Terms & Conditions
Plan Then Execute, LLC
Effective: April 2025
Last revised: April 23, 2025
These Terms of Service ("Terms") govern the relationship between Plan Then Execute, LLC ("PTE", "we", "us", or "our") and Client pursuant to any Master Services Agreement and applicable Statement of Work entered into between PTE and Client. These Terms are in addition to, and incorporated into, the Master Services Agreement and Statement of Work.
PTE may revise these Terms from time to time with or without notice to Client. We encourage you to check this page regularly for updates. Continued use of PTE's services after any update constitutes acceptance of the revised Terms.
Website Design & Development
Browser Compatibility
Websites designed by PTE are built to function in the current versions of Chrome, Safari, Firefox, and Microsoft Edge at the time of launch. Designing for additional browsers or older browser versions may require a separate Statement of Work and additional fees.
CMS & Plugin Updates
Client acknowledges that PTE does not guarantee:
That all CMS and plugin updates can or should be applied to Client's site without review
That all updates will be flawless or free from short-term side effects requiring minor follow-up maintenance
That service interruptions will never occur during the update process — brief maintenance windows should be anticipated
SSL / Secure Site
If Client's site includes third-party scripts hosted on non-secure domains, a secure site indicator may not appear after SSL certificate installation. PTE is not responsible for the appearance of the secure site indicator if such third-party scripts are present.
No Guarantees
PTE does not guarantee that all security updates for Client's CMS or plugins can be applied, nor that PTE can prevent all future hacking or security breach events.
Call Tracking & Intelligence
Recording & Monitoring
In connection with call tracking and call intelligence services, calls placed through PTE's designated tracking numbers are electronically recorded. Callers are automatically advised of recording prior to connection. Client may opt out of call recording by providing written notice to PTE.
Third-Party Vendor
Call tracking is provided through a third-party vendor. PTE does not guarantee uninterrupted or error-free call tracking functionality. It is Client's responsibility to maintain a phone line with 24-hour service.
Dynamic Number Pools
PTE utilizes dynamic number pools to provide call tracking. If Client's traffic increases, PTE may recommend a larger pool. Upon termination of the agreement and Client's written request, PTE will port call tracking numbers to a provider of Client's choice at Client's expense.
SEO & Content Marketing
Access & Authorization
To deliver SEO services, Client agrees to provide PTE with:Accurate and complete information about their business:
FTP and/or backend CMS access to Client's website for uploading pages and making on-page optimization changes
Full access to existing website analytics and traffic data
Permission to use Client's official email address to request inbound links on Client's behalf
Permission to use Client's official email address to request inbound links on Client's behalf
Unauthorized Changes & Destruction of SEO Work
PTE makes no guarantees regarding project timeline or additional expenses if SEO work is altered, removed, or undermined, in whole or in part, by any party other than PTE, or without prior consultation with PTE. SEO work is considered destroyed when changes are made to the website by third parties without PTE's knowledge, including but not limited to:
Renaming, moving, or deleting files, folders, or web pages
Changing title tags, meta descriptions, or other head section content
Removing or modifying analytics tracking code
Modifying optimized on-page content, anchor text, or internal links
Changes to site architecture, URL structure, or robots.txt
Taking down all or part of the website
If you or a third party need to make changes to your website while under an SEO agreement, please consult PTE first to avoid disrupting campaign performance.
Paid Media Management (PPC)
Authorization
Client authorizes PTE to place — and to arrange for third parties to place — Pay-Per-Click advertising on platforms including Google Ads, Microsoft/Bing Ads, Meta, and other applicable program sites. Client designates PTE as its agent for these purposes.
Campaign Management Discretion
PTE may modify ad content, keywords, audiences, bids, and targeting to conform to platform requirements or to optimize performance. PTE may expand or adjust campaigns by adding relevant categories or keywords.
Budget & Spend
Ad spend is managed per the budget agreed upon in Client's Statement of Work. Client is responsible for all media spend billed by third-party platforms. PTE management fees are separate from media spend unless otherwise specified in writing.
No Performance Guarantees
PTE does not guarantee specific click volumes, lead volumes, cost-per-lead, or return on ad spend. Digital advertising performance is subject to platform algorithms, market conditions, competition, and other factors outside PTE's direct control.
Google Local Services Ads (LSA)
LSA Services Overview
If Client has engaged PTE for LSA services, PTE may assist with: creating and optimizing Client's Google LSA profile; uploading business licensing and registration documents; initiating required employee background checks; uploading Certificates of Insurance; and managing Client's LSA budget and dispute requests.
Background Checks
Google's LSA platform requires background checks on business owners and all employees who enter customer homes or directly perform services. Client represents and warrants that it has provided PTE with complete employee information for all such personnel and will ensure timely compliance with background check requirements.
