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Terms of Service

Last updated: February 2026

Introduction

These Terms of Service (“Terms”) govern your use of the LocalCatalyst website ([INSERT DOMAIN]) and the services we provide. By accessing our website or engaging our services, you agree to be bound by these Terms.

Please read these Terms carefully before using our services. If you do not agree with these Terms, do not use our website or services.

Definitions

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`Definitions`

  • “LocalCatalyst,” “we,” “us,” or “our” refers to LocalCatalyst and its affiliates.
  • “Client,” “you,” or “your” refers to the individual or entity using our services.
  • “Services” refers to all local SEO, technical SEO, Google Business Profile optimization, review management, citation building, and related services provided by LocalCatalyst.
  • “Agreement” refers to the service agreement or proposal outlining the scope of work, deliverables, timeline, and pricing.
  • “Website” refers to the LocalCatalyst website and any associated subdomains or platforms.

Acceptance of Terms

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`Acceptance of Terms`

By accessing our Website, requesting a consultation, signing a service agreement, or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any additional agreements or policies referenced herein.

If you are entering into these Terms on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.

Services Provided

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`Services Provided`

LocalCatalyst provides local SEO and related digital marketing services, including but not limited to:

  • Google Business Profile optimization and management
  • Local SEO (service pages, location pages, content creation)
  • Technical SEO (site audits, Core Web Vitals optimization, schema markup)
  • Review management and reputation monitoring
  • Local citation building and cleanup
  • Monthly reporting and strategy consulting

The specific services, deliverables, timeline, and pricing for your engagement will be outlined in a separate service agreement or proposal (“Agreement”).

Service Terms

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`Service Terms`

Scope of Work

The scope of work for your engagement is defined in the Agreement. Any additional work requested outside the agreed scope may be subject to additional fees.

Timeline and Deliverables

We will use commercially reasonable efforts to meet the timeline outlined in the Agreement. However, timelines are estimates and may be affected by factors outside our control, including:

  • Client delays (e.g., failure to provide required information, access, or approvals)
  • Third-party platform delays (e.g., Google Business Profile verification, directory approval times)
  • Changes in search engine algorithms or policies

Delays caused by the Client may result in timeline extensions without penalty to LocalCatalyst.

Client Obligations

To ensure the success of your campaign, you agree to:

  • Provide timely access to necessary accounts, platforms, and information (Google Business Profile, website admin access, analytics, etc.)
  • Respond to requests for information, feedback, or approvals within 5 business days
  • Provide accurate and complete information about your business, services, and competitors
  • Notify us immediately of any changes to your business (address, phone number, service areas, etc.)
  • Comply with all applicable laws, regulations, and platform policies (Google’s terms, Yelp’s terms, etc.)

Failure to fulfill these obligations may delay deliverables or affect campaign performance.

No Guarantees

While we use proven strategies and best practices, we cannot guarantee specific rankings, traffic, or revenue results. Search engine algorithms are complex and constantly changing. Rankings are influenced by factors outside our control, including competitor activity, algorithm updates, and user behavior.

We guarantee that we will:

  • Execute the agreed-upon scope of work professionally and competently
  • Optimize all ranking factors within our control
  • Provide transparent reporting on campaign performance
  • Make strategic adjustments based on performance data

Payment Terms

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`Payment Terms`

Pricing

Pricing for our services is outlined in the Agreement. All fees are in U.S. dollars unless otherwise specified.

Payment Schedule

  • Monthly Retainers: Payment is due on the 1st of each month for ongoing services. The first month’s payment is due upon signing the Agreement.
  • One-Time Projects: Payment is due 50% upfront and 50% upon project completion, unless otherwise specified in the Agreement.
  • Setup Fees: Any setup or onboarding fees are due upon signing the Agreement.

Payment Methods

We accept payment via:

  • Credit card (Visa, MasterCard, American Express)
  • ACH bank transfer
  • Check (for invoices over $1,000)

Payment is processed through secure third-party payment processors (e.g., Stripe, PayPal).

