Terms & Conditions
TERMS & CONDITIONS
Effective Date: August 8, 2026
Legal Entity: EverPeak Systems LLC
Business Brand: SolPeak Systems
Website: https://solpeaksystems.com
Email: [email protected]
Phone: (775) 235-8428
Business Address: 1580 Grand Point Way, Unit 34732, Reno, NV 89533-1070, United States
1. INTRODUCTION AND SCOPE
These Terms & Conditions (“Terms”) govern access to and use of the SolPeak Systems website and the services, audits, consultations, demonstrations, proposals, software configurations, communication systems, artificial intelligence tools, automation workflows, CRM configurations, booking systems, payment pages, and related offerings provided by EverPeak Systems LLC, which operates the SolPeak Systems business brand (“EverPeak,” “SolPeak,” “Company,” “we,” “us,” or “our”).
These Terms apply to website visitors, prospective customers, customers, clients, businesses, and persons who purchase, approve, access, receive, or use our services (“Client,” “you,” or “your”), as applicable.
By purchasing services, accepting a proposal or order form, signing an agreement, paying an invoice, creating or using an account, authorizing implementation, or otherwise using paid Company services, you agree to these Terms and any applicable proposal, order form, statement of work, invoice terms, or written service agreement.
If you do not agree to these Terms, you must not purchase or use the applicable services.
2. BUSINESS USE AND AUTHORITY
Our commercial services are primarily intended for businesses and persons acting in a business or professional capacity.
If you purchase, approve, authorize, configure, or use services on behalf of a company, clinic, medical practice, dental practice, organization, partnership, or other entity, you represent and warrant that you have authority to act for and bind that entity with respect to the applicable services.
You are responsible for obtaining all internal approvals necessary before authorizing services, integrations, payments, communications, access permissions, data processing, workflows, or automations.
EverPeak Systems LLC is entitled to reasonably rely on instructions, approvals, credentials, information, and authorizations provided by persons represented to us as owners, managers, administrators, authorized employees, or authorized representatives of Client.
3. SERVICES
SolPeak Systems provides business communication, lead capture, missed-call recovery, workflow automation, CRM and pipeline configuration, booking support, follow-up automation, AI-assisted intake, AI-assisted customer communication, phone and SMS workflow support, operational consulting, and related implementation services.
Services may include, depending on the applicable package or written scope:
• website and lead-flow audits;
• lead-capture systems;
• website chat or conversational systems;
• missed-call text-back workflows;
• SMS and email follow-up;
• phone routing and call workflows;
• AI-assisted voice systems;
• AI-assisted chat systems;
• appointment and booking workflows;
• qualification and routing logic;
• CRM and pipeline setup;
• lead-stage automation;
• abandoned-inquiry recovery;
• no-show and reminder workflows;
• customer and staff notifications;
• calendar and booking integrations;
• reporting and operational visibility;
• system testing and optimization;
• consulting, configuration, training, and support;
• and related automation or technology services.
The exact services and deliverables provided to Client are determined by the applicable proposal, service agreement, statement of work, order form, invoice, package description, or other written scope approved by the parties.
4. SERVICE ORDERS AND ORDER OF PRECEDENCE
A specific service may be governed by a separate proposal, statement of work, order form, service agreement, invoice, or written amendment (“Service Order”).
If a Service Order directly conflicts with these Terms, the following order of precedence applies with respect to that specific service:
1. a separately signed written service agreement or amendment;
2. a signed statement of work or order form;
3. an accepted written proposal;
4. applicable invoice or checkout terms;
5. these Terms.
Terms applicable to one project do not automatically apply to a different project unless expressly stated.
5. IMPLEMENTATION REQUIREMENTS AND CLIENT DELAYS
Implementation timelines are estimates unless expressly guaranteed in a signed written agreement.
Timelines may depend on Client providing information, approvals, credentials, access, content, business rules, carrier information, platform permissions, calendars, booking configuration, staff information, compliance information, or third-party cooperation.
Client delays may delay implementation.
If Client fails to provide required information, approvals, access, or responses for an extended period, SolPeak Systems may pause the project and reschedule remaining work based on current availability.
Additional fees may apply where significant reconfiguration, reconstruction, retesting, re-onboarding, or additional work becomes necessary because of Client delay, Client-requested changes, third-party changes, or information that was incomplete or inaccurate when originally provided.
