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SocialBloom Terms of Service

These Terms of Service ("Terms of Service") are agreed to and entered into by and between SocialBloom LLC, a Washington state limited liability company with an address at 215 Legion Way SW, Olympia, WA, 98501 (“SocialBloom,” “We,” or “Us”) and the Client (“Client,” “You,” or “Your”), (SocialBloom and Client are each a “Party” and collectively are the “Parties”). These Terms of Service outline the terms and conditions under which SocialBloom will provide services to Client.

These Terms of Service are incorporated into each Order Form, including but not limited to the signed version of Your Order Form. By signing Your Order Form, or otherwise engaging SocialBloom's services, You acknowledge and agree to these Terms of Service. In the event of any conflict between Your Order Form and these Terms of Service, the Terms of Service will control. Capitalized terms not defined in these Terms of Service have the meanings given to them in Your Order Form.

1. Services

SocialBloom, in its sole discretion and as it deems appropriate, will provide some of the following services ("Initial Services") to the Client within the first 30 days of engagement (contingent upon the Client providing requested information and materials in a timely manner):

  • Conduct in-depth analysis of Client's lead generation efforts and business objectives.
  • Develop or refine Client’s ideal customer profile (ICP”).
  • Review and refine Client’s core offer.
  • Develop a tailored lead generation strategy for Client.
  • Test multiple channels to determine the most effective combination for Client's business, offer, and ICP (“Initial Campaigns”).
  • Set up and configure all infrastructure, tools, technology and targeting required to launch the Initial Campaigns.
  • Enriched contacts matching Client’s ICP for outbound emailing (initial batch delivered with the Initial Campaigns, then delivered weekly after the Initial Campaigns launch) (“Client’s Contacts”).
  • Build and launch Initial Campaigns, including:
    • Initial batch of Client’s Contacts.
    • Messaging optimized for Client’s offer, ICP, and campaign channel.
    • Complete setup and configuration of campaign channels following best practices.

SocialBloom, in its sole discretion and as it deems appropriate, will provide some of the following services ("Campaign Services") to the Client for up to three months:

  • Consulting and feedback on Client-proposed revisions to Client’s ICP, offer or messaging.
  • Sales training and support tailored to premium-priced products and services.
  • Running LinkedIn campaigns.
  • Providing software, tools and support for automated gig site campaigns.

SocialBloom will also provide the following services ("Full Throttle Services") to the Client:

  • Access to email sending platform for six months. Client sending volume limits include up to a maximum of 50,000 emails sent per month. Client is responsible for additional expenses for emails above this maximum, and for compliance with all mass emailing laws including, but not limited to, the CAN-SPAM Act.  
  • Weekly high-ticket sales coaching calls for an entire year, or until an Order Form is terminated, whichever occurs first.

SocialBloom will also provide access to the following services ("Ongoing Services") to the Client until the Terms of Service, and the corresponding Order Form, are terminated:

  • All current and future SOP’s, training materials, proprietary tech, AI, and tools included in the Full Throttle Growth Engine program via access to SocialBloom’s client Skool community (or similar).

2. Full Throttle Fee

Client agrees to pay a one-time fee of Fee Amount (“Full Throttle Fee”), where Fee Amount is the price agreed upon in the signed copy of Your Order Form. This payment covers all Initial Services, Full Throttle Services, and Ongoing Services.

The Full Throttle Fee shall be paid according to the payment schedule outlined in the signed copy of Your Order Form, which may include an initial payment followed by subsequent installments.

2.1. Expenses and Ongoing Fees

Client understands that the Full Throttle Fee covers the specific services outlined in Section 1 for the defined periods listed in this Section 2.1 below (Initial Services, Campaign Services, and Full Throttle Services). However, Client acknowledges that certain additional expenses and ongoing fees will arise, which will be the sole responsibility of Client. These additional expenses may include, but are not limited to:

  • Advertising costs related to running campaigns (e.g., social media ads, platform fees) during and after the Campaign Services period.
  • Costs associated with third-party tools or services that Client chooses to utilize beyond those provided by SocialBloom.
  • Any other costs directly incurred by Client in the pursuit of sales leads.

During the duration of these Terms of Service, and following the completion of the Initial Services (approximately 30 days), the services provided will include: Campaign Services (up to three months), and Full Throttle Services (up to six months).  After those periods have concluded, Client may optionally continue to access certain services. All ongoing services are strictly opt-in at the Client's discretion. Should Client choose not to opt in for a particular service, that service and any related functionalities will cease at the conclusion of the then-current service period.

The optional, ongoing services and their fees, are as follows:

  • Gig Site Software: After 3 months, Client agrees to take over billing and Client will be charged $250 per month for continued access to and use of the gig site software.
  • LinkedIn Campaigns: After 3 months, Client will be charged $1,000 per month for ongoing LinkedIn campaign management and services.
  • Contacts: After 3 months, Client will be responsible for their own contact list generation costs, and, based on SocialBloom’s knowledge of the market, should expect costs to be between $0.20 - $0.50 per enriched contact, but these may vary.
  • Website Visitor Identification: After 3 months, Client will be responsible for their own website visitor identification resolution costs and should expect costs to be at least $0.50 per identity resolution.
  • Email Platform: After 3 months, Client will be charged $99 per month for continued access to the email sending platform used by SocialBloom.
  • Domains & Inboxes: After 3 months, Client will be responsible for ongoing fees associated with domains and inboxes used for outbound campaigns, and, based on SocialBloom’s knowledge of the market, should expect costs around $10 - $15/year per domain and $2.50 - $3/month per inbox, although these may vary.

