Terms of service

These terms are between Silver Leaf Agency ("Silver Leaf", "we", "us") and the organisation whose workspace you are using (the "client"), and they govern use of the Silver Leaf client platform at app.silverleafagency.com (the "platform"). By signing in you accept them on your own behalf and, if you are acting for the client, on the client’s behalf.

If the client has a separate signed services agreement with us, that agreement governs the services, the fees and the term. These terms cover the platform itself. Where the two genuinely conflict, the signed agreement wins.

The platform is private. There is no public registration, and the software refuses sign-up requests outright. Accounts exist because Silver Leaf created them for a named person at a client organisation, or for our own staff.

You may use the platform only if you are at least 18, are authorised by the client to act in its workspace, and were given access by us. Access is personal to you. Do not share your credentials, and do not let someone else use your account — if a colleague needs access, ask us to create an account for them.

• Keep your password confidential. It must be at least twelve characters, and it should not be one you use anywhere else.
• You are responsible for what happens under your account.
• Tell us immediately at daniel@silverleafagency.com if you believe your credentials have been exposed or your account has been used without your permission.
• Tell us when someone leaves the client’s organisation so we can remove their access. We cannot know this on our own, and a former employee with a live account is the most common way client data goes somewhere it should not.

We create, suspend and remove accounts at the client’s request, and we may do so on our own initiative where these terms require it.

Depending on what the client has bought, the platform may provide dashboards drawn from connected advertising and analytics accounts, tracking and management of enquiries from the client’s website, AI-assisted drafts and audits, scheduled reports, and a record of subscriptions, invoices and payments.

The platform is a reporting and workflow tool. It is not a system of record for accounting, and it is not a payment system: it records that an invoice was issued and that a payment was received, and it never takes a payment.

We develop the platform continuously. Features change, and we may add, alter or withdraw them. We will not make a change that materially reduces a service the client is paying for without telling the client first.

As between us, the client owns everything in its workspace: its enquiries, its analytics, the figures read from its connected accounts, and the deliverables produced for it. Nothing in these terms transfers that ownership to us.

The client grants us the licence we need to host, process, transmit and display that material in order to provide the services, including sending the relevant parts to the service providers named in our privacy policy. We do not sell it, and we do not use it to train machine learning models.

We handle personal information as described in the privacy policy, which forms part of these terms.

Some obligations sit with the client because only the client can meet them. These matter more than they look, and a failure here usually surfaces as a regulatory problem for the client rather than for us.

• Publish an accurate privacy notice on the client’s own website. Installing our tracking script means the client is collecting enquiry data and setting a first-party analytics cookie on its own domain, and its notice has to say so. This is the client’s obligation and our script; both halves are real.
• Obtain and honour whatever consent applicable law requires from the client’s website visitors, and configure the site’s consent tool so our script can read it. Our script reads the common consent platforms and can be set to collect nothing until consent is granted.
• Mark as enquiry forms only those forms that genuinely collect an enquiry, and never a form that collects a password, a card number, a security code, a national identifier or an account number.
• Have the right to give us the data it gives us, and the right to connect the advertising and analytics accounts it connects.
• Keep the workspace’s membership current, and tell us promptly when someone should no longer have access.
• Ensure the information the client records — the value of a lead, the outcome of an enquiry — is accurate, since our reporting is derived from it.

You may not:

• attempt to reach any workspace, account or data other than the one you were given access to, or probe, scan or test the security of the platform without our written permission;
• copy, decompile, reverse engineer or attempt to derive the source of the platform, except where the law expressly permits it;
• use the platform to send anything unlawful, defamatory, infringing or malicious, or to store special categories of personal data such as health, biometric or financial account information;
• submit deliberately false enquiries, or otherwise interfere with the accuracy of another party’s reporting;
• scrape the platform, run it through an automated agent at a rate that burdens it, or resell access to it;
• remove or obscure any notice of ownership, or use our name, marks or the platform’s appearance without permission.

We may rate limit, filter or block traffic to keep the platform available, and we may investigate suspected breaches of this section.

When the client connects a Google, Meta or similar account, it authorises us to read that account’s data on its behalf, within the permissions shown on the provider’s consent screen. The client remains bound by the provider’s own terms, and the provider’s decisions about its own platform are outside our control.

A connection can be revoked at any time from the workspace or from the provider. Revoking it stops future syncing, and any dashboard that depends on it stops updating.

Figures we report are derived from what the providers give us. Providers restate their own numbers, change their attribution, and have outages. We reconcile what we can and we mark where a figure is provisional, but we do not warrant that a third party’s data is complete or correct.

Drafts, audits, summaries and content generated by the platform are produced by a language model. As between us and the client, the client may use them as its own, subject to these terms.

• They are drafts. A person must review them before they are published, sent, or relied on.
• They can be wrong, out of date, or confidently mistaken about a fact. They are not legal, financial, tax, medical or other professional advice.
• Similar prompts can produce similar output for different people, so we cannot promise that generated material is unique or that it can be protected as original work.
• Do not put anyone else’s confidential information into a prompt.

