Terms of Service

1Parties and definitions

These Terms are a contract between JMatsu Holdings LLC, a Utah limited liability company, doing business as Buzzmax ("Buzzmax", "we", "us"), of 5012 South Heather Lynn Lane, Holladay, Utah 84117, and the business entity that accepts them ("Client", "you").

• End Customer means a customer of the Client whose contact details the Client provides to Buzzmax.
• Platform means Google, Yelp, the Better Business Bureau, Facebook, Trustpilot, ConsumerAffairs, or any other review or listing service.
• Services means the services described in section 3 and identified on your order form.
• Client Data means data the Client supplies or that Buzzmax collects on the Client's behalf, including End Customer contact details, job records and feedback.

2Acceptance and authority

By accepting these Terms, signing an order form or using the Services, the individual doing so warrants that they are an authorized representative of the Client and have authority to bind it. Where the Services involve a Google Business Profile, that individual further warrants that the Client owns or is authorized to manage the profile in question.

3The services

Buzzmax provides some or all of the following, as identified on your order form.

• Review requests. We send review request text messages to End Customers the Client uploads, from a number the Client controls, on the terms in sections 4, 5 and 28.
• Review monitoring. We collect reviews the Client receives across covered Platforms and alert the Client to low ratings.
• Review replies. We draft and publish replies to reviews in the Client's voice as the business owner, on the terms in section 17.
• Business profile management. We publish posts and maintain categories, attributes and photos on the Client's Google Business Profile, on the terms in sections 14 to 17.
• Review removal requests. We assess a specific review against the Platform's own published content policy and, where it breaches one, file and follow through a removal request, on the terms in sections 9 to 12.

Buzzmax files requests and publishes content. It does not operate, control or influence any Platform, and it has no special relationship with any Platform.

4How we ask for reviews

We do not filter, delay, suppress or re-target review requests based on how satisfied a customer appears to be, and we will not configure the Services to do so at a Client's request. We do not screen End Customers for sentiment before inviting them. Buzzmax will not implement, and the Client will not ask Buzzmax to implement, any workflow that has the effect of directing the public review link only to customers likely to leave a favourable review.

This section exists because selective solicitation is deceptive under section 5 of the FTC Act, as applied through 16 CFR 255.2(d) and the example at 16 CFR 255.2(e)(11), and because it breaches Google's review content policy and Trustpilot's guidelines for businesses. It cannot be varied by an order form, a support ticket or any other instruction.

5The private feedback channel

Where the Services include a rating screen, every End Customer who reaches it is offered the public review link, whatever rating they select. A private feedback channel back to the Client may be offered in addition to the public review link. It is never offered instead of it, and it is never offered only to some recipients.

An End Customer who selects a low rating is shown the option to send feedback privately to the Client and the option to post publicly, side by side, and chooses for themselves. Buzzmax does not block, delay or discourage a public post.

6Platforms we will not solicit on

Buzzmax does not solicit Yelp reviews and does not include Yelp review links in review request messages. Yelp's terms prohibit businesses from asking customers for reviews, and separately prohibit asking after requesting feedback elsewhere. Yelp remains covered for monitoring and for removal requests.

Trustpilot invitations, if used, are sent only through Trustpilot's own supported invitation methods. Buzzmax will not send Trustpilot invitations by any unsupported method.

7No incentives

Neither party will provide, offer or arrange anything of value in exchange for a review being written, revised, withheld or removed, whether or not conditioned on the content of the review. Review request messages carry no coupon, discount, promotion or upsell. This is required by 16 CFR 465.4 and by the published policies of every Platform we cover.

8Conflict of interest

No Buzzmax officer, employee or contractor, and no immediate relative of one, will write, post, edit or vote on a review of any Client, or of any Client's competitor. Buzzmax will not create, purchase or procure reviews from any source.

9When we will file a removal request

We will not file a request because a review is negative, because the Client disagrees with it, or because of its star rating alone. We will not assert that a review is false, fraudulent or defamatory without a reasonable basis in fact. We do not send legal demands and we do not provide legal advice; see section 7 of our Legal notices.