These fees will be invoiced and due according to the terms agreed upon between SocialBloom and the Client.  Client agrees that time is of the essence for all payments due to SocialBloom.  The Parties also agree that any failure to pay SocialBloom’s invoice by its due date constitutes a material breach of these Terms of Service. 

3. Performance Guarantee

SocialBloom guarantees that Client will acquire a minimum of Guaranteed Paying Customers as a direct result of the Services described in Section 1, where Guaranteed Paying Customers are the number of Paying Customers defined in the signed copy of Your Order Form, provided that Client fully complies with the cooperation and participation requirements set forth in Section 3.2 (the “Performance Guarantee”).

For purposes of these Terms of Service, a "Paying Customer" means any individual or entity, initially engaged with Client through or as a direct result of the Services (each a "Prospect"), that is officially counted towards the Performance Guarantee when either of the following conditions is met:

  • Cash Received: The Client receives and deposits the first payment for any product or service from a Prospect.

  • Invoicing Failure: A Prospect provides a verifiable commitment to purchase (e.g., via email confirmation), and the Client fails to issue an invoice or service agreement to them within the three (3) business day period required by their obligations in Section 3.2.

3.1 Refund Policy

If the Performance Guarantee has not been fulfilled within the 180-day guarantee period, and provided the Client has complied with all obligations in Section 3.2, Client may be entitled to a partial refund. The refund amount will be calculated using the following formula (the “Refund Formula”):

Refund Amount = Full Throttle Fee - Total Revenue Generated

For the purpose of this formula, "Total Revenue Generated" is defined as the sum of all actual cash collected and the remaining contractually obligated future payments from all Paying Customers acquired during the guarantee period. If the Total Revenue Generated is equal to or greater than the Full Throttle Fee paid to SocialBloom, no refund will be due.  To qualify for a refund, Client shall share all sales and payment records, including invoices and contracts with customers, requested by SocialBloom within seven calendar days.  If a Client fails to provide all sales and payment records, including invoices and contracts with customers, requested by SocialBloom within seven calendar days, time being of the essence, the Performance Guarantee is void.

3.2. Client Cooperation and Participation

Client agrees to:

  1. Provide timely and accurate information and data as requested by SocialBloom within 2 business days.
  2. Respond promptly to communication from SocialBloom, including emails, calls, and messages within 24 hours.
  3. Implement recommendations and strategies provided by SocialBloom within 72 hours.
  4. Attend all meetings or calls scheduled with SocialBloom or included in the Full Throttle Services, and actively participate in discussions.
  5. Consume all training materials, and use all tools provided by SocialBloom.
  6. Sign up for recommended third party ad platforms (or similar) that are deemed necessary by SocialBloom for the successful implementation of the agreed-upon strategies, likely to include: Upwork, LinkedIn Sales Navigator, and Clutch
  7. Not alter Client’s ICP, offer or any campaign messaging provided by SocialBloom without SocialBloom’s prior written approval.
  8. Complete 10 weekly “RedZone” optimizations using SocialBloom’s RedZone process and SocialBloom’s RedZone tools once Initial Campaigns are launched.
  9. Send two to four outbound emails to each of Client’s Contacts (20,000 to 40,000 emails in total over a six month period). 
  10. Respond within 5 minutes ideally, but no later than 4 business hours to all positive or interested responses from Client’s Leads or leads generated for Client in other channels.
  11. Upon securing a verbal or written commitment to purchase from a new customer, Client agrees to issue an invoice and/or present a service agreement for payment within three (3) business days.
  12. Provide SocialBloom with payment, contract, and invoice records showing Total Revenue Generated, within three (3) business days of a request from SocialBloom.
  13. Pay all invoices due to SocialBloom by their due dates.

Client understands that their active cooperation and participation are crucial for the success of the Full Throttle Growth Engine and the achievement of the Performance Guarantee. The Parties agree that time is of the essence for all deadlines in Section 3.2.  The Parties also agree that any breach of Section 3.2 constitutes a material breach of these Terms of Service.  For a failure related to invoicing as described in Section 3.2 items 11 or 12, the Invoicing Failure consequences outlined in Section 3 shall apply. For all other failures to fulfill these obligations that are unrelated to Section 3.2 items 11 or 12, both the Performance Guarantee outlined in Section 3 and the Refund Policy outlined in Section 3.1 will be void.

4. Term and Termination

The period for SocialBloom's Performance Guarantee is set for 180 days and shall commence on the Effective Date. This 180-day period is specifically for the Performance Guarantee outlined in Section 3 and does not dictate the length of other service periods (Initial Services, Campaign Services, Full Throttle Services, and Ongoing Services) as defined in Section 1.

