Last Updated: September 17, 2025

THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION CLAUSE AND A CLASS ACTION WAIVER THAT WAIVES YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION.  YOU MUST REVIEW THIS DOCUMENT IN ITS ENTIRETY, INCLUDING THE DISPUTE RESOLUTION SECTION BELOW, BEFORE USING THE SERVICES.

THESE TERMS OF SERVICE GOVERN YOUR SUBSCRIPTION TO AND USE OF THE SERVICES PROVIDED BY LAGNIAPPE SOCIAL LAB. PLEASE READ THESE TERMS OF SERVICE CAREFULLY.  CAPITALIZED TERMS HAVE THE DEFINITIONS SET FORTH HEREIN.  BY COMPLETING THE REGISTRATION PROCESS, CREATING AN ACCOUNT, OR ACCESSING OR USING ANY OF THE SERVICES, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE, (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH LAGNIAPPE SOCIAL LAB, (3) THE INFORMATION YOU PROVIDED IN CONNECTION WITH YOUR REGISTRATION FOR THE SERVICES IS TRUE, ACCURATE AND COMPLETE, AND (4) YOU HAVE THE AUTHORITY TO ENTER INTO THESE TERMS OF SERVICE PERSONALLY OR ON BEHALF OF THE BUSINESS ENTITY YOU HAVE NAMED AS THE USER, AND TO BIND THAT BUSINESS ENTITY TO THE AGREEMENT.

ONCE ACCEPTED, THESE TERMS OF SERVICE, IN COMBINATION WITH OUR PRIVACY POLICY, DATA PROCESSING AGREEMENT, AND AFFILIATE AGREEMENT (WHEREVER APPLICABLE) (COLLECTIVELY THE “TERMS”), BECOME A BINDING LEGAL COMMITMENT BETWEEN YOU (OR THE BUSINESS ENTITY THAT YOU REPRESENT) AND LAGNIAPPE SOCIAL LAB AND ITS RESPECTIVE OFFICERS, DIRECTORS, BUSINESS AFFILIATES, SUCCESSORS AND ASSIGNS (HEREINAFTER REFERRED TO AS “LAGNIAPPE SOCIAL LAB,” “WE” OR “US”) AND WILL GOVERN YOUR ACCESS TO AND USE OF THE SERVICES AND ALL OTHER INTERACTIONS WITH LAGNIAPPE SOCIAL LAB RELATED TO THE SERVICES.

Lagniappe Social Lab reserves the right to make changes to these Terms at any time.  All changes are effective immediately when posted.  Your continued use of the Services following the posting of any revised Terms constitutes your acceptance and agreement to the updated Terms.

Lagniappe Social Lab is only providing the Services for your business use without any promise of exclusivity.  Lagniappe Social Lab's clients are not Lagniappe Social Lab’s employees, contractors, or representatives.  Lagniappe Social Lab is not responsible for any interactions between you and your customers, other than providing the agreed-upon services.  Lagniappe Social Lab is in no way liable for any disputes, claims, losses, injuries, or damages arising from your relationship with your customers, including their reliance upon any information or content you provide.  You agree and acknowledge that you are responsible for implementing your own terms of service to govern the relationship between you and your customers.

You should consult a lawyer for legal advice to ensure your use of the Services complies with these Terms and applicable law.

1. Use of Services

1.1. Restrictions.  You must be at least 18 years old to use the Services.  By accepting these Terms, creating a Client Account, or using the Services, you represent that you are at least 18 years old.  You may not use the Services if you intend to gain access to proprietary information or methods of Lagniappe Social Lab in order to compete with Lagniappe Social Lab’s offerings.

1.2 Client Account Ownership.  Your use of the Services is conditioned on your provision of complete, current, and accurate information when registering for a Client Account.  The Services are intended for business use or in connection with an individual’s trade, craft, or profession.  As the individual who accepts these Terms, you are the owner of the Client Account unless you are acting on behalf of a business entity, in which case, the business entity is the owner of the Client Account.  If you accept these Terms on behalf of a business entity, you represent and warrant that you have the authority to bind the business entity to these terms.  If multiple parties claim to be the “owner” of a particular Client Account, Lagniappe Social Lab will deem the owner to be the person who can demonstrate their ownership (in whole or in part) of the underlying business entity for which the Client Account was created by providing government-issued documentation of such ownership.  If Lagniappe Social Lab is unable to determine the rightful owner of the Client Account, Lagniappe Social Lab reserves the right to suspend or terminate the Client Account until the disputing parties have mutually agreed on ownership or until a court has ordered Lagniappe Social Lab to grant access to a specific individual.

1.3 Intended Use.  You may use Lagniappe Social Lab’s Services only as intended for lawful purposes and in accordance with these Terms.  You agree that you will not use the Services in any way that violates any applicable law or regulation or engage in any Prohibited Uses.  In addition, you represent and warrant that: (i) you will maintain in effect all licenses, permissions, authorizations, consents, and permits necessary to carry out the obligations under these Terms; (ii) you are fully responsible for your actions and the actions of your employees, agents, and customers who are impacted by or interact with the Services; (iii) you, your employees, and your agents will not misrepresent the Services; (iv) you own or control all rights in and to all content and data you provide to Lagniappe Social Lab; (v) you, your employees, and your agents will provide reasonable cooperation regarding information requests from law enforcement or regulators; (vi) you will not give access to Lagniappe Social Lab’s proprietary tools or methods to a direct Competitor of Lagniappe Social Lab; (vii) you will not directly or indirectly reverse engineer, decompile, disassemble or otherwise attempt to uncover or discover the source code, object code or underlying structure, ideas, know-how or algorithms of any tools or systems used by Lagniappe Social Lab in providing the Services; (viii) you will not modify, translate, or create derivative works based on any tools or systems used by Lagniappe Social Lab (except to the extent expressly permitted by us); and (ix) you will not remove any proprietary notices or labels from any materials provided by Lagniappe Social Lab.

1.4 Compliance: You will be solely responsible for your use of the Services and the content generated through them, including (a) the quality and integrity of any data and other information, including Personal Information, made available to us by or for you through the use of the Services, (b) securing and maintaining proper insurance as required, and (c) compliance with all applicable laws and regulations including but not limited to HIPAA and other data privacy laws. Lagniappe Social Lab is not responsible for your compliance with laws and does not represent that your use of the Services will comply with any laws, including but not limited to HIPAA, PCI, Gramm-Leach-Bliley Act, and other similar laws and regulation.

1.5 Privacy.  By using the Services and providing Information to Lagniappe Social Lab, you consent to Lagniappe Social Lab’s use and disclosure of the Information in accordance with the Privacy Policy available at [Insert Link to Lagniappe Social Lab Privacy Policy] and incorporated herein by reference.  You agree that Lagniappe Social Lab has no responsibility or liability for the deletion or failure to store any Information or content maintained or transmitted in relation to the Services, unless otherwise explicitly agreed upon.  When Lagniappe Social Lab creates content for your customers or manages aspects of your digital presence, you must implement and enforce your own terms of service and Privacy Policy for your customers, providing the level of protection at least equal to that provided to you by Lagniappe Social Lab.  You must obtain consent from your customers, affirmatively acknowledging that your customers agree to be bound by your privacy policy.  You represent and warrant that you have provided, and will continue to provide, adequate notices and have obtained, and will continue to obtain, the necessary permissions and consents to provide your customers’ data to us for use and disclosure in accordance with these Terms and our Privacy Policy.

1.6 Login Credentials.  You are responsible for maintaining the confidentiality of your Login Credentials for any client portals or third-party tools provided or managed by Lagniappe Social Lab for your access.  You are responsible for all uses of your Client Account and Login Credentials, whether or not authorized by you.  You agree to notify Lagniappe Social Lab immediately of any unauthorized access to or use of your Client Account or Login Credentials or any other breach of security.  Lagniappe Social Lab reserves the right to disable your Login Credentials at any time in its sole discretion for any or no reason, including if, in Lagniappe Social Lab’s opinion, you have violated any provision of these Terms.  Client Accounts are non-transferable.  You are obligated to take preventative measures to prohibit unauthorized users from accessing your Client Account with your Login Credentials.  You give consent to Lagniappe Social Lab to access and monitor your Client Account for support and security purposes, and/or to perform its obligations under these Terms or to enforce these Terms.

1.7 Use of Communication Services.  The Services may include certain communications features such as SMS, MMS, email, voice call capabilities, and other methods utilized by Lagniappe Social Lab on your behalf.  Separate Communication Surcharges for these services may apply and will be charged to your invoice.  If Lagniappe Social Lab uses these features on your behalf, you agree that you are exclusively responsible for all communications sent using the Services, including compliance with all laws governing those communications including but not limited to the Telephone Consumer Protection Act (“TCPA”), the Do Not Call Registry Rules and the CAN-SPAM Act. You represent and warrant that you understand and will comply with those laws.  Lagniappe Social Lab is not responsible for your compliance with laws and does not represent that your use of the Services will comply with any laws.  Lagniappe Social Lab is a technology service provider ONLY.  Lagniappe Social Lab does not originate, send, or deliver any communications to any recipient via SMS, MMS, email, or other communication method without your explicit direction or approval.  All communications, whether SMS, MMS, email or otherwise, are created by and initiated by you or sent automatically via the Services at your direction.

1.8 Third Party Services.  Lagniappe Social Lab leverages various AI tools and platforms, such as GoHighLevel, Sprout Social, Hootsuite, and Buffer, to provide its Services.  You acknowledge that by contracting with Lagniappe Social Lab, you grant permission for us to integrate and share your data with these Third-Party Service providers in order to facilitate the provision of Services.  You also represent and warrant that you have the appropriate consents for importing any data (including data of your customers) that you request Lagniappe Social Lab to utilize from other Third-Party Services and/or are the rightful owner of such data.  Lagniappe Social Lab is not responsible for, and Lagniappe Social Lab hereby disclaims any liability for, any act or omission of any Third-Party Services provider or the operation of any Third-Party Services, including access to, modification of, or deletion of data, regardless of whether Lagniappe Social Lab endorses, approves, promotes, or supports any such Third-Party Services. You hereby irrevocably waive any claim against Lagniappe Social Lab with respect to the content or operation of any Third-Party Services.  Your use of the Third-Party Services, where you have direct access or accounts, is governed by your agreement with such Third Party, including any supplemental policies imposed by the Third Party.  You are solely responsible for reviewing and complying with any terms of use, privacy policies or other terms governing your use of these Third-Party Services, which you use at your own risk.  Lagniappe Social Lab disclaims all liability related to outages or downtime of Third Party Services.

1.9 Third Party Content.  The Services or content created through them may include Third Party Content.  Your use of Third Party Content is entirely at your own risk and discretion.  All statements and opinions expressed in Third Party Content are solely the opinions and the responsibility of the third party and do not necessarily reflect the opinion of Lagniappe Social Lab. Lagniappe Social Lab is not responsible for Third Party Content and makes no endorsements, representations or warranties and assumes no liability, obligation, or responsibility for Third Party Content.  You are responsible for ensuring that your engagement or transactions with Third Party Content follows these Terms and any applicable laws.

