Lead Generation Agreement & Terms of Service

This Lead Generation Agreement (the “Agreement”) is entered into effective this Jul 21, 2022 (“Effective Date”), by and between Dwelle LLC DBA Arlo.ai with place of business at 2101 Plantation Vlg. Dorado Beach, PR 00646 (“Lead Supplier”) and (“Lead Buyer / Client ”).

Billable Call:

Leads will be deemed received by Client as soon as the Client's number is connected via a live transfer telephone call, or if the call line is ringing 90 seconds or more. Client acknowledges and agrees that Lead Supplier makes no guarantee or other representation to Client that Client will obtain any particular result, qualitatively or otherwise, as a result of such service.

It should be understood that every unique call that lasts equal to, or greater than, the “duration” listed above becomes a “Billable Call”. There will be no scrubbing or refunds for any calls sent that meet the above criteria.

Call Criteria:

We use third party data to enrich and pre-qualify each inbound call in realtime using a soft credit pull and AI powered IVR. This eliminates as much as 80% of the unqualified calls.

Disposition : Debt Relief / Deb Consolidation
Minimum Debt Load of $10,000 in unsecured debt.
Currently Employed.
State List: All Licensed States

Payment

Lead Buyer will pre-pay a deposit for billable calls as listed in the corresponding checkout or Insertion Order (IO). Lead buyer's account balance will be deducted for each billable call until it reaches zero.

Automated Payment: Lead buyer gives authority for automated billing through credit card and/or ACH. Automated payment can be switched off directly inside of the application prior to the next deposit / billing cycle.

Client confirms and authorizes the purchase of the Services described in this Agreement. Client further agrees that any and all fees paid to Dwelle LLC for the purchase of prospect leads are non-refundable, as media has been committed. Client agrees that all sales are final and its failure to pay is a material breach of this Agreement and in such event Dwelle LLC shall be entitled to recover any outstanding balances and any such costs of collection including reasonable attorney’s fees.

Dwelle LLC Obligations: Dwelle LLC DBA Arlo.ai agrees to undertake and complete the services indicated in the terms of this agreement in accordance with high industry standards and integrity. All Leads (Live Calls or Inbound Calls) provided to Client will become the exclusive leads only to the client.

Client acknowledges and agrees that Leads will be used exclusively for lawful purposes and considered a lead, as you exclusively own the data from that call and it cannot be transferred. No cash refunds. We reserve the right to suspend lead delivery at our discretion. Dwelle LLC will make every attempt to deliver an exact or complete daily order but no guarantees are made. You acknowledge that all previous calls you have received and purchased are good and without dispute.

DISCLAIMERS; LIMITATIONS. EXCEPT AS EXPRESS PROVIDED HEREIN, Dwelle LLC PROPERTIES AND ANY MATERIALS OR OTHER SERVICES PROVIDED BY OR ON BEHALF OF Dwelle LLC PURSUANT TO THIS AGREEMENT ARE PROVIDED "AS IS" AND WITH ALL DEFECTS, AND Dwelle LLC HEREBY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, AND CONDITIONS, EXPRESS OR IMPLIED. EXCEPT PURSUANT TO INDEMNITY PROVISIONS OR A BREACH OF CONFIDENTIAL INFORMATION, NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF OR UNAUTHORIZED ACCESS TO INFORMATION). Dwelle LLC WILL NOT BE LIABLE TO CLIENT FOR DAMAGES IN EXCESS OF AMOUNTS ACTUALLY PAID TO Dwelle LLC HEREUNDER.

CONFIDENTIAL INFORMATION. Indemnification and Limitation of Liability Both Client and Dwelle LLC shall defend and indemnify each other and its directors, officers, agents, representatives, and employees harmless from any and all claims, demands and damages of every kind and nature, known and unknown, arising out of or in any way connected with Client or Dwelle LLC negligence or malfeasance. Information that is disclosed by one party to the other party, and that is marked “confidential”, or which under the circumstances ought reasonably to be treated as confidential information (including this Agreement), will be treated as confidential by the receiving party. The receiving party will not disclose to a third party such information, or use such information other than for the purposes for which it was provided, without the written consent of the other party; this limitation will apply for a period of one year after disclosure of such confidential information. The foregoing limitations do not apply to the extent such information:(a) is or subsequently becomes publicly available other than through a breach of these limitations.