6. CLIENT RESPONSIBILITIES
Client is responsible for:
• providing complete and accurate business information;
• reviewing all business rules, services, pricing, hours, calendars, availability, routing rules, and customer-facing information;
• reviewing and approving workflows, scripts, prompts, forms, messages, booking logic, disclaimers, and automation behavior before launch;
• maintaining accurate business hours, employee information, service details, pricing, phone numbers, calendars, booking availability, and contact information;
• obtaining all legally required permissions and consents;
• complying with laws, regulations, professional rules, privacy requirements, advertising requirements, healthcare requirements, communications laws, and industry obligations applicable to Client;
• supervising Client personnel who use or interact with the systems;
• maintaining required third-party accounts and permissions;
• maintaining secure access credentials;
• responding appropriately to customers, patients, leads, prospects, and escalations;
• promptly notifying SolPeak Systems of inaccurate information, system changes, compliance concerns, security issues, or requested updates.
Client remains responsible for Client’s underlying business operations, services, products, professional decisions, patient or customer relationships, employees, contractors, sales practices, and compliance obligations.
7. CLIENT REVIEW AND APPROVAL
Before production launch, Client is responsible for reviewing and approving material customer-facing configurations, including:
• AI instructions and prompts;
• phone scripts;
• SMS and email messages;
• booking logic;
• routing logic;
• service descriptions;
• pricing information;
• business hours;
• escalation procedures;
• qualification criteria;
• forms and consent language;
• disclaimers;
• calendars;
• staff assignments;
• automated responses;
• and other customer-facing information.
Written approval, deployment authorization, production use, or continued use after Client has had a reasonable opportunity to review a configuration constitutes acceptance of that configuration.
Client must promptly notify SolPeak Systems of any configuration that becomes inaccurate, outdated, unauthorized, unlawful, unsafe, inappropriate, or inconsistent with Client’s business practices.
SolPeak Systems is not responsible for losses caused by Client-approved information, business rules, pricing, policies, availability, scripts, prompts, or instructions that are inaccurate or later become outdated.
8. ACCEPTABLE USE
Client may not use the services to:
• violate any applicable law or regulation;
• send unlawful spam or unsolicited bulk communications;
• use purchased, rented, harvested, or scraped contact lists without lawful permission;
• impersonate another person or organization unlawfully;
• use deceptive or misleading caller identification;
• commit fraud or misrepresentation;
• harass, threaten, abuse, or unlawfully discriminate;
• distribute malware or harmful code;
• interfere with third-party systems or networks;
• violate intellectual property, privacy, confidentiality, or publicity rights;
• circumvent carrier, platform, or communications policies;
• collect regulated information through systems not approved for such use;
• or otherwise create unreasonable legal, security, operational, platform, or reputational risk.
SolPeak Systems may refuse, block, restrict, modify, pause, or terminate functionality we reasonably believe is being used unlawfully, deceptively, abusively, insecurely, or contrary to applicable platform or carrier requirements.
9. SMS, PHONE, EMAIL, AND COMMUNICATION COMPLIANCE
Client is responsible for ensuring that communications transmitted on Client’s behalf comply with applicable laws, regulations, platform policies, carrier rules, industry standards, and consent requirements.
Client is responsible for the lawful source, accuracy, permission status, and permitted use of contacts uploaded, imported, synced, submitted, or connected to Client systems.
Where consent is legally required, Client is responsible for obtaining, documenting, maintaining, and honoring such consent.
Client must honor applicable opt-out, unsubscribe, STOP, do-not-call, do-not-contact, and consent-revocation requests.
Client must not use the services for unlawful telemarketing, spam, unauthorized automated communications, deceptive outreach, or communications to recipients for whom required consent has not been obtained.
SolPeak Systems may provide technical configurations, templates, suggested language, or workflow functionality, but such assistance does not constitute legal advice or a guarantee of compliance.
Client remains responsible for obtaining independent legal or compliance review when appropriate.
10. CALL RECORDING, TRANSCRIPTION, MONITORING, AND AI VOICE
Services may technically support call recording, call monitoring, transcription, AI-generated summaries, artificial or synthesized voice functionality, automated phone systems, call routing, and related communication technologies.
Client is solely responsible for determining whether and under what circumstances such functionality may lawfully be enabled.
