Vello — Terms of Service

• Account — the registered Vello user account through which you access the Services.
• Client Content — the text, images, logos, business details, customer and lead records, and any other material you supply to or generate within the Services.
• Platform — the software environment we make available to you on a white-label basis, including its underlying third-party technology.
• Services — the Platform, the website we build and host for you, business phone numbers, SMS/MMS messaging, voice, automations, CRM, review and reputation tools, and any other product or feature we make available to you.
• Subscription — your recurring payment arrangement for the Services.

You must be at least 18 years old, capable of forming a binding contract, and acting for a lawful business in order to use the Services. You agree to give accurate information when you register and to keep it current. You are responsible for everything that happens under your Account, including actions taken by your employees, contractors, or anyone else you authorize.

Vello provides marketing technology, websites, automation, and related services to contractors and home-service businesses. The features available to you depend on your Subscription. We may add to, change, or retire features over time, but we will not materially reduce the core functionality of your active Subscription without letting you know first.

Our standard plan is $297 per month. It includes a fully built and hosted website, access to the Vello Platform on web and mobile, a business phone number for calling and texting, CRM access, marketing automations, remarketing, and customer review tools.

The plan is offered month-to-month with no minimum term. There is no long-term commitment. Pricing may change over time; we will give you at least 30 days' notice of any increase, and the new rate will apply at the start of your next billing cycle after that notice period.

• Advance billing. Subscription fees are billed in advance of each service period.
• Auto-renewal. Your Subscription renews automatically at the then-current rate at the end of each billing cycle until you cancel.
• Payment processing. Payments are processed through Stripe. By providing a payment method, you authorize us to charge it for all amounts due, including Subscription fees, usage charges, and applicable taxes.
• Taxes. Fees are exclusive of taxes. You are responsible for any sales, use, or similar taxes, other than taxes on our income.

In addition to your Subscription fee, you are responsible for usage-based costs tied to phone numbers, messaging, and voice. Current rates are:

Rates are passed through from our underlying providers and carriers and may change with 30 days' notice. Inbound and outbound activity are both billable.

Wallet model. Usage charges are funded from a prepaid wallet balance tied to your Account. When your balance falls below your auto-top-up threshold, we will automatically charge your payment method on file to refill the wallet according to the settings you have selected. You are responsible for keeping enough funds in the wallet for your messaging and calling activity; a depleted wallet may interrupt those features.

All payments to Vello are final and non-refundable, including Subscription fees and usage charges. Our work begins as soon as payment is received and is custom-built for your business, so payments cannot be reversed once delivery has started. Canceling does not entitle you to a refund of any amount already paid.

You agree not to initiate a chargeback or payment dispute for Services that have been delivered. Filing a chargeback is a material breach of these Terms. If you do, we may:

1. Submit our records of your agreement, Platform usage, and delivery to the card issuer or bank.
2. Suspend or terminate your Account.
3. Pursue the disputed amount plus any related collection, legal, and administrative costs.

From time to time we may offer trials, discounts, or promotional pricing. During any trial, limited setup may take place for information-gathering purposes only; full Services begin once paid billing starts. Promotional pricing lasts for the stated period and then returns to standard pricing. A discount does not change any other term of this agreement.

Services are considered delivered once your website has been completed and made available and your Platform and automation setup has been finalized. Our standard build time is 7–10 business days after we receive your completed onboarding information. We may offer onboarding and login support, but that support is not a condition of fulfillment.

If a payment fails, we may retry it over the following weeks. If your balance remains unpaid, we may suspend your Account and Platform access until it is brought current, and if it stays unpaid for 30 days we may terminate your Account and handle your Client Content as described in Section 17. Suspension does not relieve you of the obligation to pay outstanding amounts.

You may cancel at any time by giving us 30 days' notice through the Platform or by contacting support. Your cancellation takes effect at the end of the billing cycle following that notice period, and you will not be billed for Subscription periods after that. Canceling does not entitle you to a refund of any prepaid amount.

Keeping your website after cancellation. The website we build is created on and hosted within our Platform, and your right to use it ends when your Subscription ends (see Section 13.3). If you wish to keep your website and have it released to you after you cancel, you may do so for a one-time fee of $2,500. This fee covers the export and transfer of the site and is separate from any Subscription or usage charges. Custom Client Content you provided (your text, images, and logos) remains yours regardless of whether you pay this fee.

13.1 Our Property

The Platform, our software, our website templates and components, our automations, our marketing materials, our brand, and all related technology and intellectual property belong to Vello or its licensors. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Platform and Services for your own internal business purposes while your Subscription is active. All rights we do not expressly grant are reserved.

