BISTRO BUDDY - CRM Implementation Data Migration and Automation Agreement

Parties and electronic record. This agreement is between the signer and PageRank Kings LLC d/b/a BISTRO BUDDY, including the applicable project, brand, platform, owner, affiliate, successor or approved service provider identified in the submission. The submitted form, attached scope, accepted proposal, invoice, order, policy and electronic audit record are incorporated where applicable.

Purpose and authority. Use for HubSpot or other CRM setup, property design, pipeline configuration, imports, integrations, workflows, reporting and user enablement. The signer represents that the submitted information is accurate and that the signer has authority to act for the person or organization identified.

Scope and data model. The accepted plan defines objects, properties, pipelines, imports, workflows, reports and integrations. Unlisted custom development or cleanup is outside scope.

Source data responsibility. The client is responsible for lawful collection, ownership, accuracy, consent status, suppression lists and retention requirements for source data.

Migration limitations. Imports depend on source quality and platform limits. Some relationships, history, attachments, formatting or unsupported fields may not migrate completely.

Backup and testing. The client should retain source-system backups and approve mapping samples before full migration. Acceptance testing must be completed by designated users.

Automation controls. Workflows and integrations will be configured to the approved logic. The client must review recipients, triggers, timing, permissions, legal notices and stop conditions.

Privacy and security. Access will be limited to the implementation purpose. The client remains the controller or business owner responsible for privacy notices, legal basis, data subject requests and vendor terms.

Third-party platforms. Platform APIs, pricing, limits and features may change. BISTRO BUDDY is not responsible for third-party outages, discontinued endpoints or vendor decisions.

Acceptance and support. The implementation is accepted when approved, placed in production or not rejected with specific material defects during the agreed testing period. Ongoing administration requires a separate service plan.

Fees, taxes and expenses. Fees, deposits, billing dates, approved expenses and payment methods are governed by the applicable proposal, order, invoice or checkout. Unless stated otherwise, fees exclude taxes, media spend, travel, shipping, licenses and third-party charges. Undisputed overdue amounts may result in suspension, withheld delivery or loss of reserved capacity, subject to applicable law.

Change control and cooperation. Material additions, changed direction, new deliverables, compressed schedules or rework after approval require written authorization and may change price or timing. Each party will provide reasonably necessary information, access, decisions and cooperation. A party is not responsible for delay caused by the other party or an unavailable third party.

Confidentiality and security. Non-public business, technical, financial, customer, vendor, sponsor, event, account and operational information must be protected, accessed only as authorized and used solely for the approved purpose. Credentials and personal data must be handled securely. These duties survive while the information remains confidential.

Intellectual property and client materials. Ownership and licenses are limited to what this agreement or the applicable order expressly grants. Each party retains pre-existing materials, methods, tools, trademarks, know-how and third-party rights. The signer represents that supplied content, data, instructions and assets may lawfully be used for the project.

Representations; no implied guarantee. Each party will perform its stated duties in good faith and with commercially reasonable care. Except for express written commitments and nonwaivable rights, no implied warranty or guarantee of revenue, attendance, ranking, reach, approval, uptime, sales, legal outcome or third-party performance is made.

Responsibility for claims. To the extent permitted by law, each party is responsible for third-party claims, losses or costs caused by its material breach, unlawful conduct, infringement, unauthorized materials or failure to obtain required permissions. A party seeking protection must provide prompt notice and reasonable cooperation.

Limitation of liability. To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, punitive or consequential damages, lost profits or lost data arising from this agreement. Except for payment obligations, fraud, willful misconduct, confidentiality or intellectual-property misuse, BISTRO BUDDY aggregate liability for the affected project will not exceed the fees actually paid to BISTRO BUDDY for that project during the six months preceding the event giving rise to the claim.

Term, suspension and termination. The agreement begins when signed or accepted and continues for the stated project or term. BISTRO BUDDY may suspend access or work for nonpayment, security risk, unlawful activity, material breach or lack of required cooperation. Termination does not erase accrued payment, ownership, confidentiality, recordkeeping or other obligations intended to survive.

Force majeure. Neither party is liable for delay caused by events beyond reasonable control, including severe weather, disaster, epidemic, labor disruption, utility or provider outage, cyberattack, government action, venue closure or transportation failure. The parties will reasonably cooperate on rescheduling, mitigation and unavoidable third-party costs.

Dispute notice and governing law. Before filing a claim, the complaining party will provide written notice describing the issue and allow a reasonable opportunity to discuss cure, except for urgent injunctive relief or nonwaivable rights. Unless controlling law requires otherwise or a separate signed agreement states differently, Connecticut law governs and the parties consent to an appropriate court in Connecticut.

General terms. Neither party may assign this agreement in a manner that materially harms the other without consent, except to a successor in a merger, sale or reorganization. Failure to enforce a provision is not a waiver. If a provision is limited or unenforceable, it will be enforced to the maximum lawful extent and the remainder continues. Headings are for convenience. This agreement may be signed in counterparts.

Entire agreement and priority. This form, together with the applicable signed proposal, order, invoice and incorporated policy, is the complete agreement for its subject. A specifically negotiated signed document controls over conflicting boilerplate. Changes must be in a written or authenticated electronic record accepted by authorized representatives.

Electronic consent and signature. By completing required acknowledgments, typing a legal name, selecting a signature date and drawing a digital signature, the signer intends to sign electronically and agrees that the electronic record, timestamp, submission data and related audit information may be stored, reproduced and relied upon.

Legal review notice. This operational template is designed to create a clear business record but is not a substitute for advice from a licensed attorney familiar with the parties, transaction, value, jurisdiction and regulated subject matter.