Client hereby agrees to indemnify, defend, and hold harmless PTE and its members, managers, employees, affiliates, and agents from and against any claims, losses, liabilities, damages, expenses, costs, and attorneys' fees arising out of Client's failure to conduct timely background checks on its employees and personnel.
Liability Insurance
Client shall provide PTE with a current Certificate of Insurance evidencing appropriate levels of Commercial General Liability and Professional Liability coverage. Client represents and warrants that the listed policies are in full force and agrees to provide updated insurance documentation to keep the LSA listing active.
CTV / OTT Advertising
Media Purchases
PTE will purchase media on Client's behalf for placement on connected TV (CTV) and over-the-top (OTT) streaming services. Advertisements will not run on cable, broadcast, or satellite television unless otherwise agreed in writing.
Content Clearances
Client is solely responsible for obtaining all necessary clearances, licenses, and permissions for creative elements in Client-supplied content, including photos, video footage, music, trademarks, voices, and rights of publicity.
Performance Guarantees
PTE guarantees: (i) delivery of 100% of the impressions ordered by Client; and (ii) that 95% of digital/video ads placed by PTE will play to completion. All other performance metrics — including leads, click-throughs, audience composition, and return on investment — are expressly disclaimed.
EXCEPT AS EXPRESSLY STATED ABOVE, PTE MAKES NO WARRANTIES, EXPRESS OR IMPLIED, REGARDING CTV/OTT SERVICES. ALL SERVICES ARE PROVIDED "AS IS." PTE SHALL NOT BE LIABLE FOR DAMAGES RESULTING FROM INTERNET UNAVAILABILITY, STREAMING SERVICE OUTAGES, OR AD INTERRUPTIONS OUTSIDE PTE'S CONTROL.
Social Media Management
Access
Client agrees to provide PTE with full administrative access to Client's existing and any new social media accounts covered under the service agreement, as well as access to social media analytics for tracking and reporting purposes.
Platform Terms
Client agrees that the terms of service of each social media platform (including Meta, Instagram, LinkedIn, TikTok, Nextdoor, and others) apply to Client's accounts. PTE cannot be held responsible for platform-side changes, suspensions, or policy enforcement actions taken by those platforms.
Yelp Management
Yelp profile optimization and review management are performed within Yelp's terms of service. PTE cannot guarantee review outcomes, star ratings, or Yelp's algorithmic decisions regarding review visibility.
Automation & Integrations
Scope
PTE builds and configures automation workflows, CRM integrations, and custom tools on Client's behalf (including but not limited to Housecall Pro, Zoom, and similar platforms). The scope of automation services is defined in the applicable Statement of Work.
Third-Party Platform Dependency
Automation and integration services depend on third-party platforms maintaining their APIs and functionality. PTE is not responsible for disruptions, data loss, or feature changes caused by third-party platform updates, outages, or policy changes.
Branding & Graphic Design
Ownership of Deliverables
Upon full payment of all fees owed under the applicable Statement of Work, ownership of final custom design deliverables (logos, brand marks, print-ready files) created solely for Client transfers to Client. PTE retains the right to display the work in its portfolio and case studies unless Client requests otherwise in writing.
Stock Assets & Licensed Resources
Certain deliverables may incorporate licensed stock photography, fonts, or other third-party assets. Client's right to use such assets is limited to the license terms of those resources. PTE will advise where limitations apply.
Revisions
The number of revision rounds included is specified in the applicable Statement of Work. Revisions beyond that scope are subject to additional fees at PTE's standard hourly rate.
Acceptable Use
General Requirements
All communications originating from PTE's services on Client's behalf — including SMS, webchat, email, and paid ad content — must comply with applicable laws, platform guidelines, and industry standards. Client bears ultimate responsibility for the accuracy and legality of the business information, claims, and offers promoted through PTE-managed channels.
Prohibited Content
Client agrees not to use PTE's services to promote, facilitate, or distribute:
Unsolicited commercial messages or spam to recipients who have not provided consent
False, misleading, or deceptive claims about Client's business, services, or pricing
Content that infringes the intellectual property or privacy rights of others
Content that is harassing, defamatory, discriminatory, obscene, or otherwise objectionable
Illegal, fraudulent, or regulated activities without proper licensing
Content designed to evade platform filtering or detection mechanisms
SMS / A2P 10DLC Compliance Requirements
Where PTE manages SMS campaigns on Client's behalf, Client agrees to the following A2P 10DLC compliance obligations, as required by CTIA guidelines, The Campaign Registry (TCR), and U.S. wireless carriers:
· Prior Express Written Consent: Client must obtain prior express written consent from every SMS recipient before the first message is sent. Consent must be brand-specific, clearly tied to Client's business name, and documented with a timestamp and the exact disclosure language presented.