Late Payments

If payment is not received within 10 days of the due date, we reserve the right to:

  • Pause work on your campaign until payment is received
  • Charge a late fee of 1.5% per month (or the maximum allowed by law) on overdue balances
  • Terminate the Agreement and discontinue services

Refunds

  • Monthly Retainers: We do not offer refunds for monthly retainer payments. If you cancel mid-month, you will continue to receive services through the end of the billing period.
  • One-Time Projects: Refunds are considered on a case-by-case basis and are subject to the amount of work completed. If a project is canceled after work has begun, you will be billed for work completed up to the cancellation date.
  • Setup Fees: Setup fees are non-refundable.

Term and Termination

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`Term and Termination`

Term

The term of your engagement is specified in the Agreement. For monthly retainer services, the Agreement continues month-to-month until terminated by either party.

Termination by Client

You may terminate the Agreement at any time by providing 30 days’ written notice via email to [INSERT EMAIL]. Termination is effective at the end of the 30-day notice period.

  • You are responsible for payment through the end of the notice period.
  • Any setup fees, one-time project fees, or prepaid services are non-refundable.

Termination by LocalCatalyst

We may terminate the Agreement immediately if:

  • You fail to pay invoices after 30 days past due
  • You violate these Terms, applicable laws, or third-party platform policies
  • You engage in abusive, threatening, or harassing behavior toward our team
  • We determine, in our sole discretion, that continuing the engagement is no longer feasible

We may also terminate the Agreement with 30 days’ written notice for any reason.

Effect of Termination

Upon termination:

  • You will continue to have access to all content, assets, and work product created during the engagement (websites, blog posts, GBP content, etc.)
  • We will provide a final report summarizing work completed through the termination date
  • You remain responsible for all outstanding invoices
  • We will cease active management of your Google Business Profile, citations, and other platforms

Intellectual Property

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`Intellectual Property`

Ownership of Work Product

All content, materials, and deliverables created by LocalCatalyst for your campaign (service pages, blog posts, location pages, GBP content, graphics, etc.) become your property upon full payment.

LocalCatalyst Intellectual Property

LocalCatalyst retains ownership of all proprietary methodologies, frameworks, tools, templates, and software (including but not limited to the CATALYST Framework, SoLV tracking, and internal reporting systems). These are licensed to you for use during your engagement but remain our intellectual property.

Client-Provided Materials

You grant LocalCatalyst a non-exclusive, royalty-free license to use any materials you provide (logos, photos, business information, etc.) for the purpose of delivering services to you.

Portfolio and Case Studies

We may feature your business in our portfolio, case studies, or marketing materials (with your prior written consent). If you prefer confidentiality, please notify us in writing.

Confidentiality

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`Confidentiality`

Both parties agree to keep confidential any proprietary or sensitive information disclosed during the engagement, including:

  • Business strategies, financial data, and trade secrets
  • Proprietary tools, methodologies, and reporting systems
  • Client lists, pricing, and internal processes

Confidential information does not include information that:

  • Is publicly available
  • Was known prior to disclosure
  • Is independently developed without use of confidential information
  • Is required to be disclosed by law

Limitation of Liability

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`Limitation of Liability`

To the fullest extent permitted by law, LocalCatalyst’s total liability for any claims arising from or related to the services shall not exceed the total amount paid by you to LocalCatalyst in the 12 months preceding the claim.

We are not liable for:

  • Indirect, incidental, consequential, or punitive damages
  • Loss of revenue, profits, data, or business opportunities
  • Damages caused by third-party platforms (Google, Yelp, etc.) or algorithm changes
  • Damages caused by client errors, omissions, or failure to follow our recommendations

This limitation applies regardless of the legal theory (contract, tort, negligence, or otherwise).

