Effective Date: November 15th, 2025

Registered Address: 12 Lawson Villas, John Dobson Drive, Morpeth, NE61 3NA, United Kingdom

Solid Ethos LTD., trading as Direct Response PT Digital, Registered in England and Wales, Company Number 13190812

VAT Number 272831301

1. Overview

These Terms of Service (“Terms”) govern all products and services provided by Direct Response PT Digital (“we,” “us,” or “our”), including but not limited to website design and hosting, CRM and automation systems, email and SMS marketing, Pay-Per-Click Ads management, search engine optimization, social media marketing and related consulting or support (“Services”).

By continuing to use our Services after the Effective Date, the client (“you” or “the Client”) agrees to these Terms in full.

2. Scope of Services

The specific features, deliverables, and level of service depend on the plan or package you have subscribed to. Any request for work or functionality outside your agreed plan will be quoted separately and must be approved before proceeding.

We may engage trusted third-party providers (e.g., HighLevel, Google, OpenAI, or hosting vendors) to deliver parts of our Services. You agree that their terms may also apply where relevant.

3. Fees, Billing, and Payment

3.1 Subscription Billing

All subscriptions are billed automatically on a recurring basis via Chargebee and Stripe, in the currency specified at signup.

3.2 Billing Currency

Clients in the United States are normally billed in USD.

Clients in the United Kingdom or elsewhere may be billed in GBP.

Where a payment involves currency conversion, the client’s bank or card issuer will determine the exchange rate and may apply its own conversion or cross-border fees.

3.3 Non-Refundable Payments

All setup fees, initial deposits, and subscription payments are non-refundable once work has begun or once a renewal payment has been processed.

3.4 Late or Failed Payments

3.4.1 Service Suspension

If a payment fails or remains outstanding for more than seven (7) days after the renewal date, we may suspend access to some or all Services until payment is received in full. Suspension does not pause or cancel billing.

3.4.2 Continued Non-Payment

If payment remains outstanding for fourteen (14) days or longer, Services may be permanently suspended and the account may be referred to collection or legal recovery. Access to data and platform services may be withheld until the balance is cleared.

3.4.3 Interest & Recovery Costs

We reserve the right to charge interest on overdue balances at 5% above the Bank of England base rate, calculated daily. Any costs incurred in the recovery of unpaid fees — including administrative time, collection agency fees and legal expenses — may be added to the outstanding amount and become payable by the Client.

3.5 Usage-Based Fees (SMS, Calls, AI, Ads, etc.)

3.5.1 Billing Frequency

Usage-based fees (such as SMS, voice calls, call tracking, paid advertisements, AI/processing costs, or similar third-party charges) are normally billed quarterly unless otherwise agreed in writing.

3.5.2 Flexible Billing Threshold

If usage exceeds $500 (or £400) within any calendar month, we reserve the right to issue an invoice and collect payment for those usage fees before the quarterly billing cycle. This prevents disruption to service and protects sender reputation and platform integrity.

3.5.3 Usage Fees After Cancellation or Suspension

Usage-based fees remain payable for any platform activity conducted before termination or suspension, including during any notice period. These fees do not expire and remain due even if the subscription is cancelled or Services are paused.

3.5.4 Transparency & Logs

All usage fees are supported by platform records and may be requested at any time by the Client. We may provide automated notifications if usage approaches a preset threshold, available upon request.

4. Cancellations and Notice

You may cancel your subscription at any time by providing 30 days’ written notice via email.

Cancellations take effect at the end of the current billing period following the 30-day notice.

Because subscription renewals are processed automatically, any payment processed before receipt of a valid cancellation notice is non-refundable, even if notice is given within 30 days of renewal.

We do not provide partial refunds for unused portions of a subscription period.

5. Price Adjustments

To offset rising operational and currency costs, an 8% price adjustment will take effect from January 1st, 2026 for all existing clients.

Thereafter, we reserve the right to make modest annual price adjustments (normally not exceeding 10%) with at least 30 days’ written notice.

6. Changes to Services or Scope

Requests for additional work or expanded scope (e.g., new website features, campaigns, or automation workflows) will be quoted separately.

We may adjust delivery timelines or fees to accommodate approved changes.

7. Client Responsibilities

You agree to:

• Provide all necessary access, information, and materials in a timely manner.

• Review and approve deliverables within reasonable timeframes.

• Comply with applicable laws regarding the content and data you provide.

Delays in providing assets or approvals may extend project timelines but do not pause subscription billing.

8. Data and Ownership

You own all leads, contacts, and content you upload or create in your account.

We retain ownership of our intellectual property — including design templates, workflows, automations, and software configurations — which remain licensed for your use only while your subscription is active.

9. Confidentiality and Data Protection

Both parties agree to maintain the confidentiality of all proprietary information shared in connection with the Services.

We comply with UK data protection laws and process any personal data solely for the purpose of delivering and supporting our Services.

10. Limitation of Liability

Our Services are provided “as is.” To the maximum extent permitted by law, our total liability for any claim arising out of or relating to the Services shall not exceed the total subscription fees paid by you to us in the three months preceding the claim.

We are not liable for any indirect, incidental, or consequential damages, including loss of profits, business interruption, or data loss.

11. Term and Termination

11.1 Ongoing Subscription

Your subscription continues month-to-month (or according to your plan) until cancelled in writing with 30 days’ notice.

11.2 Termination for Breach or Insolvency

Either party may terminate this agreement immediately if the other becomes insolvent, ceases trading, or breaches these Terms and fails to remedy that breach within 15 days of written notice.

11.3 Outstanding Balances
Upon termination, any unpaid subscription fees, usage charges, interest or recovery costs remain payable. We may withhold access to Services or data until all outstanding balances are settled.

12. Governing Law

These Terms and any dispute or claim arising from them shall be governed by and construed in accordance with the laws of England and Wales.

The courts of England and Wales shall have exclusive jurisdiction over any disputes arising out of or in connection with these Terms.

13. Updates to These Terms

We may update these Terms periodically. Clients will be notified by email or through their billing portal, and the latest version will always be available at directresponseptdigital.com/terms.

Continued use of our Services after the effective date of any update constitutes acceptance of the revised Terms.

Acceptance

By continuing to use our Services or allowing your subscription to renew after November 15th, 2025, you confirm that you have read, understood, and agree to these Terms of Service.