Terms of Service

1. Legal Entity

Canopy is a product and operating division of Perfect Sites LLC, a Delaware limited liability company.

Delaware LLC · Entity ID: 6738510 · Formed April 14, 2022

Contact: joe@keepyoucovered.com

2. Description of Services

Canopy is an automated digital presence management platform. Depending on your subscription tier, we provide some or all of the following:

• SEO Audit & Analysis automated website audits, keyword research, and actionable recommendations to improve search engine visibility
• Content Generation automatically generated website copy, blog posts, landing pages, and social media content
• Social Media Management content scheduling and posting to connected social accounts (Facebook, Instagram, TikTok, LinkedIn, Twitter/X)
• Google Business Profile Management monitoring reviews, responding to reviews, and optimizing your Google presence
• Review Management automated review request campaigns via SMS, review response suggestions, and review analytics
• Paid Ads Management creation and management of paid advertising campaigns on Facebook/Meta
• Analytics & Reporting dashboards and reports covering SEO performance, social engagement, and ad metrics

The specific services available to you depend on your subscription tier.

3. Pricing & Plans

Canopy offers three subscription tiers. All prices are in US Dollars and billed monthly.

The features included in each tier are subject to change as the product evolves. Your subscription price is locked from the day you sign up: see Section 4.4.

4. Billing & Payment

4.1 Payment Method

Payments are processed securely by Stripe. You authorize us to charge the payment method on file for the subscription fee each billing cycle. We do not store your full credit card details.

4.2 Billing Cycle

Subscriptions are billed monthly on the date you originally signed up. For example, if you signed up on March 15, you will be billed on the 15th of each month.

4.3 Failed Payments

If a payment fails, we will retry it within 3 days and again within 7 days. If payment is not received within 14 days of the initial failure, your account may be suspended. We will notify you via email before suspending your account.

4.4 Price Changes

Your subscription price is locked for life: the monthly price in effect when you subscribe will never increase for as long as your subscription remains active. We may change the listed pricing for new subscriptions at any time; such changes never apply to existing subscribers. If you cancel and later resubscribe, the pricing listed at the time you resubscribe applies. If we ever lower the listed price of your plan, you may contact us to move to the lower rate.

The Pro plan's 10% ad-management fee is calculated on your actual ad spend each month and is separate from the locked subscription price.

4.5 Taxes

You are responsible for all applicable taxes. If we are legally required to collect taxes, those will be added to your invoice.

4.6 No Refunds

All fees are non-refundable except where required by law. Monthly fees are not prorated for partial-month cancellations. If you cancel before the end of your billing cycle, you will retain access until the end of the paid period.

5. Cancellation

You may cancel your subscription at any time from your account settings or by emailing us at joe@keepyoucovered.com.

Upon cancellation:

• Your subscription will remain active until the end of the current billing period
• All connected OAuth integrations will be disconnected
• Your data will be retained for 30 days and then deleted upon your request (see our Data Deletion page)
• No further charges will be made after the current billing period ends

We do not require a cancellation notice period. You can cancel immediately and retain access until the end of the current period.

6. Acceptable Use Policy

You agree not to use Canopy to:

• Generate, publish, or distribute content that is illegal, harmful, defamatory, obscene, or otherwise objectionable
• Violate any third-party intellectual property rights, including copyright, trademark, or publicity rights
• Send spam, unsolicited communications, or any message that would violate anti-spam laws
• Access another user's account without authorization
• Use our platform to distribute malware, viruses, or other harmful code
• Attempt to gain unauthorized access to our systems or another user's data
• Use our platform in any way that interferes with the normal operation of our services
• Republish or redistribute automatically generated content as original work in a way that misleads others about its origin

Violations of this policy may result in immediate account suspension or termination without refund.

7. Content & Intellectual Property

7.1 Your Content

You retain all rights to the content you provide to Canopy, including your business information, customer data, and any content you upload. You grant us a limited license to use your content solely to provide the services you have requested.

7.2 Automatically Generated Content

Automatically generated content created by Canopy for your use is produced using third-party content-generation technology. We provide this content to you as our customer for your business use. We do not make any warranty regarding the originality, accuracy, or fitness for purpose of automatically generated content. You are responsible for reviewing and approving all automatically generated content before it is published.