13.2 Your Content

You keep ownership of your Client Content. You grant us a non-exclusive, worldwide, royalty-free license to host, store, copy, transmit, display, and process that content as needed to provide the Services and as described in our Privacy Policy.

13.3 Websites and Domains

Websites we build for you are provided under the license in Section 13.1 and are hosted on our infrastructure. When your Subscription ends, your right to use the hosted website ends as well, unless you elect to keep it under the transfer option in Section 12. We are not otherwise required to hand over source code, themes, or templates. You keep ownership of the custom Client Content you provided. If you registered a domain through us, we will transfer the domain registration to you on request, subject to any applicable transfer fees.

13.4 Feedback

If you send us suggestions or feedback, you grant us an unrestricted, perpetual, royalty-free right to use it without any obligation to you.

You agree not to use the Services to:

1. Send spam, unsolicited messages, or any unlawful communication.
2. Send messages without the consent required under the Telephone Consumer Protection Act (TCPA), the CAN-SPAM Act, A2P 10DLC requirements, or applicable state law.
3. Violate anyone's privacy or any state or federal privacy law, including the CCPA/CPRA and comparable statutes.
4. Send content that is harassing, threatening, defamatory, fraudulent, obscene, or otherwise unlawful.
5. Promote illegal activity or run campaigns that violate carrier rules.
6. Reverse-engineer, decompile, or try to extract source code from the Platform.
7. Resell or sublicense the Services to third parties without our written consent.
8. Use the Services to build or assist a competing product.
9. Circumvent security measures, rate limits, or technical restrictions.
10. Upload malware or any code meant to disrupt or damage the Services.

We may suspend or terminate any Account engaged in prohibited activity.

15.1 You Are the Sender

When you use the Platform to send SMS, MMS, voice messages, or email to your customers and prospects, you — not Vello — are the sender, and you are solely responsible for:

1. Obtaining valid consent from every recipient before sending any message that requires consent under the TCPA, CAN-SPAM, A2P 10DLC, or applicable state law.
2. Keeping proof of that consent (such as timestamped opt-in records or signed authorizations) and producing it on request.
3. Honoring opt-out requests (STOP, UNSUBSCRIBE, and similar) promptly and across your lists.
4. Including the required disclosures — your identity, opt-out instructions, and business address — in your communications.
5. Scrubbing against the National Do Not Call Registry and any applicable state registries before contacting non-customers.
6. Registering your A2P 10DLC campaigns and complying with carrier rules.
7. Complying with the privacy laws that apply to your handling of consumer and homeowner data.

15.2 Privacy and Data Protection

If you upload personal information about consumers to the Platform, you act as the "controller" or "business" under applicable privacy laws and Vello acts as your "processor" or "service provider." By uploading that information, you represent that you have given all required notices, obtained all required consents, and have the legal right to upload and process the data through the Platform.

15.3 You Indemnify Us

You agree to indemnify and hold Vello harmless from any claims, fines, penalties, or damages arising from your communications or your handling of consumer data, as described further in Section 20.

We may record sales, onboarding, and support calls between you and Vello for quality, training, recordkeeping, and dispute-resolution purposes. We provide notice at the start of such calls; by continuing the call, you consent to being recorded. If you prefer not to be recorded, tell us at the start of the call. See our Privacy Policy for details.

17.1 Term

These Terms start when you accept them and continue until your Subscription is terminated.

17.2 Termination by You

You may cancel as described in Section 12.

17.3 Termination by Us

We may suspend or terminate your Account and these Terms, with or without notice, if you breach these Terms, fail to pay amounts when due, create legal or regulatory risk for us, or if we are required to do so by law.

17.4 Effect of Termination

When these Terms end, your right to use the Services ends immediately. We will keep your Client Content for 30 days afterward so you can export it; after that we may delete or archive it. You are responsible for exporting your data before termination. Provisions meant to survive — including those on intellectual property, indemnification, limitation of liability, and dispute resolution — will continue to apply.

18.1 Disclosure

By opting in to SMS from Vello, you agree to receive text messages such as notifications, account authentication, service updates, and occasional offers. Message frequency may vary, and standard message and data rates from your carrier may apply. Reply STOP to any message to opt out, or HELP for assistance.

18.2 Consent

You must affirmatively consent to receive messages from Vello, whether through our sign-up forms, a paper form, or a verbal request during a support interaction.

18.3 Delivery

We do not guarantee that messages will be delivered without delay or failure, since delivery can depend on networks, carriers, and devices outside our control.

