Terms of Service

These Terms of Service (the “Terms”) govern your access to and use of the websites, marketing services, and lead-generation services provided by Happy Tails Paw Care, an owned brand of Grand St Group, LLC (“Happy Tails Paw Care,” “Company,” “we,” “us,” or “our”). By accessing our website, requesting a proposal, signing an order or statement of work, or otherwise engaging our services, you (“you,” “Client”) agree to be bound by these Terms. If you do not agree, do not use our website or services.

1. Our Services

We are a marketing agency. We plan, create, and manage paid advertising campaigns (for example, on Google, Meta, and similar platforms), perform search and content marketing, and generate and deliver sales leads and related marketing services to our Clients (collectively, the “Services”). The specific Services, deliverables, fees, and any lead volumes or targets are described in the applicable order form, proposal, or statement of work agreed between you and us (an “Order”). If an Order conflicts with these Terms, the Order controls for that engagement.

2. Leads

A “Lead” is contact or inquiry information for a prospective customer delivered to you through the Services. You acknowledge and agree that:

• Leads are prospective contacts only. We do not guarantee that any Lead will respond, qualify, purchase, book, or convert, or that any particular revenue, return on ad spend, or result will be achieved.
• Unless your Order expressly states that Leads are exclusive, Leads may be non-exclusive and generated through shared advertising.
• You are solely responsible for contacting, qualifying, and following up with Leads, and for doing so in compliance with all applicable laws (see Section 5).
• Any lead credit, replacement, or dispute policy is as expressly described in your Order. Absent such terms, Leads are delivered “as is.”

3. Advertising Platforms & Third Parties

Our Services rely on third-party advertising and technology platforms that we do not own or control (for example, Google, Meta, and analytics or call-tracking providers). Your campaigns are subject to those platforms’ terms, policies, and approval decisions. We are not responsible for a platform’s acts or omissions, including account suspensions, ad disapprovals, pricing or algorithm changes, outages, or changes in available data. Where we purchase advertising on your behalf, you authorize us to do so and to use the budgets specified in your Order.

4. Client Responsibilities

• Provide accurate business information, access, creative assets, and approvals needed for us to perform the Services, and respond to requests in a timely manner.
• Ensure you hold all licenses, registrations, and insurance required to operate your business and to serve the customers generated through the Services.
• Honor any representations, offers, or claims made in advertising we run for you, and ensure they are truthful and substantiated.
• Maintain your own privacy policy and obtain any consents required to contact and market to Leads.

5. Compliance with Laws

Each party will comply with all applicable laws and regulations. You are responsible for your use of Leads and your communications with them, including compliance with the Telephone Consumer Protection Act (TCPA), the CAN-SPAM Act, state calling, texting, and “Do Not Call” rules, and all applicable advertising, consumer-protection, and privacy laws. You will not use the Services or any Lead for any unlawful, deceptive, or harassing purpose.

6. Fees and Payment

You agree to pay the fees and advertising budgets set forth in your Order. Unless the Order states otherwise, fees are due within the time specified on the invoice, are non-refundable once the corresponding Services or advertising spend have been delivered, and are exclusive of applicable taxes. Late amounts may accrue interest at 1.5% per month (or the maximum allowed by law, if lower). We may suspend or stop Services, including pausing campaigns, if your account is past due.

7. Term and Termination

These Terms apply for as long as you use our website or Services and for the term stated in your Order. Either party may terminate an engagement as provided in the Order, or immediately on written notice if the other party materially breaches these Terms or the Order and fails to cure within 15 days. On termination, you remain responsible for fees and advertising spend incurred through the effective date of termination, and any provision intended to survive (including Sections 5, 8–12) will survive.

8. Intellectual Property

We retain all rights in our methods, know-how, software, templates, reports, and any materials we create other than those deliverables identified in an Order as belonging to you upon full payment. You retain rights in the trademarks, logos, and content you provide to us, and you grant us a non-exclusive license to use them to perform the Services and, unless you object in writing, to identify you as a client in our portfolio and marketing materials.

9. No Guarantees; Disclaimer

THE WEBSITE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT ANY SPECIFIC NUMBER, QUALITY, OR CONVERSION OF LEADS, ANY RANKING, IMPRESSION, CLICK, OR SALES RESULT, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. MARKETING RESULTS DEPEND ON MANY FACTORS OUTSIDE OUR CONTROL.

10. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE AMOUNTS YOU PAID TO US FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

11. Indemnification

You will defend, indemnify, and hold harmless Happy Tails Paw Care and Grand St Group, LLC and their officers, members, employees, and agents from and against any claims, damages, liabilities, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your business, products, or services; (b) your use of Leads or your communications with them; (c) advertising claims, offers, or content you provide or approve; or (d) your violation of these Terms or applicable law.

12. Confidentiality

Each party may receive non-public information of the other that is marked or reasonably understood to be confidential, including pricing, strategies, and customer data. The receiving party will use such information only to perform under these Terms and will protect it with reasonable care. This section does not apply to information that is or becomes public through no fault of the receiving party, was already known to it, or is independently developed or lawfully obtained from a third party.

13. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of New York, without regard to its conflict-of-laws rules. The parties will attempt in good faith to resolve any dispute informally first. Any dispute that cannot be resolved will be subject to the exclusive jurisdiction and venue of the state and federal courts located in New York County, New York, and each party consents to personal jurisdiction there and waives any objection to that venue. The prevailing party in any action to enforce these Terms is entitled to recover its reasonable attorneys’ fees and costs.

14. Changes to These Terms

We may update these Terms from time to time. When we do, we will revise the “Last updated” date above. Material changes may also be communicated through the website or by email. Your continued use of the website or Services after changes become effective constitutes acceptance of the updated Terms.

15. Miscellaneous

These Terms, together with any applicable Order, are the entire agreement between the parties regarding the Services and supersede any prior agreements on that subject. If any provision is held unenforceable, the remaining provisions remain in effect. Our failure to enforce any provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets. The parties are independent contractors.

16. Contact Us

If you have questions about these Terms, contact us at: