SPARK TEXT LLC — TERMS OF USE

These Terms of Use ("Terms" or "Agreement") govern your access to and use of the website located at https://gosparktext.com (the "Website"), and all related web-based applications, APIs, software, services, tools, and platforms provided by Spark Text LLC (collectively, the "Platform" or "Services"). The Platform is operated by Spark Text LLC, a Florida limited liability company with its principal place of business at 1186 NW 108th Ter, Plantation, FL 33322 ("Spark Text," "we," "us," or "our").

These Terms constitute a legally binding agreement between Spark Text and each individual or entity ("you," "your," "Customer," or "Organization") that accesses or uses the Platform. If you are accessing or using the Platform on behalf of an employer, client, political committee, campaign, organization, vendor customer, or any other entity ("End Client"), you represent and warrant that you are duly authorized to bind that End Client to this Agreement. In such cases, "you" includes both you and the End Client, and you agree that you and the End Client shall be jointly and severally liable for all obligations hereunder.

BY ACCESSING OR USING THE PLATFORM, OR BY CLICKING "ACCEPT," "AGREE," OR ANY SIMILAR BUTTON, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS AND BY OUR PRIVACY POLICY, WHICH IS INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE, YOU MUST IMMEDIATELY DISCONTINUE ALL ACCESS AND USE.

1. THE PLATFORM AND SERVICES

1.1 Nature of the Platform.

The Platform is a technology system that allows Customers to create, manage, and deliver SMS, MMS, and related messaging campaigns. Customers determine recipients, content, timing, frequency, and nature of all communications. Spark Text does not originate, initiate, direct, control, or manage any communications sent through the Platform, nor do we supply recipient lists, opt-in records, or consent documentation.

1.2 No Role as Caller or Sender.

As between you and Spark Text, you alone are the "caller," "sender," "initiator," "telemarketer," "solicitor," "sponsor," or other legally responsible party for any communication transmitted through or using the Platform under the Telephone Consumer Protection Act (TCPA), the Florida Telephone Solicitation Act (FTSA), other state mini-TCPAs, carrier rules, CTIA guidelines, CAN-SPAM, all political advertising and election laws, and all other applicable laws and regulations (collectively, "Communications Laws").

1.3 No Legal Advice; AI-Generated Outputs Not Legal Advice.

Spark Text is not a law firm and does not provide legal, regulatory, or compliance advice. The Platform may include certain automated tools, templates, examples, suggested disclosures, or AI-generated recommendations ("AI Outputs") intended to assist with drafting messages or understanding typical best practices. AI Outputs are not legal advice and may be inaccurate, incomplete, misleading, or unsuitable for your actual legal obligations. You must consult qualified legal counsel for all compliance requirements, including those relating to the TCPA, FTSA, election laws, political disclaimers, campaign finance rules, data privacy, recipient consent, and communications content.

You agree that your reliance on any Spark Text information or AI Outputs is entirely at your own risk and does not relieve you from your independent responsibility to comply with all applicable laws.

1.4 Modifications to Platform.

Spark Text may modify, update, suspend, or discontinue any part of the Platform at any time, with or without notice, without liability.

1.5 Compliance with Campaign, Election & Political Advertising Laws.

You are solely responsible for complying with all federal, state, and local political disclosure, disclaimer, sponsorship, "paid for by" requirements, campaign finance rules, election laws, political advertising statutes, reporting obligations, and regulations enforced by the Federal Election Commission or state election authorities. Spark Text does not verify your compliance with such rules and bears no responsibility for your failures.

2. ELIGIBILITY; VENDOR USERS; CLIENT REPRESENTATION

2.1 Eligibility.

You must be located in the United States and legally permitted to use the Platform.

2.2 Vendor Users; Acting on Behalf of Clients.

If you use the Platform as an agency, consultant, vendor, or service provider ("Vendor User"), you represent and warrant that: (a) you have the full legal authority of each End Client; (b) you may legally agree to these Terms on the End Client's behalf; (c) you may submit Recipient Data and Customer Materials on the End Client's behalf; (d) you may request provisioning of phone numbers, 10DLC registrations, toll-free verifications, sender profiles, and carrier registrations; and (e) all actions you take on the Platform shall be deemed authorized by the End Client.

Vendor Users and End Clients are jointly and severally liable for all obligations, representations, warranties, violations, and liabilities under these Terms.

2.3 Creating New End Clients.

When you create any client, campaign, candidate committee, or organizational record in the Platform, you represent and warrant that you are fully authorized by the End Client to:

• manage the account,
• upload Customer Materials and Recipient Data,
• request phone number provisioning,
• submit registration information for 10DLC or carrier profiles, and
• initiate and manage all messaging campaigns.

2.4 Age Restriction.

The Platform is not intended for anyone under 18.

3. PRIVACY

3.1 Privacy Policy.

Your submission of data through the Platform is governed by our Privacy Policy. By using the Platform, you consent to all actions taken by Spark Text with respect to your information consistent with the Privacy Policy.

