This Campaign Agreement (“Agreement”) governs the purchase and use of campaign services, activation services, event services, communications services, appointment-setting services, managed campaign services, and related business services offered by Go2BDC (“Go2BDC,” “we,” “us,” or “our”). By signing electronically, clicking acceptance, approving a proposal, approving an order, paying an invoice, submitting payment through our website, or otherwise authorizing Go2BDC to begin work, the client identified on the applicable order, invoice, checkout, proposal, or payment record (“Client”) agrees to be bound by this Agreement.

This Agreement is a business-to-business commercial agreement only. It is intended for businesses, dealerships, operators, ownership groups, and authorized representatives purchasing services for commercial purposes. It is not intended for personal, family, or household use.

This Agreement applies only to the specific campaign, event, package, activation, or prepaid monthly service period purchased by Client. No future campaign, no future event, no future month, no renewal term, and no additional services are included unless separately approved by Go2BDC and separately paid for by Client. If Client purchases a one-time event, activation, or campaign, this Agreement applies only to that paid event, activation, or campaign. If Client purchases a monthly service period, this Agreement applies only to that prepaid monthly service period unless the parties separately agree in writing to another term or renewal structure.

All fees are due in full in advance unless Go2BDC expressly agrees otherwise in writing. No campaign work, event deployment, managed activation, onboarding, setup, delivery scheduling, live execution, or related service obligation begins until cleared funds are received by Go2BDC. Go2BDC may refuse to schedule, launch, continue, or deliver any service until all required amounts have been paid in full.

All payments made to Go2BDC are final and non-refundable to the fullest extent permitted by law. Client understands and agrees that Go2BDC reserves time, personnel, delivery capacity, planning resources, technology resources, workflow allocation, and campaign availability upon acceptance of the order and payment. For that reason, once payment is made, Client shall have no right to cancel for a refund, reverse payment, demand a partial refund, demand a prorated refund, or recover any amount paid, whether or not the campaign, event, or service has fully launched, whether or not Client changes its mind, whether or not Client delays approvals, and whether or not Client uses the purchased service opportunity to its full extent. Any exception must be expressly approved by Go2BDC in a signed writing. Nothing in this Agreement limits any non-waivable rights that may apply under law.

Client agrees not to initiate or permit any chargeback, payment dispute, reversal, offset, withholding, or clawback of any payment made to Go2BDC except in the case of a proven duplicate charge or a proven billing error made solely by Go2BDC. Any chargeback, reversal, or payment dispute initiated in violation of this Agreement constitutes a material breach of this Agreement. If Client initiates an improper chargeback or payment dispute, Go2BDC may immediately suspend services, terminate access, recover the disputed amount, and pursue collection costs, administrative costs, attorneys’ fees, court costs, and any other remedies available under this Agreement or applicable law.

Client acknowledges that Go2BDC does not guarantee any result, outcome, sales volume, appointment count, contact rate, show rate, conversion rate, gross profit result, revenue result, return on investment, lead quality outcome, market share change, or business performance outcome. All services are provided on a commercially reasonable efforts basis. Campaign and event performance depend on many factors outside Go2BDC’s control, including market conditions, inventory, pricing, competitive environment, CRM quality, database quality, data accuracy, consumer behavior, staffing, follow-up speed, sales process execution, deliverability, message approval, carrier filtering, platform limitations, offer strength, and internal dealership or business execution. Client agrees that no oral statement, website statement, presentation, estimate, example, case study, projection, or prior result shall be treated as a guarantee.

Client is solely responsible for the accuracy, legality, ownership, and authorized use of all data, customer records, CRM records, contact lists, audience files, offers, promotions, approvals, scripts, disclosures, inventory information, and business information supplied to Go2BDC. Client is also solely responsible for its own compliance with applicable law, regulation, platform requirements, OEM requirements, carrier requirements, franchise restrictions, advertising rules, privacy obligations, consent obligations, and internal approval processes unless expressly stated otherwise in a separate written agreement signed by Go2BDC.

Client agrees to cooperate in a timely manner and to provide all approvals, materials, account access, compliance approvals, contact information, scheduling decisions, creative inputs, and business decisions reasonably needed by Go2BDC to perform the purchased services. Delays by Client do not create any refund right, credit right, or extension right unless Go2BDC expressly agrees in writing. If Client delays, withholds approvals, fails to cooperate, provides incomplete information, provides inaccurate information, or becomes unresponsive, Go2BDC may pause, reschedule, modify, or close the applicable service window without refund.

Go2BDC may use employees, contractors, subcontractors, software providers, communications providers, platform providers, data tools, analytics providers, advertising tools, and other third-party service providers in connection with service delivery. Client understands that some services may depend in part on third-party systems and that Go2BDC is not responsible for outages, rejections, delays, suspensions, filtering, account restrictions, carrier actions, software issues, ad platform decisions, or other third-party limitations beyond Go2BDC’s reasonable control.

Unless expressly stated otherwise in a signed writing, all timelines, launch dates, pacing expectations, and delivery windows are estimates only. Go2BDC may adjust timing, sequence, workflow, messaging, pacing, channels, staffing, or deployment approach in its discretion based on operational judgment, platform constraints, performance monitoring, legal or compliance considerations, vendor availability, or other business factors.

To the fullest extent permitted by law, Go2BDC’s total liability arising out of or relating to any campaign, event, monthly service period, order, invoice, payment, or service provided under this Agreement shall not exceed the total amount actually paid by Client to Go2BDC for the specific campaign, event, or monthly service period that gave rise to the claim. To the fullest extent permitted by law, Go2BDC shall not be liable for any indirect, incidental, consequential, special, exemplary, punitive, or similar damages, including lost profits, lost revenue, lost sales, lost opportunities, reputational harm, downtime, business interruption, or loss of data, even if advised of the possibility of such damages.

Client shall defend, indemnify, and hold harmless Go2BDC and its owners, officers, managers, employees, contractors, affiliates, vendors, successors, and assigns from and against any claims, demands, actions, investigations, damages, liabilities, judgments, losses, fines, penalties, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to Client’s data, Client’s offers, Client’s approvals, Client’s inventory claims, Client’s advertising claims, Client’s compliance failures, Client’s consent practices, Client’s misuse of services, Client’s breach of this Agreement, or Client’s violation of law or third-party rights.

Go2BDC may suspend, pause, or terminate services immediately if Client fails to pay on time, initiates a chargeback, violates this Agreement, provides unlawful or misleading materials, creates compliance risk, becomes abusive to Go2BDC personnel, interferes with delivery, or otherwise creates operational, legal, or reputational risk in Go2BDC’s judgment. Any such suspension or termination shall not create a refund obligation.

This Agreement shall be governed by and construed under the laws of the State of New Jersey, without regard to conflict-of-law rules. Any dispute, claim, action, or proceeding arising out of or relating to this Agreement, any order, any invoice, any payment, or any services provided by Go2BDC shall be brought exclusively in the Superior Court of New Jersey, Monmouth County, or, if federal jurisdiction exists, in the United States District Court for the District of New Jersey. Client irrevocably consents to the exclusive jurisdiction and venue of those courts and waives any objection based on inconvenient forum, improper venue, or similar doctrine.

To the fullest extent permitted by law, Client and Go2BDC each waive any right to a jury trial in any action, claim, or proceeding arising out of or relating to this Agreement, any order, any invoice, any payment, or any services provided by Go2BDC.

If Go2BDC is required to enforce this Agreement or collect any amount owed, Go2BDC shall be entitled to recover, to the fullest extent permitted by law, all reasonable attorneys’ fees, collection fees, court costs, administrative costs, and enforcement expenses incurred.

This Agreement, together with any applicable invoice, order, proposal, checkout page, payment page, service description, and any signed addendum expressly accepted by Go2BDC, constitutes the entire agreement between the parties for the specific purchased campaign, event, or monthly service period. No oral statement, prior discussion, course of dealing, email, or informal message shall modify this Agreement unless confirmed in a written instrument signed by Go2BDC.

If any provision of this Agreement is held invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect to the fullest extent permitted by law, and the invalid provision shall be modified only to the minimum extent necessary to make it enforceable while preserving its intent as closely as possible.

Electronic acceptance, electronic signatures, click-through acceptance, email approval, invoice payment, and other electronic records of assent may be used to evidence acceptance of this Agreement and shall have the same force and effect as a signed writing to the fullest extent permitted by applicable law.

Go2BDC may update this Campaign Agreement from time to time. The version in effect at the time of Client’s acceptance or payment shall govern the applicable purchased campaign, event, or monthly service period unless Go2BDC expressly states otherwise in writing.

If you have questions about this Campaign Agreement, please contact Go2BDC through https://go2bdc.com.