The client is responsible for what it publishes, including generated material it chooses to publish.

When a person asks a client to remove their details, the platform honours it by redacting the enquiry: the name, email address, phone number, message and consent details are erased, and the attribution, the timestamps and the recorded value remain. Enquiry records are not deleted outright, because deleting one would silently change a lead count and a revenue figure the client has already been shown and reported on.

If the client needs a record removed entirely rather than redacted, ask us and we will discuss what that does to the client’s historic reporting before doing it.

What the client pays is set by its services agreement with us. The platform shows the client what it is subscribed to and what it has been invoiced. Invoicing works as follows:

• Fixed services are billed in advance for the calendar month.
• A fee on managed advertising spend is billed in arrears on the same invoice, because a percentage of spend cannot be calculated until the spend is known.
• Invoices are due on receipt, and are treated as overdue once fifteen days have passed with a balance outstanding.
• There is no proration. A subscription active on any day of a month is billed for that month.
• An invoice that should not stand is voided rather than deleted. A void keeps the invoice number, drops out of every balance, and is linked from whatever replaces it.

Payment is made outside the platform, by the method agreed with the client. Amounts are exclusive of any tax that applies, which the client pays in addition. If an invoice remains unpaid we may suspend access under section 14 after telling the client.

Each side will keep the other’s non-public information confidential, use it only for the purposes of the engagement, and protect it with at least reasonable care. The client’s data, its reporting and its commercial terms are its confidential information. The platform’s non-public workings are ours. Neither the client list nor any client’s figures are disclosed to another client.

This does not cover information that is public through no fault of the receiving party, was already known to it, or is independently developed; and it does not prevent a disclosure the law compels, provided the other side is told where that is lawful.

We aim to keep the platform available and to fix faults promptly, and we work to schedule disruptive maintenance outside business hours. We do not offer a guaranteed uptime commitment or service credits under these terms; if the client needs one, it belongs in the services agreement.

The platform depends on third-party providers for hosting, email, models and platform data. An outage at one of them can interrupt the service, and those outages are outside our control.

Support is by email at daniel@silverleafagency.com or through the client’s account manager.

We may suspend an account or a workspace where there is a serious breach of these terms, a security or legal risk that needs immediate action, or an invoice that remains unpaid after we have raised it. Where circumstances allow we will tell the client first, and we will restore access once the cause is resolved.

Either side may end the engagement as the services agreement provides. When it ends, the client keeps a reasonable period to export what it needs; after that we delete or redact the workspace in line with the retention rules in the privacy policy. We keep the financial records the law requires us to keep.

Sections covering confidentiality, ownership, disclaimers, liability, indemnity and governing law survive the end of the agreement.

The platform — its software, design, tracking script, documentation, name and marks — belongs to Silver Leaf. The client gets a non-exclusive, non-transferable right to use it during the engagement, and nothing more. Feedback the client gives us about the platform may be used freely to improve it, without obligation.

The platform is provided as it is. To the fullest extent the law allows, we disclaim implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranty that the platform will be uninterrupted, error free, or that its reporting is complete or accurate — particularly where that reporting is derived from a third party’s data or from a language model.

Nothing in these terms excludes a liability that cannot lawfully be excluded, and nothing here limits the rights of a consumer where consumer law applies.

To the fullest extent the law allows, neither side is liable to the other for indirect, incidental, special, consequential or punitive damages, or for lost profits, lost revenue, lost business or lost data, however caused.

To the fullest extent the law allows, our total liability arising out of or relating to the platform and these terms is limited to the fees the client paid us in the twelve months before the event giving rise to the claim.

These limits do not apply to a party’s liability for fraud, for death or personal injury caused by negligence, or to the client’s obligation to pay fees due.

The client will defend and indemnify us against third-party claims arising from the data it puts into the platform or instructs us to collect, from its failure to publish an accurate privacy notice or to obtain a required consent, and from material it publishes — including generated material it chose to publish. We will tell the client promptly about any such claim and let the client control the defence of it, and we will not settle it without the client’s agreement.

We may update these terms as the platform changes. The date at the top is the date of the current version. If a change materially affects the client’s rights or obligations we will give account holders reasonable notice by email before it takes effect. Continuing to use the platform after that means accepting the updated terms; a client that does not accept them should tell us, and we will discuss ending the engagement.

These terms are governed by the laws of the State of Colorado, United States, without regard to its conflict of laws rules, and the state and federal courts located in Colorado have exclusive jurisdiction over any dispute. Before starting proceedings, each side agrees to raise the issue in writing and try in good faith to resolve it for thirty days.

The client may not assign these terms without our written consent; we may assign them to a successor of the business. If a provision is held unenforceable, the rest stands. A failure to enforce a term is not a waiver of it. These terms, the privacy policy and any signed services agreement are the entire agreement about the platform, and replace any earlier understanding about it.

Questions about these terms go to daniel@silverleafagency.com, addressed to Silver Leaf Agency.