Client is responsible for providing legally required notices and obtaining legally required consents before using recording, monitoring, transcription, automated calling, artificial voice, AI-generated voice, telemarketing, or similar functionality.
Client must consider the laws of all jurisdictions applicable to its callers, customers, patients, employees, and operations.
SolPeak Systems may disable or refuse to configure functionality where we reasonably believe the requested use creates material legal, regulatory, carrier, security, or platform risk.
11. AI AND AUTOMATION LIMITATIONS
Artificial intelligence and automated systems are probabilistic technologies and may produce outputs that are incomplete, inaccurate, delayed, inappropriate, irrelevant, misunderstood, or inconsistent with Client expectations.
AI systems may misunderstand callers, users, accents, terminology, intent, context, pricing, availability, instructions, or exceptional situations.
Client is responsible for appropriate testing, supervision, monitoring, escalation paths, human review, and operational controls.
AI and automation must not be relied upon as the sole method for handling emergencies, urgent medical matters, diagnosis, treatment decisions, clinical decisions, legal decisions, financial decisions, safety-critical situations, or other high-risk matters.
Client is responsible for maintaining an appropriate human escalation process where necessary.
SolPeak Systems does not warrant that any AI model, automation, chatbot, voice agent, workflow, message, integration, or routing process will operate without error or interruption.
12. NO PROFESSIONAL OR CLINICAL ADVICE
EverPeak Systems LLC and SolPeak Systems are not medical providers, healthcare providers, emergency services providers, law firms, accounting firms, financial advisors, tax advisors, or licensed clinical decision-making systems.
Our services do not constitute medical advice, diagnosis, treatment guidance, legal advice, financial advice, tax advice, emergency assistance, clinical decision-making, or professional compliance advice.
Client is responsible for obtaining advice from qualified legal, medical, privacy, compliance, financial, accounting, or other professional advisors when appropriate.
No automation or AI system provided by SolPeak Systems should be represented or used as a substitute for licensed professional judgment where such judgment is required.
13. HEALTHCARE DATA, HIPAA, AND PHI
Our standard services are not automatically authorized or configured to receive, create, maintain, store, or transmit Protected Health Information (“PHI”) on behalf of a HIPAA-covered entity or business associate.
Client must not provide, upload, transmit, connect, expose, or permit access to PHI through our standard services unless:
(a) the parties have first determined that the proposed processing is appropriate;
(b) any legally required Business Associate Agreement, data-processing agreement, or other agreement has been executed;
(c) relevant vendors, systems, integrations, access permissions, and security configurations have been approved for that use; and
(d) EverPeak Systems LLC has expressly authorized such processing in writing.
Client is responsible for identifying whether information constitutes PHI or other regulated health information before exposing that information to our systems.
If applicable law independently creates obligations for EverPeak Systems LLC in connection with information actually processed, nothing in these Terms is intended to waive or avoid obligations that cannot lawfully be waived.
Healthcare clients remain responsible for their own HIPAA compliance, patient privacy practices, workforce practices, minimum-necessary determinations, professional obligations, consent processes, and appropriate use of technology.
14. SENSITIVE INFORMATION
Unless specifically authorized in writing through an approved secure workflow, Client must not transmit through general website forms, standard chat, ordinary email, standard SMS, demonstrations, test systems, or other unapproved channels:
• medical records;
• diagnosis or treatment histories;
• Social Security numbers;
• government identification numbers;
• financial account credentials;
• full payment-card information;
• passwords;
• authentication credentials;
• biometric identifiers;
• genetic information;
• or other highly sensitive regulated information.
Client is responsible for ensuring that its staff and users understand these restrictions.
15. DEMONSTRATIONS AND TEST ENVIRONMENTS
Demonstration, prototype, sandbox, test, and proof-of-concept environments are intended for evaluation and testing only unless expressly approved for production use.
Client and prospective clients must not enter real patient information, PHI, payment information, passwords, highly sensitive personal data, or production confidential data into a demonstration environment unless expressly authorized in writing.
Demo outputs may use simulated business information and are not guarantees of final production behavior, integrations, performance, availability, or compatibility.
16. THIRD-PARTY PLATFORMS AND SERVICE PROVIDERS
Our services may rely on third-party providers, including CRM systems, communications carriers, phone providers, SMS providers, email providers, AI providers, hosting providers, booking systems, calendar providers, payment processors, analytics services, APIs, integration platforms, and other software or infrastructure providers.