1.10 Excessive Use Restrictions; Trials.  Lagniappe Social Lab provides access to its services on a tiered-pricing basis (e.g., Social Media Revival, Content & Brand Amplifier, Local Intelligence & Strategy).  Some tiers are designed for specific levels of service and usage.  If, in Lagniappe Social Lab’s sole discretion, we determine that your requested data use or service demands are excessive, abusive, or have a negative effect on our ability to provide services to you or other clients, we may (1) require that you upgrade your Services in order to continue your activity levels if your demands exceed the intended use of your existing service tier or if Lagniappe Social Lab’s operational costs to support your service usage exceeds the subscription price; (2) suspend or terminate your use of the Services, and/or (3) reduce the scope of services provided.

Trial periods (e.g., Free “14-Day Reactivation Sprint,” Free Social Media Presence Analysis) are not intended to be used consecutively or repeatedly to avoid subscription fees.  If we discover that you are doing back-to-back trials to avoid paying a subscription fee, then, without prejudice to any other remedies available under law, Lagniappe Social Lab reserves the right to suspend or terminate your access to Services and further ban you from using future Services in Lagniappe Social Lab’s sole discretion.

1.11 Service Updates.  Lagniappe Social Lab reserves the right to make updates or changes to its service offerings, tools, or methods at any time, including changes that may affect the previous mode of operation.  You agree that your use of the Services or purchase is not contingent on Lagniappe Social Lab’s future delivery or release of any functionality or feature, including but not limited to the continuation of a certain service or any Third-party Service.

1.12 International Use.  Lagniappe Social Lab is a Louisiana-based firm and makes no representation that its Services are appropriate or available for use in locations outside the United States.  Those who choose to access or utilize the Services from other locations do so on their own initiative and at their own risk.  If you choose to engage Lagniappe Social Lab from outside the United States, you are responsible for compliance with local laws in your jurisdiction.  You agree to comply with all economic sanctions and export control laws, rules, and regulations.

1.13 Artificial Intelligence Acceptable Use Policy: Before using any AI-based features or content generated through the Services, you must ensure that you are in a jurisdiction that allows such AI usage.  If you elect to use any AI-based features or content from Lagniappe Social Lab, you are responsible for ensuring that you are using our AI-based features in compliance with our Artificial Intelligence Acceptable Use policy which is attached hereto as Exhibit B.

1.14 Domain Names.  If Lagniappe Social Lab assists you with purchasing or managing a domain name as part of its Website Design & Upgrade Services, Lagniappe Social Lab may purchase it on your behalf, and Lagniappe Social Lab may be the listed registrant.  You must use the domain name in compliance with these Terms.  If requested by you in writing, Lagniappe Social Lab will transfer the domain name to you.  A transfer fee may apply.  You agree to indemnify and hold Lagniappe Social Lab harmless from any claim or demand, including reasonable attorneys’ fees, arising from your use of such domain, including any breach of these Terms and any violations of applicable laws as it pertains to use of the domain name.

1.15 Ecommerce Products and Services.  Where Lagniappe Social Lab designs, builds, or provides content for your e-commerce platform, you are solely responsible for the products and services that you sell through your e-commerce presence (including description, price, fees, tax that you calculate, defects, required legal disclosures, regulatory compliance, offers or promotional content), including compliance with any applicable laws or regulations. You acknowledge and agree to provide public-facing contact information, a refund policy and order fulfillment timelines on your store.  Lagniappe Social Lab does not provide refunds to your customers.  Lagniappe Social Lab does not pre-screen your products or services, and it is in our sole discretion to refuse to provide services or remove content if Lagniappe Social Lab determines in its sole discretion that your offerings or content violate our Code of Conduct or these Terms.  You are the seller of record for all items you sell.  You are responsible for the creation and operation of your store, your products, and all aspects of the transactions between you and your customer(s).  This includes, but is not limited to, authorizing the charge to the customer in respect of the customer’s purchase, refunds, returns, fulfilling any sales or customer service, fraudulent transactions, required legal disclosures, regulatory compliance, alleged or actual violation of applicable laws (including but not limited to consumer protection laws in any jurisdiction where you offer products or services for sale), or your breach of these Terms. You represent and warrant that your store, your products, and services will be true, accurate, and complete, and will not violate any applicable laws, regulations, or rights of third parties.  For the avoidance of doubt, Lagniappe Social Lab will not be the seller or merchant of record and will have no responsibility for your store or items sold to customers.  Lagniappe Social Lab is not responsible for damages or lawsuits that arise if you break the law, breach this agreement or go against the rights of a third party.  You need to ensure that the terms & conditions applicable to your transactions with your customers do not conflict with these Terms.

2. Code of Conduct.  You represent and warrant that, when using or benefiting from the Services, you will comply with the Code of Conduct set forth in Exhibit A. Lagniappe Social Lab reserves the right to seek all remedies available to it in the event that you violate this Agreement, including the Code of Conduct, up to and including termination of your Client Account and cessation of Services.

3. Payment

3.1 Fees and Auto-Renewal.  You agree to provide Lagniappe Social Lab with accurate and complete billing information, including your name, address, credit card information, and phone number, and to notify Lagniappe Social Lab of any changes within 10 days of such change.  Your continued use of Lagniappe Social Lab's services is subject to the timely payment of all applicable Fees.

Fees for services provided by Lagniappe Social Lab may include, but are not limited to, subscription fees for monthly tiered services such as Social Media Revival ($149–$249/month), Content & Brand Amplification ($299–$499/month), and Local Intelligence & Strategy ($499–$799/month).  Additionally, fees may encompass one-time website design or upgrade services, including Basic Website Setup ($299–$499), Website Refresh/Upgrade ($199–$349), Full Funnel Build ($499–$799), or the introductory bundled offer when activating a Tier 1 service ($0–$149).  Other charges may include Communication Surcharges, add-on service fees (e.g., Paid Ads Management, On-site Video/Photo Days, Reputation Management, Email/SMS Coordination, Design Kits, Consulting Services), or other usage-based or subscription-based fees as incurred by you.