INDEPENDENT CONTRACTOR

This Agreement shall govern the relationship of the parties, which shall be that of an independent contractor. Nothing in this Agreement shall be construed so as to create an employer—employee relationship. Lead Supplier is an independent contractor in relation to Client. No agency relationship, joint venture or partnership is created by this Agreement.

TERM & TERMINATION

This agreement is ongoing from the initial start date. The Lead Buyer has the right to terminate the contract 7 days prior to renewal. All past valid leads will be billed. This agreement may be amended from time to time by mutual consent. Any amendments to this agreement must be in writing and signed by both parties. This Agreement is governed by the laws of Puerto Rico where at the parties have read this agreement and agree to be bound by its terms, and further agree that it constitutes the complete and entire agreement of the parties and supersedes all previous communications, oral or written, and all other communications between them relating to the license and to the subject hereof. This Agreement constitutes a Legal and Binding Contract between both parties and is being executed by authorized personnel of both parties. No verbal understandings have any part of this Service Agreement. Dwelle LLC does not guarantee any such pattern or schedule of lead disbursement. Dwelle LLC does not have control if the lead applicant has applied elsewhere.

Authorized Use and Purpose of Leads

YOU AGREE NOT TO SHARE WITH OTHERS, LICENSE, RESELL, DISTRIBUTE OR OTHERWISE DISCLOSE ANY OR ALL OF THE LEADS OR SERVICES OR THE INFORMATION CONTAINED IN THEM, ALONE OR AS PART OF A LIST OR ANY OTHER DATA OR LEAD AGGREGATION, TO ANY THIRD PARTY FOR ANY PURPOSE, EXCEPT ONLY TO AN ENTITY ENGAGED BY YOU AS A CONTRACTOR FOR THE SOLE PURPOSE OF ASSISTING YOU IN CONNECTION WITH THE AUTHORIZED USE OF THE LEADS BY YOU.

Compliance

It is your sole responsibility to familiarize yourself with all laws and regulations applicable to the receipt, use, storage and safeguarding of data that identifies consumers that we provide you, and to comply with them. You agree to maintain commercially reasonable physical, electronic and procedural controls and safeguards to protect any such consumer information received pursuant to these terms from unauthorized use or disclosure, including the maintenance of appropriate safeguards to restrict access to the consumer data solely to carry out the purposes for which the information was disclosed.

Warranties & Disclaimer

With respect to each purchase or receipt of leads or services, you agree and warrant that:

The use of the leads and services and any calls and other interactions with and information provided to consumers resulting from the leads will comply with all applicable federal, state and local laws, statutes, rules and regulations, including without limitation, the Communications Act of 1934, as amended, the Telephone Consumer Protection Act (“TCPA”) and implementing regulations issued by Federal Communications Commission, the Telemarketing and Consumer Fraud and Abuse Prevention Act, the Federal Trade Commission’s Telemarketing Sales Rule, the Controlling the Assault of Non-Solicited Pornography and Marketing Act, and other federal and state laws and regulations governing the marketing, promotion, and/or sales of goods or services, including general consumer protection laws and regulations, or other consumer protection laws that prohibit unfair, deceptive, or misleading acts or practices;

without limiting the generality of subsection (a) above, you will not make any calls to any individual listed on any federal or state national Do-Not-Call (DNC) registry unless an exemption applies;
you will not use any lead information for purposes of determining a person’s eligibility for insurance, credit, employment or otherwise in any manner that violates the Fair Credit Reporting Act;
you have obtained any and all required licenses, permits, and other authorizations required by any law, regulation, or government or regulatory authority to conduct your business as presently conducted, including offering and selling the products and services that are the subject of the lead;
you have disclosed the existence of any federal or state decrees, orders, or consent agreements, and any pending formal or informal government investigations, and you further represent and warrant that if you become involved or named in any action, investigation, complaint or other proceeding by or before any governmental or regulatory authority, or any private party, you will immediately provide notice to Arlo of such action, investigation, complaint or other proceeding; and
you will ensure that your employees, contractors and agents comply with the foregoing.