Third-party services are outside our direct control.
SolPeak Systems is not responsible for third-party:
• outages;
• downtime;
• software bugs;
• security incidents;
• pricing changes;
• account suspensions;
• policy changes;
• API changes;
• feature changes;
• carrier filtering;
• caller-ID labeling;
• message filtering;
• deliverability problems;
• phone-number restrictions;
• integration limitations;
• data loss;
• payment failures;
• AI-model changes;
• or discontinued functionality.
Third-party services may be governed by their own terms, privacy policies, acceptable-use policies, and pricing.
Client is responsible for maintaining required third-party accounts, licenses, payment methods, credentials, and permissions unless otherwise agreed in writing.
17. DELIVERABILITY, TELECOMMUNICATIONS, AND AVAILABILITY
No provider can guarantee uninterrupted telephone service, message delivery, email delivery, carrier acceptance, caller-ID reputation, SMS throughput, message timing, AI availability, API availability, or continuous third-party platform uptime.
Telecommunications and messaging may be affected by carrier filtering, recipient-device settings, opt-outs, blocked numbers, spam classification, registration status, network congestion, carrier policies, or third-party systems.
SolPeak Systems does not guarantee that every call, text message, email, notification, lead, appointment, or automation will be successfully delivered, processed, routed, recorded, or completed.
18. CLIENT DATA
As between Client and EverPeak Systems LLC, Client retains its rights in data lawfully supplied by Client or collected on Client’s behalf (“Client Data”), subject to applicable law and third-party platform terms.
Client represents and warrants that it has all rights, permissions, notices, consents, and lawful bases required to provide or permit processing of Client Data.
Client authorizes SolPeak Systems and relevant service providers to process Client Data as reasonably necessary to provide, secure, support, troubleshoot, maintain, and improve the contracted services.
Where applicable law requires a separate data-processing agreement, the parties may execute one before regulated processing begins.
19. ACCOUNT ACCESS AND SECURITY
Client is responsible for protecting usernames, passwords, administrator accounts, API keys, authentication devices, phone-carrier credentials, calendar credentials, CRM credentials, and other access information under Client’s control.
Client should use reasonable security measures, including unique passwords and multi-factor authentication where available.
Client must promptly notify SolPeak Systems of suspected unauthorized access relevant to systems we support.
SolPeak Systems is not responsible for unauthorized access caused by compromised Client credentials, insecure Client devices, shared passwords, employee or contractor conduct, failure to revoke former-user access, or failure to use available security controls.
20. FEES AND PAYMENT
Fees are determined by the applicable Service Order, proposal, invoice, checkout page, subscription, package, or written agreement.
Unless otherwise stated in writing:
• setup, onboarding, implementation, and project fees are due before corresponding work begins;
• recurring service fees are billed in advance;
• usage charges may be billed separately;
• taxes and third-party fees may be additional;
• telecommunications, SMS, voice, AI, email, carrier, platform, payment-processing, API, software, and integration usage fees may be billed separately or passed through to Client;
• additional work outside the approved scope may require additional payment.
SolPeak Systems may modify pricing for future purchases, renewals, upgrades, additional services, or new service periods.
Pricing changes do not retroactively alter amounts already paid for completed service periods unless otherwise agreed.
21. RECURRING SERVICES, RENEWALS, AND CANCELLATION
Where a Service Order provides for recurring monthly services, those services renew on the applicable billing cycle until canceled in accordance with the Service Order or these Terms.
Client authorizes the applicable payment processor to charge the payment method provided for recurring fees and properly authorized usage-based charges.
Unless a Service Order provides different terms, Client should submit cancellation notice at least fourteen (14) days before the next scheduled renewal date.
Cancellation notice may be sent to [email protected] or another written cancellation channel designated by SolPeak Systems.
Cancellation stops future renewals after the applicable current paid service period, subject to any minimum commitment or other written contractual requirement.
Client remains responsible for fees and charges incurred before the effective cancellation date.