Indemnification

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`Indemnification`

You agree to indemnify, defend, and hold harmless LocalCatalyst, its affiliates, employees, and contractors from any claims, damages, liabilities, or expenses (including legal fees) arising from:

  • Your breach of these Terms or the Agreement
  • Your violation of any law, regulation, or third-party rights
  • Content or information you provide that infringes on intellectual property rights or violates privacy laws
  • Your use of our services in a manner inconsistent with our recommendations or platform policies

Disclaimer of Warranties

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`Disclaimer of Warranties`

Our services are provided “as is” and “as available” without warranties of any kind, express or implied, including but not limited to:

  • Implied warranties of merchantability, fitness for a particular purpose, or non-infringement
  • Guarantees of specific rankings, traffic, or revenue results
  • Uninterrupted or error-free service

We do not warrant that:

  • Our services will meet all your requirements
  • Any errors or defects will be corrected
  • Third-party platforms (Google, Yelp, etc.) will perform as expected

Third-Party Services

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`Third-Party Services`

Our services rely on third-party platforms and tools (Google, Yelp, Bing, SEO software, analytics tools, etc.). We are not responsible for:

  • Changes to third-party terms, policies, or algorithms
  • Service disruptions, downtime, or data loss caused by third parties
  • Actions taken by third-party platforms (e.g., Google removing reviews, Yelp filtering reviews)

You are responsible for complying with all third-party terms and policies for platforms we manage on your behalf.

Compliance with Laws

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`Compliance with Laws`

You agree to comply with all applicable federal, state, and local laws, including but not limited to:

  • Advertising and marketing regulations (FTC guidelines, CAN-SPAM Act, TCPA)
  • Consumer protection laws
  • Industry-specific regulations (e.g., HIPAA for medical practices, ABA ethics rules for lawyers)

We will not engage in practices that violate platform policies (e.g., fake reviews, keyword stuffing, black-hat SEO tactics).

Dispute Resolution

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`Dispute Resolution`

Informal Resolution

If a dispute arises, we encourage you to contact us first at [INSERT EMAIL] to attempt an informal resolution.

Binding Arbitration

If we cannot resolve the dispute informally, you agree that any dispute will be resolved through binding arbitration rather than in court, except where prohibited by law.

Arbitration will be conducted by a neutral arbitrator under the rules of the American Arbitration Association (AAA). The arbitration will take place in [INSERT CITY/STATE], or remotely via video conference.

You and LocalCatalyst agree to waive the right to a jury trial or to participate in a class action.

Exceptions

The following disputes are not subject to arbitration:

  • Small claims court actions (up to the jurisdictional limit)
  • Disputes involving intellectual property infringement

Governing Law

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`Governing Law`

These Terms are governed by and construed in accordance with the laws of the State of [INSERT STATE], without regard to conflict of law principles.

Changes to These Terms

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`Changes to These Terms`

We reserve the right to modify these Terms at any time. When we make changes, we will update the “Last Updated” date at the top of this page and notify you via email or a notice on our Website.

Your continued use of our services after changes are posted constitutes acceptance of the updated Terms.

Severability

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`Severability`

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

Entire Agreement

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`Entire Agreement`

These Terms, together with the Agreement and our Privacy Policy, constitute the entire agreement between you and LocalCatalyst regarding the services and supersede any prior agreements or understandings.

Contact Us

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`Contact Us`

If you have questions or concerns about these Terms, please contact us:

LocalCatalyst

Email: [INSERT EMAIL]

Phone: [INSERT PHONE]

Address: [INSERT ADDRESS]

Internal Linking Strategy

Link to Terms of Service from:

  • Footer (all pages)
  • Service agreement sign-up page
  • Contact form (checkbox: “I agree to the Terms of Service”)
  • Onboarding documentation

Schema Recommendations

Page Type: WebPage

Robots Meta Tag: `noindex, follow` (prevent search engines from indexing, but allow following links)

Word Count

Approximately 1,500 words

File Location: `C:\Users\spart\.openclaw\deliverables\localcatalyst\scribe\2026-02-11-terms-of-service.md`

Status: Ready for implementation

Agent: Scribe ✍️