7.3 Generated Website Ownership

Websites generated through Canopy belong to you. You own the content we generate for your website and can use it as you see fit, subject to these terms.

7.4 Our Platform & Technology

The Canopy platform, including our software, algorithms, and branding, is owned by Perfect Sites LLC. We grant you a limited, non-exclusive, revocable license to use our platform as long as your subscription is active. You may not copy, reverse-engineer, or resell our platform.

8. Third-Party Platforms

Canopy integrates with third-party platforms including Google, Facebook/Meta, Instagram, TikTok, LinkedIn, and Twitter/X. Your use of those platforms is subject to their respective terms of service and privacy policies. We are not responsible for the actions or policies of any third-party platform.

Some integrations may require you to have a valid account with the third-party platform in good standing. We reserve the right to suspend integrations that are no longer supported by the third-party platform.

9. Disclaimers

CANOPY DIGITAL IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. WE DO NOT WARRANT THAT:

• The service will be uninterrupted, error-free, or completely secure
• Automatically generated content will be accurate, complete, or suitable for your specific needs
• SEO improvements will result in specific search engine rankings
• Social media posts will achieve specific engagement or reach

Search engine rankings, social media reach, and business outcomes depend on many factors beyond our control, including the competitiveness of your industry, changes to search engine algorithms, and platform policies.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PERFECT SITES LLC AND CANOPY DIGITAL SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES, ARISING FROM YOUR USE OF OR INABILITY TO USE CANOPY DIGITAL.

OUR TOTAL LIABILITY FOR ANY CLAIM ARISING FROM YOUR USE OF THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM.

THIS LIMITATION APPLIES REGARDLESS OF WHETHER THE CLAIM IS BASED ON CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11. Indemnification

You agree to indemnify, defend, and hold harmless Perfect Sites LLC, its members, officers, and agents from any claim, liability, loss, damage, cost, or expense (including reasonable attorneys' fees) arising from:

• Your use of Canopy in violation of these terms
• Content you publish through Canopy, including content that infringes third-party rights
• Your violation of any applicable law or regulation
• Your business decisions made based on information or advice provided by Canopy

12. Termination

Either party may terminate this agreement at any time (see Section 5 for your cancellation rights). We may also terminate or suspend your account immediately, without prior notice, if:

• You violate these Terms of Service or our Acceptable Use Policy
• You fail to pay fees when due
• We reasonably believe your account poses a security risk or is being used for illegal activity

Termination for violation of these terms does not entitle you to a refund. Upon termination, your access to the platform will cease and your data will be handled according to our data retention policy.

13. Governing Law & Dispute Resolution

These terms are governed by the laws of the State of Delaware, USA, without regard to conflict of law principles.

Any dispute arising from these terms or your use of Canopy shall first be attempted to be resolved through good-faith negotiation. If the dispute cannot be resolved within 30 days, either party may pursue legal action in the courts of Delaware.

You agree that any claim must be brought individually and you waive any right to participate in a class action or consolidated proceeding.

14. SMS & Messaging Terms

Canopy (operated by Perfect Sites LLC) sends SMS text messages to users who provide a mobile phone number. This section describes our messaging program.

Types of Messages

You may receive account, onboarding, and service-related text messages, as well as two-way conversational support messages from Canopy.

Message Frequency

Message frequency varies based on your account activity and interaction with the service.

Message & Data Rates

Message and data rates may apply.

Opt-Out & Help

Reply STOP at any time to opt out of text messages. Reply HELP for help, or contact us at support@keepyoucovered.com.

Carrier Liability

Carriers are not liable for delayed or undelivered messages.

Program Operator

This messaging program, Canopy, is operated by Perfect Sites LLC.

15. Changes to These Terms

We may update these terms from time to time. Material changes will be communicated by:

• Posting updated terms on this page with a new "Last updated" date
• Emailing the registered account holder at least 14 days before material changes take effect

Continued use of Canopy after any update constitutes acceptance of the updated terms. If you do not agree to updated terms, you must cancel your subscription before the changes take effect.

16. Contact

Questions about these terms? Reach us:

Email: joe@keepyoucovered.com