22. REFUNDS
Except where required by applicable law or expressly stated in writing:
• audit fees are non-refundable once the audit work has begun;
• setup and onboarding fees are non-refundable once implementation work has begun;
• implementation and custom-work fees are non-refundable to the extent work has been performed or resources committed;
• completed service fees are non-refundable;
• third-party charges and usage charges are non-refundable once incurred;
• recurring service fees are generally non-refundable after the applicable service period begins.
Any discretionary credit or refund does not establish an obligation to provide similar credits or refunds in the future.
23. LATE PAYMENTS, FAILED PAYMENTS, AND CHARGEBACKS
If a payment is overdue, fails, is reversed, or is improperly charged back, SolPeak Systems may, subject to applicable law:
• pause implementation;
• suspend services;
• disable nonessential workflows or support;
• require updated payment information;
• require payment before resuming work;
• recover reasonable collection costs;
• or terminate services.
Client remains responsible for undisputed amounts properly due for services, authorized usage, third-party costs, and completed work.
Nothing in this section limits any non-waivable rights Client may have under applicable law.
24. SCOPE CHANGES AND ADDITIONAL WORK
Work outside an approved scope may require a separate fee, proposal, or Service Order.
Additional work may include:
• additional workflows;
• integrations;
• websites or pages;
• funnels;
• forms;
• campaigns;
• phone numbers;
• pipelines;
• dashboards;
• custom scripts;
• new AI agents;
• substantial prompt redesign;
• booking-system changes;
• platform migration;
• data migration;
• third-party troubleshooting;
• new staff training;
• compliance revisions;
• emergency changes;
• or work caused by Client or third-party changes.
SolPeak Systems may require written approval and payment before beginning out-of-scope work.
25. INTELLECTUAL PROPERTY
Client retains ownership of Client-provided trademarks, logos, business content, and Client Data.
EverPeak Systems LLC retains ownership of its pre-existing and independently developed intellectual property, including:
• frameworks;
• templates;
• processes;
• prompts;
• automation structures;
• workflow architecture;
• scripts;
• methodologies;
• documentation;
• system designs;
• know-how;
• training materials;
• software configurations;
• reusable components;
• and business methods.
Unless otherwise stated in a Service Order, upon full payment Client receives a limited, non-exclusive license to use Client-specific deliverables for Client’s own internal business operations.
Client may not sell, sublicense, publish, distribute, reverse engineer, clone, commercially exploit, or provide SolPeak Systems proprietary templates, prompts, systems, documents, processes, or automation architecture to competitors or third parties without written permission.
Third-party software, templates, AI models, and platform components remain subject to the intellectual-property rights and terms of their respective owners.
26. CLIENT CONTENT
Client represents and warrants that Client has the right to use and provide all content, trademarks, images, videos, testimonials, lists, databases, service information, pricing, patient or customer information, and other materials supplied to SolPeak Systems.
Client is responsible for ensuring Client-provided content does not infringe third-party rights, violate confidentiality obligations, mislead consumers, or violate law.
27. CONFIDENTIALITY
Each party may receive confidential business, technical, financial, operational, customer, system, security, or strategic information belonging to the other party.
Each party agrees to use reasonable care to protect confidential information and to use it only for legitimate purposes connected with the relationship.
Confidential information may be disclosed where reasonably necessary to employees, contractors, professional advisors, or service providers who need the information for legitimate purposes and are subject to appropriate obligations.
Confidentiality obligations do not apply to information that:
• is publicly available through no breach;
• was lawfully known without confidentiality restrictions;
• is independently developed without use of confidential information;
• is lawfully received from another source;
• or must be disclosed by law or legal process.
Where legally permitted, the receiving party may provide reasonable notice before compelled disclosure.
28. TESTIMONIALS, CASE STUDIES, AND PORTFOLIO USE
SolPeak Systems may use anonymized or aggregated information, generalized workflow examples, and non-identifying lessons learned for internal improvement, marketing, training, or business-development purposes.
SolPeak Systems will not publicly use Client’s name, logo, identifiable screenshots, testimonial, confidential performance data, or identifiable case study without permission, except to the extent the information is already public and its use is otherwise lawful.
29. NO GUARANTEED RESULTS
SolPeak Systems may help improve lead capture, missed-call recovery, response speed, follow-up, routing, booking workflows, CRM visibility, customer communication, and operational efficiency.