Please note that fee rates and amounts are subject to change from time to time.  Fees for subscription services are billed in advance on either a monthly or annual basis, depending on your chosen subscription plan.  Usage-based fees, such as Communication Surcharges, are calculated based on actual usage and will appear as separate line items on your monthly invoice.  All Fees are exclusive of applicable sales, VAT, GST, and other governmental assessments ("Taxes") unless explicitly stated otherwise, and are non-refundable.  Lagniappe Social Lab will automatically charge the credit card on file when your Fees become due.  For Platform accounts utilizing a 'wallet' feature, funds pre-loaded into this wallet may be used to cover service fees or support client rebilling, and consent is provided for deductions from the wallet.  In the event of a negative wallet balance, the credit card on file will be automatically charged to cover the balance and add necessary funds.

3.2 Late Payments and Payment Disputes.  If, for any reason, your credit card company declines or otherwise refuses to pay the amount owed for the Services you have purchased, we will re-attempt to charge the card on file for a period of 7 business days.  If, after re-attempting to charge your card, we are still unable to process the transaction, your Client Account may be force-canceled for non-payment in Lagniappe Social Lab’s sole discretion.  Additionally, we may require you to pay any overdue Fees and other amounts incurred (including any third-party chargeback fees or penalties) by other means acceptable to us.  In the event legal action is necessary to collect on balances due, you agree to reimburse us for all expenses incurred to recover sums due, including attorney fees and other legal expenses.  In the event that you dispute any charges on your invoice, you must notify us in writing within thirty (30) days of the invoice date.  You must pay all invoiced Fees and charges while the dispute is pending, or you waive the right to pursue the dispute.  Where you are disputing any Fees or charges, you must act reasonably and in good faith and cooperate diligently with us to resolve the dispute.  All Lagniappe Social Lab determinations regarding your obligation to pay invoiced Fees and charges are final.

3.3 Cancellations.  You may cancel your subscription through your Client Account, by submitting a support ticket, or by calling our support team at (985) 379-9171.  You are solely responsible for the cancellation of Services associated with your account, and, subject to other provisions of these Terms, you will be responsible for all Fees incurred until such cancellation occurs.  No refunds will be provided for your failure to properly cancel the Services associated with your account.

3.4 Client Fees.  You are solely responsible for all client pass-through Fees and related expenses (e.g., ad spend for Paid Ads Management), including but not limited to refunds and chargebacks of such pass-through Fees.  Lagniappe Social Lab is not responsible for resolving issues or disputes between you and your customers regarding pass-through Fees.  You are solely responsible for all financial transactions you and your customers engage in on your digital properties for which Lagniappe Social Lab provides Services.  You are exclusively responsible for all chargebacks related to activities of you and your customers, regardless of the reason for the chargeback.  You are solely responsible for collecting and remitting to government authorities any taxes and government assessments related to your business activities.

3.5 Refunds.  All Fees assessed by Lagniappe Social Lab are non-refundable, including subscription Fees and one-time service fees, regardless of whether you actually accessed or fully utilized the Services during your subscription period.  You are solely responsible for any excess Fees incurred by you as a result of an error or omission made by you or a third party.  Lagniappe Social Lab does not provide Fee refunds or credits for such errors or omissions, or for partially used or unused Service subscriptions.  Except as may be required by law, Lagniappe Social Lab reserves the right to issue or deny a refund or credit in its sole and absolute discretion, at any time, for any reason, and Lagniappe Social Lab’s determination of if and when to issue or deny a refund or credit is final.

3.6 Taxes and Government Assessments.  All Fees are exclusive of any sales, VAT, GST and use taxes, levies, fees, duties, interest, penalties, and other governmental assessments (“Taxes”) unless mentioned otherwise in these Terms.  You are exclusively responsible for Taxes associated with your use of the Services and your business activities, including all Taxes associated with transactions you conduct with your customers.  Lagniappe Social Lab may collect Taxes from you as part of the Fees as legally required or as Lagniappe Social Lab deems appropriate, and all Lagniappe Social Lab determinations regarding what Taxes to collect are final.  You will indemnify Lagniappe Social Lab for all Claims related to Taxes that are associated with your activities, including any Taxes related to your transactions with your customers as further described above.  Taxes are nonrefundable.

4. Affiliate Program.  Lagniappe Social Lab offers an Affiliate Program under which commissions can be earned for referring new customers to Lagniappe Social Lab.  Your participation in the Affiliate Program is subject to Lagniappe Social Lab’s approval and your acceptance of the Affiliate Agreement, a copy of which is available at https://www.gohighlevel.com/?fp_ref=lagniappe-social-lab57 and is incorporated herein by reference.  You must establish a payment account linked to your Lagniappe Social Lab account in order to earn and receive commission payouts.  Commissions may be forfeited if Lagniappe Social Lab is unable to submit payment to your payment account for any reason.

5. Intellectual Property

5.1 Service Content.  The content, functionality, communication channels, and proprietary methods used in providing the Services (“Service Content”) are the property of Lagniappe Social Lab or its licensors and are protected by copyright, trademark, and other intellectual property laws.  Service Content does not include Client Contributions, as defined below.  Lagniappe Social Lab grants you a personal, royalty-free, non-assignable, revocable, and non-exclusive license to access and use the Service Content for the purpose of receiving the Services.  Any other use, including the reproduction, modification, distribution, transmission, republication, framing, display, or performance of Service Content without prior permission of Lagniappe Social Lab is prohibited.