We record the policy ground relied on for each request, and will make that record available to the Client on request. Filing a report that a review is false or suspicious without a reasonable basis is itself unlawful under 16 CFR 465.7(a), and the fee arrangement in section 11 does not change the standard in this section.

10Removal is not guaranteed

11The removal fee

Removal is quoted per review before any work begins. The quote is fixed for that review, and the fee is contingent: it becomes payable only if the review is removed.

"Removed" means the review is no longer visible on the named Platform's public profile for the Client's business, verified by Buzzmax on a stated date and recorded in the Client's account. Verification is performed daily, by loading the public profile and confirming the review is no longer listed. If a review is still up 14 days after filing, we treat the request as a failure to remove and nothing is owed.

If a removed review reappears within 30 days of the verification date, Buzzmax will refile once at no additional charge, and the fee is refunded in full.

No deposit, retainer or assessment fee is charged. If we assess a review and decline to file, nothing is owed.

12Your warranties, and our right to refuse

The Client warrants that the facts it supplies about any review, reviewer or underlying transaction are true and complete to the best of its knowledge, including whether the reviewer was ever a customer. Buzzmax relies on those facts.

Buzzmax may decline to file any removal request, or withdraw one already filed, at its sole discretion and without liability, including where it forms the view that the request would not meet the standard in section 9.

13No non-disparagement, in either direction

Nothing in this agreement restricts or penalizes the Client for reviewing, rating or commenting on Buzzmax, and Buzzmax claims no intellectual property in any such review. Any use of a Client testimonial is under a revocable, non-exclusive licence granted separately.

Buzzmax will not draft, supply or recommend any clause for the Client's own customer contracts that would restrict a customer's ability to review the Client. Both directions of this section reflect 15 U.S.C. 45b, the Consumer Review Fairness Act.

14Google Business Profile authorization

Where the Services include profile management, the Client grants Buzzmax explicit written authorization to manage its Google Business Profile and to publish posts and review replies in the Client's name. Acceptance of these Terms constitutes that written authorization. Google does not accept verbal consent for this.

The Client is and remains the owner of the profile. Buzzmax acts as a manager only, through its own Google account. Neither party will share account passwords with the other. Buzzmax will inform the Client of material changes it makes to the profile.

15Google Business Profile is free

16Disassociation within seven business days

On the Client's written request, Buzzmax will remove its Google account's access to the Client's Business Profile within seven business days. This right survives termination and applies regardless of any outstanding invoice or fee dispute. Buzzmax will never withhold, lock or restrict access to a Client's profile as leverage in a payment dispute.

17Content we write for you

Replies and posts Buzzmax drafts are published in the Client's voice, as the business owner speaking. Buzzmax will not author content published in the voice of an End Customer or of any other consumer, and will not present its own content as an independent review.

The Client may review, edit or veto any draft before publication, and may require pre-approval of all content by written notice. The Client is responsible for the accuracy of factual claims it asks Buzzmax to publish.

18No ranking or revenue guarantee

Any visibility or ranking figure we report is a point-in-time sample collected by the method stated with it, not a guarantee, a projection or an audited measurement. Where we report on AI assistant outputs, those outputs are probabilistic and are not reproducible on demand.

19Competitor data

Any comparison to a competitor is Buzzmax's own measurement, taken by Buzzmax's own method at a stated time. It is not an independent audit, not a certification, and not endorsed by the competitor or by any Platform.

20How we collect visibility data

Where the Services include visibility or ranking data, Buzzmax collects it by automated queries against public search and Platform results. Some Platforms' terms of service restrict automated access. The Client acknowledges this, and acknowledges that Buzzmax collects such data using its own accounts and infrastructure, not the Client's, and not as the Client's agent.

Any risk arising from a Platform's response to that collection sits with Buzzmax and not with the Client, and Buzzmax will not name the Client in, or route through the Client's accounts, any automated collection.

21Your obligations

• The Client warrants that it holds the consents described in section 28 for every End Customer whose contact details it provides.
• The Client will not instruct Buzzmax to do anything prohibited by sections 4 to 9, 13 or 17, and acknowledges that Buzzmax will refuse such an instruction.
• The Client will keep its own contact and billing details current.