Business results depend on factors outside our control, including:
• traffic quality;
• Client reputation;
• demand;
• staff responsiveness;
• pricing;
• availability;
• sales ability;
• business hours;
• customer behavior;
• advertising performance;
• market conditions;
• third-party platforms;
• phone systems;
• booking systems;
• carrier behavior;
• compliance limitations;
• and Client implementation.
We do not guarantee any specific number of:
• leads;
• calls;
• messages;
• appointments;
• consultations;
• customers;
• sales;
• revenue;
• profit;
• conversion rate;
• return on investment;
• rankings;
• traffic;
• or other business outcome.
30. WARRANTY DISCLAIMER
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITE, SERVICES, AUDITS, RECOMMENDATIONS, SOFTWARE CONFIGURATIONS, WORKFLOWS, AUTOMATIONS, AI SYSTEMS, TEMPLATES, DEMONSTRATIONS, AND RELATED MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE.”
EVERPEAK SYSTEMS LLC DISCLAIMS ALL WARRANTIES NOT EXPRESSLY PROVIDED IN A SIGNED WRITTEN AGREEMENT, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, CONTINUOUS AVAILABILITY, ERROR-FREE OPERATION, SECURITY, DELIVERABILITY, COMPATIBILITY, COMPLIANCE, OR FITNESS FOR A PARTICULAR BUSINESS OUTCOME.
SOME WARRANTIES MAY NOT LAWFULLY BE DISCLAIMED, IN WHICH CASE THIS SECTION APPLIES ONLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.
31. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVERPEAK SYSTEMS LLC, SOLPEAK SYSTEMS, AND THEIR OWNERS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL, OR LOST-PROFIT DAMAGES.
THIS INCLUDES, WITHOUT LIMITATION, CLAIMS FOR LOST REVENUE, LOST PROFITS, LOST LEADS, LOST APPOINTMENTS, LOST BUSINESS, LOST DATA, LOST OPPORTUNITIES, BUSINESS INTERRUPTION, REPUTATIONAL HARM, COMMUNICATION FAILURE, PLATFORM DOWNTIME, THIRD-PARTY FAILURE, OR LOSS OF EXPECTED SAVINGS.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF EVERPEAK SYSTEMS LLC ARISING OUT OF OR RELATING TO A PARTICULAR SERVICE, EVENT, OR CLAIM WILL NOT EXCEED THE AMOUNT ACTUALLY PAID TO EVERPEAK SYSTEMS LLC FOR THE AFFECTED SERVICE DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
IF NO FEES WERE PAID FOR THAT AFFECTED SERVICE DURING THAT THREE-MONTH PERIOD, THE LIABILITY CAP WILL NOT EXCEED THE AMOUNT ACTUALLY PAID FOR THE SPECIFIC DELIVERABLE OR PROJECT GIVING RISE TO THE CLAIM.
THESE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY, INCLUDING CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EXCEPT WHERE SUCH LIMITATION IS PROHIBITED BY APPLICABLE LAW.
32. INDEMNIFICATION
To the maximum extent permitted by law, Client agrees to defend, indemnify, and hold harmless EverPeak Systems LLC, SolPeak Systems, and their owners, officers, employees, contractors, and agents from third-party claims, liabilities, damages, losses, penalties, fines, reasonable legal fees, and expenses arising from or relating to:
• Client’s products or services;
• Client’s business operations;
• Client-provided content or data;
• Client’s customers, patients, prospects, or users;
• Client’s instructions;
• Client’s violation of law;
• Client’s failure to obtain legally required consent;
• Client’s misuse of communications systems;
• Client’s misuse of AI or automation;
• Client’s privacy or healthcare practices;
• unlawful SMS, telephone, email, or marketing activity;
• Client’s violation of intellectual-property or privacy rights;
• Client staff actions or omissions;
• Client’s breach of these Terms;
• or Client’s breach of an applicable Service Order.
This obligation applies only to the extent the applicable claim arises from matters within Client’s responsibility and does not require Client to indemnify EverPeak Systems LLC for liability that applicable law prohibits from being shifted to Client.
33. SUSPENSION AND TERMINATION
SolPeak Systems may suspend, restrict, or terminate services where reasonably necessary because:
• Client fails to pay amounts properly due;
• Client materially breaches an agreement;
• continued use creates security risk;
• Client requests unlawful or deceptive functionality;
• Client uses systems for spam or abuse;
• Client violates third-party platform or carrier rules;
• Client creates material legal, regulatory, privacy, security, or reputational risk;
• required third-party access becomes unavailable;
• or continued performance becomes technically, commercially, or legally impracticable.
