Terms of Service

1. Agreement to these terms

These Terms of Service ("Terms") govern your use of www.renzagroup.com (the "Site") and any services you buy from RenzaGroup LLC ("RenzaGroup," "we," "us," "our"), a Tennessee limited liability company. By using the Site or engaging us, you agree to these Terms. If you don't agree, don't use the Site.

If you are agreeing on behalf of a company, you confirm you have the authority to bind it, and "you" means that company.

2. What we sell

RenzaGroup provides, among other things:

• Operations management platforms and event management platforms — custom software design, engineering, and delivery.
• Application design & engineering — custom applications, integrations, portals, migrations, and related work.
• SaaS platform consulting & design — product, architecture, pricing, and interface guidance.
• Business growth coaching — one-on-one advisory work.
• CLIENTI — done-for-you review collection.
• MapRank — ongoing Google Business Profile optimization and Maps rank tracking.

The Site describes these in general terms for marketing purposes. What you actually receive is defined by your written proposal, statement of work, or order form (the "Proposal"). Where the Proposal and these Terms conflict, the Proposal governs for that engagement.

3. Proposals, scope, and changes

Work begins when you accept a Proposal in writing and pay any deposit it requires. The Proposal sets scope, deliverables, schedule, assumptions, and price.

Anything outside that scope is a change. We'll price it and get your written approval before doing it — we don't do surprise invoices. Schedules assume you provide access, content, decisions, and feedback within the timeframes the Proposal sets; delays on your side move our dates by at least the same amount.

4. Your responsibilities

• Give us accurate information, and timely access to the systems and accounts the work requires.
• Nominate someone who can make decisions and give feedback.
• Make sure you have the rights to any content, data, images, credentials, or third-party material you give us.
• Keep your own backups of anything irreplaceable before a migration or a change to a live system.
• Comply with the rules of the platforms involved — including Google's policies for business profiles and reviews.

5. Fees and payment

Prices, deposits, milestones, and billing cadence are set in the Proposal. Unless it says otherwise:

• Project work requires a deposit before we start, with the balance billed at the milestones stated.
• Subscription and retainer services are billed monthly in advance.
• Invoices are due on receipt and late after 15 days. Overdue amounts may accrue interest at 1.5% per month (or the maximum the law allows, whichever is lower).
• Fees exclude taxes, and exclude third-party costs such as hosting, domains, software licences, and ad spend, which are yours.
• We may pause work or suspend a service on materially overdue accounts, after giving you notice.

Fees already paid for work performed are non-refundable. If we haven't started work, we'll refund a deposit less any costs already incurred.

6. Ownership and intellectual property

What you own. On full payment for the relevant work, you own the custom deliverables we create specifically for you under the Proposal — the application code we wrote for you, your designs, your configuration, your content, and your data.

What we keep. We retain ownership of everything that pre-existed the engagement or is generally reusable: our products (including CLIENTI and MapRank), our frameworks, methods, libraries, components, templates, and know-how. Where a deliverable includes any of it, you get a perpetual, worldwide, non-exclusive licence to use it as part of that deliverable.

Third-party components (open-source libraries, fonts, plugins, platform services) stay under their own licences, and you're responsible for any ongoing fees they carry.

Portfolio. Unless the Proposal says otherwise, we may describe the engagement and show non-confidential work in our portfolio and marketing. Tell us if you'd rather we didn't, and we won't.

7. Subscription services

CLIENTI, MapRank, ongoing support, and retainers renew monthly unless the Proposal sets a term. Either of us may cancel with 30 days' written notice before the next renewal. Cancelling stops future billing; it doesn't refund the current period.

On cancellation we'll hand back the accounts and data we hold for you and give up any delegated access. Give us a reasonable window to do that cleanly.

8. Third-party platforms and rules

Much of our work runs on platforms we don't control — Google, hosting providers, payment processors, messaging carriers. Their terms, policies, pricing, and behavior can change without notice, and we're not responsible for what they do.

In particular, for review and visibility work: we collect genuine reviews from real customers, and nothing else. We will not write fake reviews, buy reviews, offer incentives for reviews, filter customers by how they're likely to rate you, or otherwise breach Google's policies — and we won't do it at a client's request either. Asking us to is grounds for us ending the engagement.

9. No guarantee of results

We bring judgment, experience, and effort. We can't and don't guarantee particular search rankings, review volumes, lead counts, revenue, or business outcomes. Any figures, case studies, or examples on this Site describe past results for specific businesses and are not a promise of yours.

Coaching and consulting are advisory. Decisions about your business remain yours, and we are not your lawyers, accountants, or financial advisers — nothing we provide is legal, tax, or investment advice.

10. Confidentiality

Each of us will keep the other's non-public information confidential, use it only to perform or receive the services, and protect it with at least reasonable care. This doesn't cover information that is public, already known, independently developed, or required to be disclosed by law — and if we're legally compelled to disclose yours, we'll tell you where we're permitted to.

11. Use of the Site

The Site and its content are ours or our licensors', and are protected by copyright and other laws. You may read it and share links to it. You may not scrape it at scale, copy it to build a competing offering, misrepresent it as yours, attempt to breach its security, or use it for anything unlawful.

12. Disclaimer of warranties

The Site is provided "as is" and "as available," without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We don't warrant the Site will be uninterrupted, error-free, or secure.

Services delivered under a Proposal carry the warranties stated in that Proposal — typically that we'll perform them in a professional and workmanlike manner, and correct defects reported within the warranty window it names. Beyond that, all warranties are disclaimed to the extent the law allows.

13. Limitation of liability

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, data, or business opportunity, even if advised such damages were possible.

Our total aggregate liability arising out of or relating to an engagement is limited to the amount you paid us for that engagement in the twelve months before the claim arose. For use of the Site alone, where you've paid us nothing, our aggregate liability is limited to USD $100.

Nothing here excludes liability that cannot lawfully be excluded, including for fraud or willful misconduct.

14. Indemnity

You'll defend and indemnify RenzaGroup against third-party claims arising from content, data, or materials you supplied, from your use of the deliverables in breach of these Terms or a platform's rules, or from your violation of law or another party's rights.

15. Termination

Either of us may terminate an engagement for material breach that isn't cured within 15 days of written notice. You may also terminate a project engagement for convenience on written notice; in that case you pay for work performed and non-cancellable costs committed up to the termination date. Sections on ownership, confidentiality, payment, disclaimers, liability, and indemnity survive termination.

16. Governing law and disputes

These Terms are governed by the laws of the State of Tennessee, without regard to conflict-of-law rules. The courts located in Tennessee have exclusive jurisdiction, and both parties consent to venue there.

Before filing anything, we each agree to raise the issue in writing and give the other 30 days to work it out in good faith. Most things get solved in a phone call.

17. General

We're an independent contractor, not your employee, partner, or joint venturer. Neither of us may assign an agreement without the other's consent, except to a successor of the whole business. If a provision is found unenforceable, the rest stays in force. A failure to enforce a term isn't a waiver of it. These Terms plus your Proposal are the entire agreement between us on their subject matter.

Neither party is liable for delay or failure caused by events beyond its reasonable control, including outages of third-party platforms, natural disasters, and acts of government.

18. Changes to these terms

We may update these Terms. The version in force for an engagement is the one published when you accepted the Proposal. For Site use, changes take effect when posted, and the date at the top will tell you when that was.

19. Contact

Questions about these Terms:

RenzaGroup LLC
Attn: Legal
Middle Tennessee, USA
rengie@renzagroup.com