22Fees, invoicing and tax

Subscription fees are billed monthly in advance. Removal fees are billed in arrears, after verification under section 11. Fees are exclusive of sales and use tax, which the Client is responsible for where applicable. Invoices are due on receipt and are payable by ACH bank transfer or credit card. Late amounts accrue interest at 1.5% per month, or the maximum rate permitted by Utah law if lower. Every invoice carries the Google fee disclosure in section 15.

23Term, renewal and cancellation

Subscriptions run month to month and renew automatically on the same day each month until cancelled. There is no minimum term and no setup fee.

Before you are charged, we present the renewal terms clearly and next to where you consent to them, take your separate affirmative consent to those terms, and send you a copy you can keep. We retain records of that consent for at least three years. This is the standard set by California's Automatic Renewal Law, and we apply it to every Client regardless of where they are.

If you bought over the phone: your Utah cancellation rights

Before any sales call proceeds, the caller will state their name, that Buzzmax is the company calling, and that the purpose of the call is to sell the services described in section 3.

Buzzmax will send written confirmation of any telephone sale before charging you, and that confirmation will restate the three business day cancellation right and how to use it.

24Warranty disclaimer

25Limitation of liability

Neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, goodwill or data, arising out of this agreement.

Buzzmax's total aggregate liability arising out of or relating to this agreement is limited to the total fees paid by the Client to Buzzmax in the twelve months immediately preceding the event giving rise to the claim.

These limits do not apply to gross negligence, willful misconduct or fraud, to either party's indemnification obligations under section 26, or to the Client's obligation to pay fees due.

26Indemnification

The Client will indemnify Buzzmax against any and all claims, however arising, that arise out of the accuracy of facts the Client supplied, the Client's own conduct toward its customers, the Client's lack of the consents warranted in section 21, or a Platform's action taken in response to an instruction the Client gave.

Buzzmax will indemnify the Client against any and all claims, however arising, that arise out of Buzzmax's breach of section 4, 5, 6, 7, 8, 9, 13 or 17, or out of Buzzmax's own data collection under section 20.

The parties intend these indemnities to be construed broadly, and to apply regardless of whether the claim is founded in negligence.

27Governing law, venue and arbitration

This agreement is governed by the laws of the State of Utah, without regard to conflict of laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Salt Lake County, Utah, for any dispute not subject to arbitration.

Arbitration

Any dispute arising out of or relating to this agreement will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules in Salt Lake County. Neither party bears the other's attorney fees by reason of this section alone.

Order of precedence. No order form, statement of work, promotional page, contest rule or other document displaces this section or the delegation of arbitrability to the arbitrator, unless it says so expressly and refers to this section by number.

Carve-outs. This section does not apply to a dispute alleging sexual assault or sexual harassment, and a court rather than the arbitrator decides whether that carve-out applies, notwithstanding any delegation clause. Either party may bring an individual claim in small claims court. Nothing in this section waives the right to be represented by counsel in arbitration, the arbitrator's disclosure obligations, or either party's access to provisional remedies, each of which is non-waivable.

28Text messaging

These terms apply to every review request message Buzzmax sends on the Client's behalf.