· Required Disclosure Language: Opt-in forms must include: Client's business name, a description of message types, estimated frequency, "Msg & data rates may apply," opt-out instructions (STOP), opt-in instructions (HELP), and a link to Client's privacy policy and terms. The checkbox must be unchecked by default and not bundled with any other agreement.
· Non-Transferability of Consent: Consent collected for Client's SMS program may not be purchased, sold, rented, shared, or transferred to any other brand, entity, or campaign. Each brand and use case requires independent consent.
· Supported Keywords: Client's SMS program must support and honor: STOP, STOPALL, UNSUBSCRIBE, CANCEL, END, QUIT (opt-out); HELP, INFO (support); START, YES, UNSTOP (re-subscribe). Opt-outs must be processed immediately.
· Prohibited Message Content: Client may not send messages involving: adult content, hate speech, firearms, tobacco, vaping, alcohol (without age-gate compliance), cannabis, payday loans, cryptocurrency, gambling, phishing, or any content that violates carrier acceptable use policies.
· No URL Shorteners: Shared public URL shorteners (bit.ly, tinyurl.com, etc.) are prohibited in SMS messages. Client must use a branded domain or a carrier-approved dedicated short link.
· Consent Record Retention: Client must retain all opt-in consent records — including the method of opt-in, disclosure presented, timestamp, and source — for a minimum of 4 years.
· Campaign Registry Registration: Clients sending A2P SMS must be registered with The Campaign Registry (TCR). PTE may assist with registration but Client is responsible for accuracy of all submitted information including EIN, business type, and campaign use case description.
Failure to maintain A2P 10DLC compliance may result in carrier filtering, message blocking, campaign suspension, or TCR deregistration. PTE reserves the right to immediately suspend Client SMS campaigns if compliance violations are identified. Client agrees to indemnify PTE for any fines, penalties, or carrier fees resulting from Client's non-compliance.
Limitation of Liability
No Guarantee of Results
PTE makes no guarantee of specific rankings, lead volumes, conversion rates, revenue outcomes, or return on investment for any service. Digital marketing performance is influenced by factors outside PTE's control, including search engine algorithm changes, competitive landscape, seasonality, and market conditions.
Liability Cap
To the maximum extent permitted by applicable law, PTE's total liability to Client for any claim arising under or related to these Terms or any service agreement shall not exceed the total fees paid by Client to PTE in the three (3) months immediately preceding the event giving rise to the claim.
Exclusion of Consequential Damages
In no event shall PTE be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost business, or loss of data, even if PTE has been advised of the possibility of such damages.
Indemnification
Client agrees to indemnify, defend, and hold harmless PTE and its members, managers, employees, affiliates, and agents from and against any claims, losses, liabilities, damages, costs, and expenses (including attorneys' fees) arising out of: (i) Client's breach of these Terms; (ii) Client's negligence or willful misconduct; (iii) claims by Client's employees, agents, or customers relating to services Client provides; or (iv) Client's failure to comply with applicable laws or platform terms of service.
Third-Party Services
Certain PTE services involve or integrate with third-party platforms. Client's use of those platforms is subject to their respective terms of service:
· Google Ads & LSA: policies.google.com/terms
· Meta Ads: Meta Advertising Policies and Terms of Service
· Yelp: Yelp Advertiser Terms of Service
· Housecall Pro: Housecall Pro Terms of Service
· Microsoft/Bing Ads: Microsoft Advertising Terms of Service
· Nextdoor: Nextdoor Advertising Terms
PTE is not responsible for changes to third-party platforms' features, pricing, policies, or service availability.
Termination
Notice
Either party may terminate ongoing services by providing written notice as specified in the applicable Statement of Work or Master Services Agreement. Unless otherwise stated, a minimum of 30 days' written notice is required for month-to-month services.
Minimum Terms
Certain service packages carry minimum commitment periods as specified in the applicable Statement of Work. Early termination of such services may result in Client being responsible for the remaining balance of fees for the committed term.
Effect of Termination
Upon termination: (i) Client remains responsible for all fees incurred through the termination date; (ii) PTE will cease managing Client's accounts and campaigns; (iii) PTE will transfer admin access to applicable accounts back to Client upon request; (iv) call tracking numbers will be ported at Client's request and expense.
Survival
Sections relating to indemnification, limitation of liability, and intellectual property rights survive termination of any service agreement.
Contact Us
For questions about these Terms, to submit legal notices, or to discuss your service agreement, please contact us: