By engaging Upskayl's services, accessing our systems, or executing any service agreement, you ("Client," "you," or "your") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not use our services.
Upskayl operates as a branch under Fortune and Fortress Fast Grow Global FZ-LLC, providing digital growth and automation services globally through centralized remote delivery systems.
"Services" means all digital growth and automation services provided by Upskayl, including but not limited to website design and development, AI conversation assistants, AI voice call agents, workflow automation, and GoHighLevel (GHL) setup and configuration.
"Deliverables" means the specific work products, systems, configurations, or solutions created or implemented for Client as outlined in the applicable service agreement or project scope.
"Subscription Services" means ongoing monthly services including maintenance, support, optimization, and continued access to implemented systems.
"Project" means a defined scope of work with specific deliverables and timelines as agreed between Upskayl and Client.
Upskayl provides the following core services:
Standard delivery timelines from confirmed brief and assets:
A 7-day grace period applies to all invoices. After this period, a late fee of 5% of the invoice total may apply monthly until payment is cleared.
Written notice of payment disputes must be provided within 7 days of invoice date. Upskayl will make all reasonable efforts to resolve disputes amicably before escalation.
Any requests outside the agreed project scope will be:
Clients must submit change requests using Upskayl's standard change request forms. Work on scope changes will not commence until written approval and payment terms are agreed.
Upon receipt of full payment, Client owns all custom websites, code, AI flows, and automation configurations created specifically for Client by Upskayl.
Licenses for third-party platforms and services (including but not limited to GoHighLevel, AI engines, Twilio, OpenAI APIs) remain subject to their respective terms of service.
Upskayl retains all rights to its proprietary methodologies, templates, frameworks, and general know-how used in service delivery.
Upskayl may showcase anonymized or publicly visible work for marketing and portfolio purposes unless specifically prohibited in writing by Client.
Client must provide:
Delays in Client responses may result in adjusted project delivery dates. Upskayl will communicate any timeline impacts promptly.
Client is prohibited from:
Upskayl retains admin-level access to Client systems during service delivery and while subscriptions are active for maintenance, support, and optimization purposes.
Upon service termination, Upskayl will either revoke access or transfer administrative credentials to Client as requested.
Upskayl implements industry-standard security measures to protect Client systems and data. However, Client acknowledges that no system is completely secure.
Upon termination, Upskayl will:
Client acknowledges that:
Upskayl tests all AI deployments before launch and provides ongoing monitoring, but Client is responsible for implementing appropriate human oversight for business-critical interactions.
Upskayl warrants that:
EXCEPT AS EXPRESSLY SET FORTH HEREIN, UPSKAYL MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, UPSKAYL'S TOTAL LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CLIENT TO UPSKAYL IN THE 12 MONTHS PRECEDING THE CLAIM.
UPSKAYL SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, BUSINESS INTERRUPTION, OR LOSS OF DATA, REGARDLESS OF THE THEORY OF LIABILITY.
Upskayl is not liable for service interruptions caused by third-party platform outages, API changes, or service modifications beyond Upskayl's control.
Client may terminate subscription services with 30 days' written notice. Project-based services continue until completion unless terminated for cause.
Upskayl may terminate services immediately upon:
Upon termination:
The parties agree to attempt informal resolution of disputes through good faith negotiation before pursuing formal legal action.
These Terms, together with any executed service agreements, constitute the entire agreement between the parties and supersede all prior or contemporaneous communications.
Upskayl may modify these Terms by providing 30 days' notice. Continued use of services after the effective date constitutes acceptance of modified Terms.
If any provision of these Terms is deemed invalid or unenforceable, the remaining provisions shall continue in full force and effect.
Neither party shall be liable for delays or failures in performance resulting from acts beyond their reasonable control.
The parties are independent contractors. These Terms do not create a partnership, joint venture, or employment relationship.
For questions regarding these Terms or to provide required notices:
By engaging Upskayl's services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.
Last updated: August 13, 2025