5.2 Lagniappe Social Lab Marks and Advertisements.  Lagniappe Social Lab’s name, logo, or Marks are trademarks and service marks of Lagniappe Social Lab and may not be used without advance written permission of Lagniappe Social Lab, including but not limited to as part of any company name or domain name or in connection with any product or service that is not provided by Lagniappe Social Lab, or in any manner that is likely to cause confusion, or in any manner that disparages, discredits, or misrepresents Lagniappe Social Lab. You may not remove any Lagniappe Social Lab Marks, name or logo or other proprietary notices, including, without limitation, attribution information, credits, and copyright notices that have been placed on or near the Service Content.  Other products or company names mentioned in relation to the Services may be trademarks or service marks of their respective owners.  You will not (i) make any unauthorized representations, warranties or false, misleading, or deceptive statements regarding Lagniappe Social Lab and its Services (ii) include Lagniappe Social Lab or any of its Services in any of your comparative and/or marketing advertisements without explicit permission.

5.3 Client Contributions.  “Client Contributions” are content or materials that you post, submit, upload, publish, display, or transmit to or through the Services or to Lagniappe Social Lab directly (e.g., brand guidelines, existing photos, videos, testimonials, FAQs, menus, offers).  Client Contributions are considered non-confidential and non-proprietary.  You grant Lagniappe Social Lab, our service providers and each of their licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose Client Contributions to third parties for the sole purpose of fulfilling Lagniappe Social Lab’s obligations under these Terms.  Lagniappe Social Lab is not responsible or liable to any third party for the content or accuracy of any Client Contributions, nor do we endorse the Client Contribution of third parties.  Lagniappe Social Lab is not responsible for any failure or delay in removing Client Contributions that violate the Terms.  Lagniappe Social Lab reserves the right to delete or otherwise remove any Client Contributions we deem to be in violation of these Terms, with or without notice, at any time, for any reason.  You represent and warrant that: (i) you own or control all rights in and to the Client Contributions and have the right to grant the license granted above; (ii) all of your Client Contributions comply with these Terms; and (iii) you understand and acknowledge that you are responsible for the legality, reliability, accuracy and appropriateness of your Client Contribution.

5.4 Prohibited Client Contributions.  You are prohibited from posting or providing Client Contributions that: (i) are unlawful, threatening, abusive, harassing, defamatory, deceptive, fraudulent, tortious, invasive of another’s privacy, or includes graphic descriptions of sexual or violent content; (ii) victimize, harass, degrade, or intimidate an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, disability, or otherwise; (iii) infringe any patent, trademark, trade secret, copyright, right of publicity, or other proprietary or intellectual property right of any party; or (iv) breach the security of, compromise or otherwise allow access to secured, protected or inaccessible areas.

5.5 Feedback.  If you provide Feedback (ideas for improvements, enhancements, new features), you agree and acknowledge that your submission of Feedback is voluntary, non-confidential, and gratuitous, and Lagniappe Social Lab and its affiliates have no obligation to use the Feedback.  You grant Lagniappe Social Lab and its designees a perpetual, irrevocable, non-exclusive, fully paid up and royalty-free license to use any Feedback you submit to Lagniappe Social Lab without restrictions or payment or other consideration of any kind, or permission or notification to you or any third party.

5.6 Copyright; Digital Millennium Copyright Act.  Lagniappe Social Lab respects intellectual property rights.  If you believe that your copyrights have been infringed by Lagniappe Social Lab or a third party content used by Lagniappe Social Lab, you should notify us of your infringement claim in accordance with the procedure set forth below.  You may submit a DMCA Takedown Request by emailing [email protected] (Subject line: “DMCA Takedown Request”) with a physical copy mailed to the designated copyright agent address below.

Lagniappe Social Lab Inc. Attention: Copyright Agent [Insert Address]

To be effective, the notification must be in writing and contain the information below. 

DMCA Takedown Requests that do not comply with the following requirements will be rejected and not processed:

• An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;

• A description of the copyrighted work or other intellectual property that you claim has been infringed;

• A description of where the material that you claim is infringing is located within the Services, with enough detail that we may locate it;

• Your address, telephone number, and email address;

• A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and

• A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

5.7 Usage Data.  Lagniappe Social Lab may access, collect, analyze, and use the data, information, or insights generated or derived from the provision, use and performance of the Services and related software, programs, and technologies (“Usage Data”) in accordance with our Privacy Policy.  Lagniappe Social Lab owns all such Usage Data.  If Lagniappe Social Lab desires to disclose any Usage Data, then Lagniappe Social Lab will anonymize all Usage Data in such disclosure and disclose such Usage Data in aggregate form only in a manner that does not identify you or your customers and would not permit a third party to identify you or your customers.

6. Disclaimers

Lagniappe Social Lab makes no guarantees that your business will be profitable and that you will make money using the Services.  Except as otherwise set forth in these Terms, Lagniappe Social Lab is not providing any business opportunities with use of the Services.

THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT.  YOUR USE OF THE SERVICES IS AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR SYSTEMS OR LOSS OF DATA THAT RESULTS FROM SUCH ACTIVITIES.  YOU AGREE THAT LAGNIAPPE SOCIAL LAB HAS NO RESPONSIBILITY OR LIABILITY FOR THE DELETION OR FAILURE TO STORE ANY INFORMATION OR CONTENT MAINTAINED OR TRANSMITTED FOR OR THROUGH THE SERVICES.

WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT (A) THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, ACCURATE OR RELIABLE, (D) CERTAIN FEATURES WILL BE ADDED TO THE SERVICES, OR (E) THE QUALITY OF THE SERVICES WILL MEET YOUR EXPECTATIONS OR BE FREE FROM MISTAKES, ERRORS OR DEFECTS.

YOU ACKNOWLEDGE THAT THE INTERNET AND TELECOMMUNICATIONS PROVIDERS’ NETWORKS ARE INHERENTLY INSECURE.  ACCORDINGLY, YOU AGREE THAT LAGNIAPPE SOCIAL LAB IS NOT LIABLE FOR ANY CHANGES TO, INTERCEPTION OF, OR LOSS OF YOUR DATA WHILE IN TRANSIT VIA THE INTERNET OR A TELECOMMUNICATIONS PROVIDER’S NETWORK.