THE LEADS, MARKETING SERVICES AND THIS WEBSITE ARE PROVIDED “AS IS”, “WHERE IS”. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, NEITHER PARTY MAKES ANY WARRANTIES TO THE OTHER, AND ALL IMPLIED, STATUTORY OR OTHER WARRANTIES ARE DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, COMPLIANCE WITH THE LAWS, NON-INFRINGEMENT, TITLE, OR BASED ON COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT GUARANTEE THAT THE INFORMATION PROVIDED BY THE CONSUMER IS ACCURATE OR COMPLETE, OR THE RESULTS TO BE ACHIEVED FROM THE LEADS, INCLUDING ANY SPECIFIC CUSTOMER CONVERSION RATES.

YOU UNDERSTAND AND ACCEPT THAT LEADS AND CONTACT INFORMATION COLLECTED HAVE NOT BEEN SCREENED OR VALIDATED BY US AND ARE NOT GUARANTEED TO BE ACCURATE OR ERROR-FREE AND ALL RISKS OF CONDITION, USE, QUALITY, DESIGN, OR FITNESS ARE YOURS.

Indemnification

You agree to indemnify, defend and hold harmless Arlo and its members, directors, officers and affiliates, successors and assigns from and against any liabilities, damages, costs and expenses (including reasonable attorney’s fees) resulting from a third party claim or investigation relating to or arising from your, your affiliates’, or your or their employees’, contractors’ or agents’ activities with respect to the leads or the possession, disclosure or use thereof, including without limitation, any consumer contact or information in connection therewith, or any breach of the warranties you made above, including your warrant of compliance with TCPA, or the restrictions on use of the leads. This obligation remains in effect for a period of five (5) years from the date of each lead purchased or received by you, and remains in effect thereafter for all claims made or investigations initiated during that period.

Consent to Call

We have made a reasonable effort, based on currently understood legal requirements, to obtain the consumer’s online prior express written consent to be contacted by automatic telephone dialing systems on their mobile phones pursuant to the TCPA, and have provided to you a copy of the consent language and mechanism we use. You should determine whether the consents we have obtained are legally sufficient and comply with your internal marketing policies. Arlo makes no representations or warranties regarding such consent, including but not limited that such consent complies with the TCPA requirements or other applicable law, or that the leads can all be called.

Disclaimer and Limitations of Liability

AS A CONDITION TO THE PROVISION OF THE LEADS AND OTHER MARKETING SERVICES, WE BOTH AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, Arlo WILL NOT BE LIABLE TO YOU, YOUR AFFILIATES OR RESPECTIVE CONTRACTORS OR AGENTS OR ANY THIRD PARTY, REGARDLESS OF THE CAUSE OR ACTION, FOR: (i) ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, SPECIAL OR RELIANCE DAMAGES RESULTING FROM OR ARISING IN CONNECTION WITH THE LEADS OR OTHER MARKETING SERVICES, ANY INFORMATION WE PROVIDE TO YOU IN CONNECTION THEREWITH, THESE TERMS OR ANY MATTERS RELATING THERETO, INCLUDING WITHOUT LIMITATION LOSS OF REVENUES, PROFITS, BUSINESS OPPORTUNITY OR DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR (ii) ANY DAMAGES OF ANY TYPE, IN THE AGGREGATE AT ANY TIME, IN EXCESS OF THE AMOUNT PAID BY YOU TO US FOR LEADS UNDER THESE TERMS IN THE MOST RECENT THREE (3) MONTH PERIOD. THE LIMITATIONS AND EXCLUSIONS OF LIABILITY HEREIN SHALL APPLY EQUALLY FOR THE BENEFIT OF Arlo’S SUPPLIERS, OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES WHEN ACTING IN CONNECTION WITH THE SUBJECT MATTER OF THESE TERMS.

YOU ACKNOWLEDGE THAT Arlo WOULD NOT HAVE ENTERED INTO THIS AGREEMENT BUT FOR THE LIMITATIONS CONTAINED IN THIS SECTION