1. Consent. The Client warrants that it holds valid prior express written consent from each End Customer for review request texts, that the consent names the entities authorized to send, including Buzzmax, and that the consent was collected by the Client directly and was never bought, rented, sold or shared.
2. Consent records. The Client will retain, and produce to Buzzmax on request, the timestamp, capture method, campaign, IP address and mobile number for each opt-in.
3. No incentives in messages. Review request messages contain no coupon, discount, promotion or upsell.
4. Sender identification. Every message identifies the Client business by name and provides contact information.
5. Opt-out. STOP, and any other reasonable expression of revocation in any medium, is honored. No exclusive opt-out method is designated. Revocations are honored immediately in practice and in no event later than ten business days.
6. Confirmation. At most one opt-out confirmation is sent, within five minutes, containing no marketing content.
7. Suppression list. Buzzmax maintains the suppression list and syncs it to the Client. The Client acknowledges that under 47 CFR 64.1200(d)(3) it remains liable for a failure to honor a revocation even though Buzzmax holds the list.
8. When messages may be sent. A review request may only be sent between 8:00 a.m. and 9:00 p.m. in the recipient's local time, and never on a Sunday and never on a legal holiday. This is not a preference. Utah Code 13-25a-103(3) prohibits a telephone solicitation to a cell phone on a Sunday or a legal holiday absent prior express consent, and a single violation is actionable under Utah Code 13-25a-107(1)(b). The federal rule at 47 CFR 64.1200(c)(1) sets the 8:00 a.m. to 9:00 p.m. window by reference to the recipient's local time. Buzzmax blocks any send that would fall outside those limits, and the Client will not attempt to send outside them.
9. Volume. Buzzmax does not cap messages per End Customer. Volume is capped at the account level by the Client's package: 50 End Customers per week on the entry package, and the volume stated on the order form otherwise. A Client may request a higher cap in writing.
10. Do-not-call policy. Buzzmax maintains a written internal do-not-call policy, trains personnel on it, and will provide it on demand.
11. 10DLC registration. The Client is the registered Brand. Buzzmax is disclosed as a Reseller or under Other Responsible Parties. Neither party will use a shared or sub-aggregated number for these messages.
12. Links. No public URL shortener is used. Any shortener is on a domain dedicated to Buzzmax or to the Client.
13. Platform exclusions. Review request messages contain no Yelp review link. Trustpilot invitations are sent only through Trustpilot's own tooling.
14. Email. Where email is used, it carries accurate headers, a non-deceptive subject line, a valid physical postal address, and an opt-out that remains live for at least 30 days, is honored within ten business days, is free, and requires nothing beyond an email address.
15. Liability. The parties acknowledge that Buzzmax is likely the "initiator" of these messages and directly liable, and the Client likely the "seller" and vicariously liable, and that this allocation cannot be varied by contract as against a claimant. This section allocates indemnity between the parties only.

29Data processing terms

For End Customer personal information, the Client is the controller or business and Buzzmax is the processor or service provider. Buzzmax:

• processes End Customer personal information only for the limited and specified purposes of performing the Services;
• will not retain, use or disclose it for any other purpose, or for any commercial purpose other than performing the Services, and will not combine it with data from other sources except as permitted by law;
• will not sell it and will not share it for cross-context behavioral advertising;
• provides the same level of privacy protection the applicable statute requires of the Client;
• grants the Client the right to take reasonable and appropriate steps to verify that Buzzmax uses the information consistently with the Client's obligations;
• will notify the Client if it determines it can no longer meet its obligations, and grants the Client the right, on that or any other notice, to take reasonable and appropriate steps to stop and remediate unauthorized use;
• engages subprocessors only under equivalent written terms, maintains the list published on our Security page, and gives notice of changes with a right to object;
• forwards and assists with End Customer rights requests within five business days;
• assists with security and data protection assessments on reasonable request;
• notifies the Client of a confirmed security breach affecting Client Data without undue delay and in no event later than 72 hours;
• binds personnel with access to confidentiality obligations;
• deletes or returns Client Data at the Client's election within 30 days of termination, subject to legal retention obligations;
• acknowledges that processing outside the Client's documented instructions would make Buzzmax a controller for that processing, and undertakes not to do so.

If Buzzmax uses aggregated or deidentified data for benchmarking, it will not attempt to reidentify it and will contractually bind any recipient to the same commitment.

30Confidentiality

Each party will keep the other's non-public information confidential and use it only to perform this agreement. This does not restrict disclosures Buzzmax must make to a Platform in order to perform the Services, or disclosures required by law.

31Publicity

The Client grants Buzzmax a non-exclusive, revocable licence to use its name and logo to identify it as a client. The Client may revoke it at any time by written notice. Nothing in this agreement transfers rights in any feedback or review the Client gives about Buzzmax.

32Notices and changes

Legal notices to Buzzmax go to team@buzzmax.ai and to JMatsu Holdings LLC, 5012 South Heather Lynn Lane, Holladay, Utah 84117. Demands for correction under the Utah Truth in Advertising Act go to the address given on our Legal notices page, which carries a ten day response clock.

Buzzmax may change these Terms on 30 days' notice by email to the Client's billing contact and by posting the revised Terms here. Continued use after the notice period is acceptance. A change that materially reduces the Client's rights gives the Client the right to cancel without penalty before it takes effect.