mutual Warranties

    • Each party represents and warrants that it has the legal authority to enter into these Terms and any applicable SOW.

  2. Service-Specific Warranties

    • Lee’s Vault, LLC warrants that it will provide the Services in a professional and workmanlike manner, consistent with generally accepted industry standards for comparable CRM consulting and implementation services.

  3. No Guarantee of Specific Outcomes

    • While our Services are designed to optimize customer journeys, improve CRM usage, increase retention and loyalty, and generate insights, we do not guarantee any specific business outcomes, including but not limited to:

      • Increased revenue or profit;

      • Particular conversion, retention, or loyalty metrics;

      • Survey or feedback response rates;

      • Customer satisfaction scores or net promoter scores.

  4. General Disclaimer

    • EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, THE SERVICES AND DELIVERABLES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND LEE’S VAULT, LLC DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

11. Limitation of Liability

To the fullest extent permitted by applicable U.S. law:

  1. Exclusion of Certain Damages

    • IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES (INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL), ARISING OUT OF OR RELATED TO THE SERVICES OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

  2. Cap on Liability

    • LEE’S VAULT, LLC’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, WILL BE LIMITED TO THE TOTAL FEES ACTUALLY PAID BY YOU TO LEE’S VAULT, LLC UNDER THE RELEVANT SOW DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

  3. Exceptions

    • The foregoing limitations will not apply to:

      • Your payment obligations under these Terms;

      • Your infringement or misappropriation of Lee’s Vault, LLC’s intellectual property rights; or

      • Liability that cannot be limited or excluded under applicable U.S. law.

12. Indemnification

  1. Your Indemnification Obligations

    • You agree to indemnify, defend, and hold harmless Lee’s Vault, LLC and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

      • Your use of the Services in violation of these Terms or applicable law;

      • Your failure to obtain necessary consents or comply with data protection, privacy, or marketing laws (including but not limited to CAN-SPAM, TCPA, and applicable state privacy laws);

      • Any allegation that Client Data, or your use of the Services, infringes or misappropriates the rights of a third party.

  2. Indemnification Procedure

    • We will promptly notify you of any claim subject to indemnification, give you sole control of the defense and settlement (subject to our written approval for any settlement that imposes obligations on us), and provide reasonable cooperation at your expense.

13. Confidentiality

  1. Confidential Information

    • “Confidential Information” means any non-public information disclosed by one party to the other, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including business plans, customer lists, technical information, pricing, and processes.

  2. Obligations

    • The receiving party shall:

      • Use the disclosing party’s Confidential Information only for purposes of performing or receiving the Services;

      • Not disclose it to any third party except as permitted under these Terms;

      • Protect it using at least the same degree of care it uses for its own information of similar sensitivity (and in no event less than reasonable care).

  3. Exclusions

    • Confidential Information does not include information that:

      • Is or becomes publicly available through no fault of the receiving party;

      • Was lawfully known to the receiving party before disclosure;

      • Is rightfully received from a third party without a duty of confidentiality; or

      • Is independently developed by the receiving party without use of the disclosing party’s Confidential Information.

  4. Compelled Disclosure

    • The receiving party may disclose Confidential Information if required by law, regulation, or court order, provided it gives the disclosing party prompt notice (where legally permitted) to seek protective measures.

14. Changes to the Services & Terms

  1. Service Modifications

    • We may modify or update the Services from time to time to improve functionality or respond to market changes, provided that such changes do not materially reduce the core functionality agreed in an active SOW without your consent.

  2. Updates to Terms

    • We may update these Terms from time to time. The updated Terms will be posted on our website or otherwise made available to you, with the “Last updated” date revised accordingly.

    • Your continued use of the Services after the updated Terms take effect will constitute your acceptance of the changes.

15. Governing Law & Dispute Resolution (U.S.)

  1. Governing Law

    • These Terms and any disputes arising out of or relating to them or the Services will be governed by and construed in accordance with the laws of the State of ILLINOIS without regard to its conflict of law principles.

  2. Good-Faith Negotiation

    • In the event of a dispute, the parties will first attempt in good faith to resolve it through informal discussions and negotiation.

  3. Venue & Jurisdiction

    • If the dispute cannot be resolved informally, it shall be submitted to the state or federal courts located in McLean County, ILLINOIS, and each party irrevocably consents to such jurisdiction and venue.

  4. Injunctive Relief

    • Nothing in this section prevents either party from seeking injunctive or equitable relief for a breach of confidentiality or intellectual property rights in any court of competent jurisdiction.

16. Miscellaneous

  1. Independent Contractors

    • The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, or agency relationship.

  2. Assignment

    • You may not assign or transfer your rights or obligations under these Terms without the prior written consent of Lee’s Vault, LLC. We may assign these Terms without your consent as part of a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets.

  3. Entire Agreement

    • These Terms, together with any SOWs and any other referenced documents (such as a DPA, if applicable), constitute the entire agreement between the parties and supersede all prior agreements, proposals, or representations relating to the Services.

  4. Severability

    • If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

  5. No Waiver

    • Our failure to enforce any right or provision of these Terms will not constitute a waiver of such right or provision.

  6. Notices

    • Formal notices under these Terms must be sent in writing to the addresses specified in the applicable SOW or by email to the designated contact email for each party and will be deemed given upon receipt.

17. Contact Information

If you have any questions about these Terms or the Services, please contact:

Lee’s Vault, LLC
Address: PO BOX 25, Pittsburg, TX 75686
Email: info.leesvault@gmail.com
Phone: (817) 776-7156