18.4 Compliance

You acknowledge that the messaging service must be used in compliance with all applicable laws, including those governing privacy, telecommunications, and commercial communications.

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. VELLO DISCLAIMS ALL WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, AND WE DO NOT GUARANTEE ANY SPECIFIC RESULT, INCLUDING ANY NUMBER OF LEADS, SALES, REVENUE, OR SEARCH RANKINGS.

You agree to defend, indemnify, and hold harmless Vello and its officers, members, employees, contractors, and agents from any third-party claims, damages, liabilities, losses, fines, penalties, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

1. Your use of the Services.
2. Your Client Content.
3. Communications you send through the Services (including TCPA, CAN-SPAM, and CIPA claims).
4. Your handling of personal information uploaded to the Platform.
5. Your violation of these Terms or any law.
6. Your violation of any third party's rights.

We will notify you promptly of any claim subject to indemnification, and you will control its defense and settlement, except that you may not settle in a way that requires us to admit fault or pay money without our consent, which we will not unreasonably withhold.

To the fullest extent permitted by law:

1. No indirect damages. Vello will not be liable for indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, lost revenue, lost data, or business interruption, even if advised of the possibility.
2. Cap on direct damages. Our total liability under these Terms will not exceed the greater of (a) the amount you paid us in the 12 months before the event giving rise to the claim, or (b) $100.
3. Basis of the bargain. These limits apply regardless of the theory of the claim and are a fundamental part of the agreement between us.

Some jurisdictions do not allow certain limitations, so in those places these limits apply to the maximum extent permitted by law.

Please read this section carefully — it affects your legal rights.

22.1 Informal Resolution First

Before starting any formal dispute, you and Vello agree to first try to resolve it informally by emailing contact@joinvello.com with a written description of the issue. If it is not resolved within 30 days, either party may proceed under this Section.

22.2 Binding Arbitration

Any dispute arising out of or relating to these Terms or the Services will be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration will take place in Sacramento, California, or remotely by agreement of the parties. Judgment on the award may be entered in any court of competent jurisdiction.

22.3 Class Action Waiver

You and Vello agree that each may bring claims against the other only in an individual capacity, and not as a plaintiff or class member in any class, collective, or representative action. The arbitrator may not consolidate more than one party's claims or preside over any representative proceeding.

22.4 Carve-Outs

Either party may still bring an individual claim in small claims court, or seek injunctive or equitable relief for the infringement or misuse of intellectual property.

22.5 30-Day Right to Opt Out

You may opt out of this arbitration agreement by emailing contact@joinvello.com within 30 days of first accepting these Terms, with the subject line "Arbitration Opt-Out" and including your name, business name, and a clear statement that you wish to opt out. Opting out will not affect any other part of these Terms.

These Terms are governed by the laws of the State of California, without regard to its conflict-of-law rules. Subject to Section 22, any action not subject to arbitration must be brought exclusively in the state or federal courts located in Sacramento County, California, and the parties consent to jurisdiction and venue there.

Neither party is liable for any delay or failure caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, pandemics, government action, internet or telecommunications failures, third-party platform outages, or labor disputes.

You may not assign these Terms without our written consent. We may assign these Terms in connection with a merger, acquisition, financing, or sale of all or substantially all of our assets without your consent.

We may send you notices by email to the address on your Account, by posting within the Platform, or on our website. You may send notices to us at contact@joinvello.com.

We may update these Terms from time to time. If we make a material change, we will notify you by email or by posting notice on our website at least 30 days before it takes effect. Continuing to use the Services after the effective date means you accept the updated Terms.

• Entire agreement. These Terms, together with the Privacy Policy and any order form, are the entire agreement between you and Vello on this subject and supersede prior agreements.
• Severability. If any provision is unenforceable, the rest remain in effect.
• Waiver. Failing to enforce a provision is not a waiver of it.
• No third-party beneficiaries. These Terms create no third-party beneficiary rights.
• Independent contractors. The parties are independent contractors; nothing here creates a partnership, joint venture, agency, or employment relationship.
• Headings. Section headings are for convenience only and do not affect interpretation.

By purchasing any Service from Vello or checking the agreement box at checkout, you confirm that:

1. You have read, understood, and agree to these Terms of Service.
2. You accept our No Refund policy.
3. You waive the right to initiate chargebacks for Services rendered.
4. You agree to the binding arbitration agreement and class action waiver in Section 22, subject to your 30-day right to opt out.

Vello Agency LLC
1201 J St, Ste 218
Sacramento, CA 95814
Email: contact@joinvello.com
Web: joinvello.com