LAGNIAPPE SOCIAL LAB MAKES NO WARRANTY REGARDING ANY TRANSACTIONS EXECUTED THROUGH A THIRD PARTY OR THIRD PARTY SERVICES, OR IN CONNECTION WITH THE SERVICES, AND YOU UNDERSTAND AND AGREE THAT SUCH TRANSACTIONS ARE CONDUCTED ENTIRELY AT YOUR OWN RISK.  ANY WARRANTY THAT IS PROVIDED IN CONNECTION WITH ANY SERVICES OR CONTENT AVAILABLE ON OR THROUGH THE SERVICES FROM A THIRD PARTY OR THROUGH THIRD PARTY SERVICES IS PROVIDED SOLELY BY SUCH THIRD PARTY.

WE RESERVE THE SOLE RIGHT TO EITHER MODIFY OR DISCONTINUE THE SERVICES, INCLUDING ANY FEATURES THEREIN, AT ANY TIME WITH OR WITHOUT NOTICE TO YOU.  WE SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY SHOULD WE EXERCISE SUCH RIGHT.  MODIFICATIONS MAY INCLUDE, BUT ARE NOT LIMITED TO, CHANGES IN THE PRICING STRUCTURE AND THE ADDITION OF FREE OR FEE-BASED SERVICES.  ANY NEW FEATURES THAT AUGMENT OR ENHANCE THE THEN-CURRENT SERVICES SHALL ALSO BE SUBJECT TO THESE TERMS OF SERVICE.

7. Limitation of Liability, Indemnification, and Mitigation

Your exclusive remedy and our entire liability, if any, for any claims arising out of these Terms and your use of the Services shall be limited to the amount you paid us for Services purchased during the three (3) month period before the act giving rise to the liability, provided however, this limitation will not apply to you if you only use the free Services, and in this case, if Lagniappe Social Lab determines to have any liability to you or any third party arising from your use of the free Services, then Lagniappe Social Lab’s aggregate liability will be limited to one hundred U.S. dollars.

IN NO EVENT SHALL LAGNIAPPE SOCIAL LAB BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM MALICIOUS CODE, LOSS OF USE, DATA OR PROFIT LOSS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SERVICES OR THIRD PARTY SERVICES OR OF ANY WEBSITE REFERENCED OR LINKED TO FROM THE SERVICES.

FURTHER, WE SHALL NOT BE LIABLE IN ANY WAY FOR THIRD PARTY SERVICES OR DISRUPTIONS THEREOF, OR THIRD PARTY PROMISES AND/OR STATEMENTS REGARDING OUR SERVICES OR CONTENT OR FOR TRANSACTIONS WITH THE THIRD PARTY THROUGH THE SERVICES, INCLUDING WITHOUT LIMITATION THE PROCESSING OF ORDERS.

You agree to defend, indemnify, and hold Lagniappe Social Lab harmless against all demands, claims, actions, proceedings, damages, liabilities, losses, fees, costs or expenses (including without limitation reasonable attorneys’ fees and the costs of any investigation) directly or indirectly arising from or in any way connected with your use of the Services (“Claims”), including, but not limited to: (a) our use of or reliance on information or data supplied or to be supplied by you, your employees, or agents; (b) any breach of or default under these Terms by you, your employees, or agents; (c) the wrongful use or possession of any Lagniappe Social Lab property by you, your employees, or agents; (d) any negligence, gross negligence or willful misconduct by you or your employees, or agents; (e) misrepresentations by you, your employees, or agents (f) violation(s) of applicable law by you, your employees, or agents, (g) your actions and the actions of your employees, or agents; (h) the acts or omissions of you, your employees, or agents in connection with providing notice and obtaining consents regarding the origination or content of any messages or other communications using the Services, (i) Taxes and other Fees and/or (j) any disputes between you and your client(s).

8. Limitation On Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES MUST BE COMMENCED WITHIN THREE (3) MONTHS AFTER THE EVENT GIVING RISE TO THE ACTION OR CLAIM OCCURRED, REGARDLESS OF WHEN YOU KNEW OR SHOULD HAVE KNOWN ABOUT IT; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

9. Injunctive Relief

You agree that a breach of these Terms will cause irreparable injury to Lagniappe Social Lab for which monetary damages would not be an adequate remedy, and Lagniappe Social Lab shall be entitled to seek equitable relief, in addition to any remedies it may have hereunder or at law, without having to post a bond or other security.

10. Waiver And Severability

No waiver by Lagniappe Social Lab of a term or condition set forth in these Terms shall be deemed a continuing waiver of such term or condition or a waiver of any other term or condition.  Any failure of Lagniappe Social Lab to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Service will continue in full force and effect.

11. Change of Control

Lagniappe Social Lab may assign its rights under these Terms at any time, without notice to you.  You may not assign your rights under these Terms without Lagniappe Social Lab’s prior written consent which may be withheld at Lagniappe Social Lab’s sole discretion.

12. Entire Agreement

Except as noted below, these Terms constitute the sole and entire agreement between you and Lagniappe Social Lab with respect to the Services and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Services.  These Terms may not be altered, supplemented, or amended by the use of any other document(s) unless an authorized representative of Lagniappe Social Lab. signs such document

Lagniappe Social Lab may enter into a separate agreement with you.  The terms of any separate agreement between you and Lagniappe Social Lab will be considered a part of your entire agreement with Lagniappe Social Lab.  To the extent there is a conflict between these Terms and the terms of your separate agreement with Lagniappe Social Lab, your separate agreement with Lagniappe Social Lab will control.

13. Term and Termination.  These Terms will remain in full force and effect so long as you maintain a Client Account or receive Services from Lagniappe Social Lab.  The sections of these Terms that are intended to survive termination of your Client Account will remain binding even after you are no longer a client.

