1. Introduction

These Terms and Conditions (“Terms”) govern the use of the website and services provided by Prospira Digital LLC, a Utah limited liability company, United States (“Company,” “we,” “us,” or “our”). By accessing our website, client portal, or engaging our services, you agree to be legally bound by these Terms.

If you do not agree with these Terms, you must not use our services.

2. Services

Prospira Digital LLC provides communication automation and system configuration services, including SMS communication workflows for individuals who have explicitly opted in to receive messages. Services may include but are not limited to:

Email communications

Funnel and landing page creation.

CRM Configurations.

The scope of services shall be defined in a separate written agreement, proposal, or statement of work when applicable (“Client Agreement”). In the event of any conflict between these Terms and a Client Agreement, the Client Agreement shall govern.

2.A Email & SMS Messaging Terms

By Opting In, submitting your phone number and your information through our website forms, including forms containing an explicit SMS consent checkbox, subscribing to communications, or engaging the Company’s services, you expressly consent to receive SMS communications from PROSPIRA DIGITAL LLC Related to appointment confirmations, service updates, account notifications, and customer support follow-up communications. Message frequency may vary. Message and data rates may apply. Consent is not a condition of purchase. For help, reply HELP or contact us directly. You may opt out of SMS messages at any time by replying “STOP” or following the instructions provided.

Email recipients may unsubscribe at any time using the link included in each email.

Opt-Out & Support

You may cancel the SMS service at any time by replying “STOP” to any message you receive from us. After you send “STOP,” you will receive a confirmation message and will no longer receive SMS communications from us unless you opt in again.

For assistance, reply “HELP” or contact us at: [email protected].

Carrier Liability

Carriers are not liable for delayed or undelivered messages.

As always, message and data rates may apply for any messages sent to you from us and to us from you. You will receive message as needed; message frequency may vary. If you have any questions about your text plan or data plan, it is best to contact your wireless provider.

3. No Guarantee of Results

The Company does not guarantee specific results, outcomes, revenue increases, volume of any type, or performance metrics. Prospira Digital LLC provides system configuration and automation setup services. We do not guarantee specific business outcomes or financial results.

4. Client Responsibilities

The client represents and warrants that:

All materials, claims, offers, and data provided are accurate, lawful, and compliant with applicable laws and platform policies.

The client has the legal right to use all content, trademarks, and data provided.

The client is solely responsible for regulatory compliance, including advertising, consumer protection, privacy, and industry-specific regulations.

The Company shall not be liable for claims arising from the client’s products, services, or representations.

5. Third-Party Platforms

The Company is not responsible for the actions, policy changes, suspensions, bans, outages, restrictions, or enforcement decisions imposed by third-party platforms, including but not limited to Meta, Google, email service providers, SMS carriers, artificial intelligence tools, hosting providers, or payment processors.

6. Subcontractors and Outsourcing

The Company may engage independent contractors, subcontractors, or third-party service providers to perform all or part of the services. The Company shall not be liable for failures or disruptions caused by third-party providers beyond its reasonable control.

7. Payments and Fees

Fees are charged under a mixed pricing model, which may include retainers, one-time fees, or other agreed structures. All fees are due as specified in the applicable agreement.

No refunds shall be issued under any circumstances unless otherwise expressly agreed in writing.

Failure to pay may result in suspension or termination of services.

8. Intellectual Property

Unless otherwise stated in writing:

The Company retains ownership of its methodologies, frameworks, templates, and proprietary processes.

Upon full payment, the client is granted a limited, non-exclusive license to use final deliverables for their intended business purposes.

9. Confidentiality

Both parties agree to maintain the confidentiality of non-public, proprietary, or confidential information disclosed during the course of the business relationship.

We do not sell, rent, or share personal information, including phone numbers, names, or email addresses.

Mobile Information Sharing

Mobile information will not be shared, sold, rented, or disclosed to third parties or affiliates for marketing or promotional purposes. Text messaging opt-in data and consent will not be shared with any third parties.

10. Limitation of Liability

To the maximum extent permitted by law, the Company’s total liability shall be strictly limited to the fees paid by the client to the Company in the three (3) months preceding the claim.

Under no circumstances shall the Company be liable for indirect, incidental, consequential, special, or punitive damages.

11. Testimonials and Public Statements Disclaimer

Any testimonials, case studies, examples, or past performance information displayed on the Company’s website or communication materials are provided for illustrative purposes only and do not constitute guarantees of results. Individual outcomes may vary.

12. Indemnification

The client agrees to indemnify and hold harmless the Company from any claims, damages, losses, liabilities, or expenses arising from:

Client-provided materials or instructions

Violation of laws or platform policies

Client’s products or services

13. Termination

The Company may terminate or suspend services immediately for breach of these Terms or non-payment. Upon termination, all outstanding fees become immediately due.

14. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Utah, without regard to conflict-of-law principles.

15. Arbitration and Dispute Resolution

Any dispute, claim, or controversy arising out of or relating to these Terms or the services provided by the Company shall be resolved exclusively through binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. Arbitration shall take place in the State of Utah unless otherwise agreed in writing.

The parties waive any right to bring claims as part of a class action or representative proceeding.

16. Force Majeure

The Company shall not be liable for failure or delay caused by events beyond its reasonable control, including natural disasters, governmental actions, internet outages, platform outages, algorithm changes, AI system changes, third-party software failures, or policy changes, analytics, email, SMS, or social media platforms.

17. Disclaimer

These Terms are provided for general business purposes and do not constitute legal advice.

This website, products, and service communications are intended for individuals 18 years of age or older and are designed for business and professional purposes only.

We do not knowingly target, market to, or collect personal information from individuals under the age of 18. Minors are not permitted to submit personal information or engage with our marketing communications.

If we become aware that personal information has been collected from an individual under the age of 18, such information will be promptly deleted from our systems.

If you have any questions regarding privacy, please read our privacy policy, click on the following link: Privacy Policy.