These Terms of Service, and the corresponding Order Form, may be terminated by either Party upon written notice to the other Party.

If Client terminates the Terms of Service, and the corresponding Order Form, prior to SocialBloom completing the Services SocialBloom intends to provide (listed in Section 1) and/or prevents SocialBloom from achieving the Performance Guarantee, SocialBloom shall not be liable for, and Client shall have no right to, any refund of any amount.

SocialBloom reserves the right to terminate these Terms of Service, and the corresponding Order Form, for cause upon written notice to Client if Client is in material breach of its obligations under Section 3.2. If Client fails to cure such breach within ten (10) business days of receiving written notice from SocialBloom, the Terms of Service, and the corresponding Order Form, will terminate. In such an event, Client shall not be entitled to any refund of any amount.

If SocialBloom terminates these Terms of Service, and the corresponding Order Form, without cause, or if Client and SocialBloom mutually agree to terminate the Terms of Service, and the corresponding Order Form, prior to achieving the Performance Guarantee, SocialBloom shall provide Client with a prorated refund using the Refund Formula in Section 3.1, and subject to the requirements in Section 3.2.

5. Intellectual Property

All materials, content, intellectual property, proprietary technology, and AI created, provided, or utilized by SocialBloom in the performance of services under these Terms of Service (the “SocialBloom Materials”) shall remain the sole and exclusive property of SocialBloom. SocialBloom retains all rights, title, and interest in the SocialBloom Materials.

Client is granted a non-exclusive, non-transferable license to use the SocialBloom Materials solely for their internal business purposes in connection with their use of the SocialBloom services. Client shall not resell, distribute, or otherwise commercially exploit any SocialBloom Materials. Any unauthorized use, reproduction, or distribution of the SocialBloom Materials is strictly prohibited.

This Section 5 will survive the expiration or termination of these Terms of Service, and the corresponding Order Form.

6. Limitation of Liability

SocialBloom shall not be liable for any indirect, incidental, or consequential damages arising out of or relating to these Terms of Service or any of the services provided under these Terms of Service, even if advised of the possibility of such damages. SocialBloom’s total liability for any claim arising out of or relating to these Terms of Service, or any of the services provided under these Terms of Service, will not exceed the fees paid by the Client.

This Section 6 will survive the expiration or termination of these Terms of Service, and the corresponding Order Form.

7. Confidentiality

Both Parties agree to treat as confidential all information disclosed by the other Party that is not publicly available and is reasonably understood to be confidential.

This Section 7 will survive the expiration or termination of these Terms of Service, and the corresponding Order Form.

8. Dispute Resolution - Arbitration Agreement

Any disputes arising out of these Terms of Service, and the corresponding Order Form, will be resolved through negotiation. If the dispute cannot be resolved, it will be subject to binding arbitration in Olympia, Washington, in accordance with the rules of the American Arbitration Association.

This Section 8 will survive the expiration or termination of these Terms of Service, and the corresponding Order Form.

9. Governing Law

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

This Section 9 will survive the expiration or termination of these Terms of Service, and the corresponding Order Form.

10. Force Majeure

Neither Party shall be liable for any failure or delay in performance under these Terms of Service (other than for payment obligations) to the extent such failure or delay is caused by a Force Majeure Event. A "Force Majeure Event" means any event beyond a Party’s reasonable control, which by its nature could not have been foreseen, or, if it could have been foreseen, was unavoidable, including, but not limited to, acts of God, war, terrorism, riots, civil commotion, fire, flood, earthquake, hurricane or other natural disaster, epidemic, pandemic, strikes, lockouts, or other labor disputes, interruptions or failures of utilities, telecommunications, or transportation services, or any law, order, proclamation, regulation, ordinance, demand or requirement of any government or regulatory authority.

If a Force Majeure Event occurs, the affected Party shall promptly notify the other Party and shall use commercially reasonable efforts to mitigate the impact of the event and resume performance as soon as reasonably practicable. The obligations of the affected Party shall be suspended to the extent made necessary by the Force Majeure Event for the duration of such event. If the Force Majeure Event continues for more than thirty (30) days, either Party may terminate these Terms of Service upon written notice to the other Party.

11. Amendments to Terms of Service

Any amendments or modifications to these Terms of Service must be made in writing and signed by both Parties. Emails shall not be a sufficient method of modifying this Terms of Service, or the corresponding Order Form, regardless of whether they are signed by the parties.  Emails shall be a sufficient method of notification of proposed changes to these Terms of Service.  SocialBloom may propose changes to these Terms of Service to better reflect evolving services or circumstances. If such unilateral changes are deemed necessary by SocialBloom, SocialBloom will provide the Client with at least 30 days' notice. Continued use of any of the services provided by SocialBloom under these Terms of Service 30 days after notice of any changes provided by SocialBloom will be deemed as acceptance of the new Terms of Service. However, Client has the right to terminate the Terms of Service, including any Order Form, if they do not agree with the proposed changes and receive a prorated refund using the Refund Formula in Section 3.1, which is subject to the requirements in Section 3.2.

Contact Information

If you have any questions about these Terms of Service, please contact us at: hello@socialbloom.io