13.1 Grounds for Termination.  You agree that Lagniappe Social Lab, in its sole discretion, may suspend or terminate your access to the Services (or any part thereof) for any reason, with or without notice, and without any liability to you or to any third party for any claims, damages, costs or losses resulting therefrom.  Any suspected fraudulent, abusive, or illegal activity may be grounds for barring your access to Services, and reporting you to the proper authorities, if necessary.  Lagniappe Social Lab reserves the right to delete Client Accounts that have remained inactive for ninety (90) days or more.

13.2 No Right to Services Upon Termination.  Upon termination and regardless of the reason(s) motivating such termination, your right to use the Services will immediately cease.  Lagniappe Social Lab is not liable to you or any third party for any claims for damages arising out of any termination or suspension or any other actions taken by us with regards to your Service access.

14. Applicable Law, Binding Arbitration, and Class Action Waiver

PLEASE READ THE FOLLOWING PARAGRAPHS CAREFULLY BECAUSE THEY REQUIRE YOU TO AGREE TO RESOLVE ALL DISPUTES BETWEEN US THROUGH BINDING INDIVIDUAL ARBITRATION.

The laws of the State of Louisiana will govern these Terms of Service and any disputes under them, without giving effect to any principles of conflicts of laws.  These Terms may be translated into different languages—only the English version is valid and enforceable.

Any controversy or claim arising out of or relating to these Terms shall be exclusively settled by arbitration administered by the American Arbitration Association in accordance with Commercial Arbitration Rules, then in effect.  The Federal Arbitration Act governs this arbitration provision.  The arbitration proceedings shall be held in La Place, Louisiana.  Any arbitration award may be entered in a court of competent jurisdiction.

All claims and disputes within the scope of this arbitration agreement must be arbitrated or litigated on an individual basis and not on a class basis.  Claims of more than one customer or user cannot be arbitrated or litigated jointly or consolidated with those of any other customer or user.

15. Communications and Contact Information

All notices to a party shall be in writing and shall be made via email.  Notices to Lagniappe Social Lab must be sent to [email protected]].  You agree to allow us to submit notices to you either through the email address you provided when registering, or to any address we have on record.  Notices are effective on receipt.

Lagniappe Social Lab may contact you regarding these Terms using any information you provide, or by any other means if you do not provide contact Information.  If you no longer wish to receive communications from Lagniappe Social Lab, you can click on the “unsubscribe link” provided in such communications or contact us at [email protected]].

When you create a Client Account, you must designate a primary email address that will be used for receiving electronic communication related to these Terms.  Lagniappe Social Lab will never send you an email requesting confidential information such as account numbers, usernames, or passwords, and you should never respond to any email requesting such information.  If you receive such an email from Lagniappe Social Lab, do not respond to the email and notify Lagniappe Social Lab by emailing us at [Insert Legal Email Address].

For all other feedback, comments, requests for technical support, and other communications relating to the Services or the Terms, please contact us at: Lagniappe Social Lab ATTN: Legal Department 1420 W Airline Hwy (985) 379-9171

16. Definitions

16.1 “Client Account” means the account you created in order to access and use the Services or communicate with Lagniappe Social Lab.

16.2 “Client Contributions” means content or materials that you post, submit, upload, publish, display, or transmit to or through the Services or to Lagniappe Social Lab directly (e.g., brand guidelines, existing photos, videos, testimonials, FAQs, menus, offers).

16.3 “Communication Surcharges” means any applicable communications service or telecommunication provider (e.g., carrier) fees or surcharges related to your use of communication services provided by Lagniappe Social Lab on your behalf. 

16.4 “Competitor” shall include, but not be limited to, any entity carrying on a business of AI-powered digital marketing, content creation, web design, or strategic outreach services similar to Lagniappe Social Lab, as determined by Lagniappe Social Lab in its sole discretion. 

16.5 "Feedback” means ideas you provide to Lagniappe Social Lab regarding improvements, enhancements, new features, new products, or other concepts related to the Services or other services, products, matters related to Lagniappe Social Lab’s or its affiliates’ business. 

16.6 “Fees” means any fees associated with the Services, including but not limited to subscription fees, one-time service fees, and any fees associated with add-in Services that you may purchase.

16.7 "Information” means data about you and your customers that Lagniappe Social Lab collects in relation to the Services, including but not limited to information required to create a Client Account and use the Services for the intended purpose. 

16.8 “Lagniappe Social Lab Marks” means the Lagniappe Social Lab name and related logos and service marks of Lagniappe Social Lab.

16.9 “Login Credentials” means the username and password used to access your Client Account, including API keys and access to third party integrations used with the Services. 

16.10 “Prohibited Uses” means the behaviors described in Exhibit A.

16.11 “Services” means the variety of AI-powered digital marketing, content creation, web design, local intelligence, and strategic outreach solutions that Lagniappe Social Lab provides, including monthly tiered services and add-on services.  Services may include components from Third Party Services. 

16.12 “Service Content” means content, data, features, and functionality, including but not limited to text, graphics, videos, logos, button icons, databases, music, sounds, images, or other material created by Lagniappe Social Lab or used in providing the Services.  Service Content does not include Client Contributions. 

16.13 “Third Party Content” means content, promotions or offers provided by third parties or links to external third-party websites that may be integrated into or accessible through the Services. 

16.14 “Third Party Services” means third-party websites, databases, networks, servers, information, software, programs, systems, directories, applications, or products or services offered by a third party and utilized by Lagniappe Social Lab to provide its Services.  This includes but is not limited to platforms like GoHighLevel, Sprout Social, Hootsuite, or Buffer. 

16.15 “You” or “you” or any derivatives thereof means the individual who accepted the Terms or the business entity that the individual represents.  “You” also includes any and all agents, employees, or third parties that are authorized to act on your behalf or benefit from the Services you procure from Lagniappe Social Lab.