Where reasonable and appropriate, we may provide an opportunity to cure the issue before termination.
Upon termination, Client remains responsible for amounts properly due through the effective termination date and for authorized usage or third-party costs already incurred.
Sections that by their nature should survive termination will survive, including payment obligations, confidentiality, intellectual property, disclaimers, limitations of liability, indemnification, and dispute provisions.
34. NO AGENCY, PARTNERSHIP, EMPLOYMENT, OR FIDUCIARY RELATIONSHIP
Nothing in these Terms or the services creates a partnership, joint venture, franchise, employment relationship, fiduciary relationship, or general agency relationship between Client and EverPeak Systems LLC.
Neither party may bind the other or incur obligations in the other party’s name unless expressly authorized in writing.
35. FORCE MAJEURE
EverPeak Systems LLC is not liable for delay or failure caused by events beyond its reasonable control, including:
• natural disasters;
• fires;
• severe weather;
• power failures;
• internet failures;
• telecommunications outages;
• carrier failures;
• software-platform outages;
• API failures;
• cyberattacks;
• labor disruptions;
• war;
• terrorism;
• government action;
• regulatory changes;
• public-health events;
• payment-processor disruption;
• third-party provider failure;
• or other events beyond reasonable control.
Performance will resume when reasonably practicable.
36. GOVERNING LAW
These Terms and disputes arising from them are governed by the laws of the State of Nevada, without regard to conflict-of-laws principles, except where another law must apply as a matter of law.
37. INFORMAL DISPUTE RESOLUTION AND VENUE
Before filing a legal action, the parties agree to make a reasonable good-faith effort to resolve the dispute informally.
A party asserting a dispute should provide written notice describing the dispute and requested resolution.
The parties will have at least thirty (30) days after receipt of the notice to attempt informal resolution unless emergency relief is reasonably necessary.
If the dispute is not resolved, and unless a separate signed agreement provides otherwise, the parties agree that legal proceedings will be brought in a state or federal court having jurisdiction in Washoe County, Nevada.
Each party consents to personal jurisdiction and venue in those courts to the extent legally permitted.
38. ELECTRONIC COMMUNICATIONS AND APPROVALS
Where permitted by law, electronic signatures, electronic approvals, emails, digital acceptances, payment authorizations, and electronic records may be used in connection with the services.
Client is responsible for maintaining accurate contact information for notices and account communications.
39. NOTICES
Legal notices to EverPeak Systems LLC should be sent to:
A notice is effective when received, subject to applicable law and any different notice provision in a signed agreement.
40. CHANGES TO THESE TERMS
We may update these Terms prospectively from time to time.
The updated version will be posted with a revised effective date.
Material changes will not retroactively alter completed transactions or override a separately signed agreement.
For active paid services, any separately signed service agreement or Service Order continues to control where it conflicts with a later website update.
41. ENTIRE AGREEMENT
These Terms, together with applicable Service Orders and policies incorporated by reference, constitute the agreement applicable to the relevant services.
No oral statement modifies a signed written agreement unless subsequently confirmed in writing by an authorized representative.
42. SEVERABILITY
If any provision is held invalid, unlawful, or unenforceable, that provision will be enforced to the maximum extent legally permitted and the remaining provisions will remain in effect.
43. NO WAIVER
Failure to enforce a right or provision does not waive that right or provision.
A waiver is effective only for the specific circumstance for which it is given.
44. ASSIGNMENT
Client may not assign a service agreement without prior written consent from EverPeak Systems LLC, except where applicable law provides otherwise.
EverPeak Systems LLC may assign an agreement in connection with a merger, acquisition, reorganization, financing, affiliate restructuring, sale of substantially all relevant assets, or transfer of the applicable business or services.
45. HEADINGS
Section headings are provided for convenience and do not limit the meaning of any provision.
46. CONTACT
If you have questions about these Terms, contact:
EverPeak Systems LLC
Operating the SolPeak Systems business brand
1580 Grand Point Way, Unit 34732
Reno, NV 89533-1070, United States
Website: https://solpeaksystems.com
Email: [email protected]
Phone: (775) 235-8428