EXHIBIT A: CODE OF CONDUCT

The following are considered Prohibited Uses of the Services.  Engaging in a Prohibited Use is a material breach of these Terms for which Lagniappe Social Lab may immediately suspend or terminate your Client Account and Services in accordance with these Terms:

• Use of the Services in any way that violates any applicable law or regulation.

• Use of the Services to exploit, harm, or attempt to exploit or harm anyone in any way.

• Use of the Services to transmit or procure the sending of any unlawful advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation, without proper consent and compliance.

• Impersonating or attempting to impersonate Lagniappe Social Lab, a Lagniappe Social Lab employee, another client or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).

• Engaging in any other conduct that restricts or inhibits anyone's use or enjoyment of the Services.

• Engaging in any conduct that may, as determined by Lagniappe Social Lab, harm Service users, or Lagniappe Social Lab, or expose either to liability.

• Introducing any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful to systems Lagniappe Social Lab uses.

• Child sexual exploitation or abuse content.

• Sexually explicit content.

• Generation of hateful, harassing, or violent content.

• Abusive or fraudulent conduct.  This includes but is not limited to:

  • Promoting or facilitating the generation or distribution of spam, fraudulent activities, swindles, phishing, or malware;

  • Compromising cybersecurity systems or gaining unauthorized access to violate the integrity of any user, network, computer or communications system, software application, or network or computing device;

  • Violate any natural person’s rights, including privacy rights as defined in applicable privacy law;

  • Appropriating confidential or personal information;

  • Impersonating a human by presenting AI-generated results as human-generated without proper disclosure;

  • Engaging in disinformation campaigns;

  • Astroturfing, or the generation of fake grassroots support or fake review information;

  • Plagiarize or engage in other forms of academic dishonesty.

• Illegal or highly regulated goods or services content, or other activity that has a high risk of economic or physical harm.  This includes but is not limited to:

  • Engaging in any illegal activity;

  • Providing instructions on how to commit or facilitate any type of crime;

  • Gambling;

  • Payday lending;

  • Crypto mining practices;

  • Automatic determinations of eligibility for credit, employment, educational institutions, or public assistance services;

  • Engaging in unauthorized practice of law or seeking unreviewed legal advice;

  • Engaging in unauthorized practice of medicine or seeking unreviewed medical advice;

  • Providing unauthorized financial advice;

  • Law enforcement application or criminal justice decisions;

  • Military or warfare application, weapons development;

  • Management or operation of critical infrastructure in energy, transportation, and water;

  • Political campaigning or lobbying in violation of campaign laws.

EXHIBIT B: ARTIFICIAL INTELLIGENCE ACCEPTABLE USE POLICY

• AI features and content generated by Lagniappe Social Lab’s Services may not be used in any manner contrary to the relevant laws, regulations, and industry standards, including, but not limited to, data protection and privacy regulations (e.g., GDPR, CCPA); financial industry guidelines (e.g., PCI DSS); as a part of automated decision-making processes with legal or similarly significant effects; or in violation of any intellectual property rights or geographical restriction.

• AI features and content may not be used to discriminate against any person or groups on grounds of religion, race, sexual orientation, gender, national/ethnic origin, political beliefs, disability, health status, trade union membership, age, criminal convictions or engage in any biased, intimidating, defamatory, harassing, bullying or otherwise inappropriate behaviors.

• AI features and content may not be used for generating individualized advice that in the ordinary course of business would be provided by a licensed professional including but not limited to medical, financial, tax, or legal advice.  You must disclose to your customers when they are interacting with an AI-based voice or chatbot that is part of the Services provided to you.

• All assets created through the use of generative AI systems must be professional and respectful.  You may not use offensive or abusive language and may not engage in any behavior that could be considered discriminatory, harassing, or biased when utilizing AI-generated content.

• You must take necessary steps to protect confidential and sensitive information of your users and customers.

• AI usage may not damage, disable, overburden, or impair any websites or launch any automated system, including “robots,” “spiders,” or “offline readers,” that sends more request messages to any servers in a given period of time than a human can reasonably produce in the same period by using a conventional browser.

• AI features and content may not be used to spread misinformation, engage in malicious activities, or any other uses that could harm individuals or society.

• AI features and content may not be used in any manner which is prohibited by the Agreement or the Code of Conduct provided herein.

Important Considerations for Your Legal Review:

• Specifics for Louisiana Law: While the governing law is set to Louisiana, a legal professional can ensure all state-specific nuances are addressed.

• Third-Party Tools: You mention using specific platforms like GoHighLevel.  Ensure that this ToS aligns with their terms, especially regarding data ownership and privacy.

• Data Processing Addendum (DPA): For services involving client customer data, a separate DPA may be necessary, particularly for GDPR/CCPA compliance.

• Affiliate Agreement Link: Provide the actual link to your Affiliate Agreement.

• Contact Information: Fill in all bracketed placeholders with your actual contact details, email addresses, and physical address.

• Privacy Policy Link: Ensure your Privacy Policy is publicly accessible and linked.

• Service Level Agreements (SLAs): If you intend to offer specific uptime or response time guarantees, these should be in a separate SLA, referenced in your ToS.

• "Platform" vs "Services": I have adapted "Platform" to "Services" throughout to better reflect Lagniappe Social Lab's business model as a service provider using AI tools, rather than a platform provider in the same vein as HighLevel.  Your legal counsel should confirm if this distinction accurately represents your operations and liability.

• White-labeling/Resale: The original HighLevel ToS had extensive sections on white-labeling and resale because HighLevel is a platform that allows others to white-label its services.  Lagniappe Social Lab is using such platforms to provide its own services.  Therefore, I omitted the sections on "White Labeling and Resale MAP Policy" as they would not apply to Lagniappe Social Lab's direct client relationships in the same way.