3.2 Data Breach Notification.

In the event Spark Text becomes aware of a security breach affecting Customer Materials or Recipient Data, Spark Text will notify affected Customers via email within seventy-two (72) hours of confirming the breach. This notification will include, to the extent known: (a) the nature of the breach; (b) the categories of data potentially affected; and (c) recommended steps Customers should take. Spark Text's notification does not constitute an admission of fault or liability.

4. ACCOUNT REGISTRATION AND SECURITY

You must provide accurate information when creating an account and keep such information up to date. You are solely responsible for safeguarding login credentials and all activities occurring under your account. You must notify Spark Text promptly of unauthorized access. Spark Text may suspend or terminate your account at any time for any reason.

5. CUSTOMER MATERIALS; RECIPIENT DATA

5.1 Definitions.

"Customer Materials" include any Organization Content, message templates, scripts, media, data, or materials provided by you. "Recipient Data" includes any personal information, phone numbers, or other data relating to message recipients.

5.2 Ownership.

As between you and Spark Text, you retain ownership of Customer Materials and Recipient Data, subject to the licenses granted herein.

5.3 License to Spark Text.

You grant Spark Text a non-exclusive, worldwide, royalty-free license to process, transmit, store, and use Customer Materials and Recipient Data as necessary to provide the Platform and Services. You also grant Spark Text the right to use aggregated or de-identified data for analytics, research, product improvement, and lawful business purposes.

5.4 Responsibility for Customer Materials.

You represent and warrant that you have obtained all rights, authorizations, and consents required to upload and use Customer Materials and Recipient Data with the Platform. You are solely responsible for the accuracy, legality, and appropriateness of all Customer Materials.

If you are a Vendor User, you further warrant that you have obtained all necessary authorizations from each End Client to upload data, manage campaigns, request provisioning, and bind the End Client.

5.5 Consent and Required Notices.

You are solely responsible for:

• obtaining all legally required consents from recipients;
• providing all required opt-in, opt-out, and disclosure notices;
• maintaining accurate records of consent and opt-out requests;
• honoring STOP and unsubscribe messages immediately.

Spark Text does not maintain consent records on your behalf.

6. COMPLIANCE WITH COMMUNICATIONS LAWS

6.1 Compliance Obligation.

You shall comply at all times with all Communications Laws, including but not limited to: TCPA, FTSA, CAN-SPAM, state mini-TCPAs, privacy laws, carrier rules, CTIA guidelines, telemarketing laws, political messaging rules, and all election and campaign laws.

6.2 No Monitoring.

Spark Text does not review or monitor your content, compliance, or campaign practices and shall not be liable for any failures by you or your End Clients.

6.3 Responsibility for Classification and Consent.

You are solely responsible for determining whether your messages are informational, political, marketing, or otherwise regulated. You must independently verify consent requirements and all legal prerequisites for your messaging.

6.4 Carrier and Industry Rules.

You must comply with all carrier rules, CTIA guidelines, and industry restrictions relating to message content, volume, frequency, and sender identity.

6.5 Suspension for Suspected Violations.

Spark Text may suspend or terminate your access at any time if your activity may violate these Terms or applicable law.

6.6 Vendor Users and End Clients.

If you are a Vendor User, you and each End Client are jointly responsible for all compliance obligations. Spark Text bears no responsibility for your or your End Clients' acts or omissions.

7. PROHIBITED USES

You shall not, and shall not permit any third party (including an End Client or Vendor User) to:

• (a) violate any law, including Communications Laws, election laws, or political advertising laws;
• (b) send messages without valid, legally required consent;
• (c) send fraudulent, deceptive, harassing, obscene, defamatory, or unlawful content;
• (d) use any telephone number, sender ID, messaging profile, or 10DLC registration provisioned for one End Client to send messages for or on behalf of any other client, campaign, committee, organization, or entity;
• (e) misuse or repurpose any provisioned number or profile for cross-client messaging or multi-client operations;
• (f) create false identities, campaigns, or sender profiles;
• (g) send political or campaign communications without all required disclaimers or "paid for by" notices;
• (h) use bots, scrapers, or automated tools to access the Platform;
• (i) attempt to breach or test system security;
• (j) interfere with Platform operations;
• (k) infringe third-party rights; or
• (l) provide Platform access to third parties except as expressly permitted.

8. INTELLECTUAL PROPERTY

Spark Text owns all rights in the Platform and Spark Text Content. You receive only a limited license to access and use the Platform. Reverse engineering, copying, resale, sublicensing, or creating derivative works is prohibited.

9. THIRD-PARTY SERVICES

The Platform may link to or integrate with third-party services, including but not limited to telecommunications providers, payment processors, and cloud infrastructure providers. Spark Text is not responsible for such services or their availability, and your use of third-party services is subject to those providers' terms and policies.

10. FEES AND PAYMENTS

10.1 Billing Cycle.

Spark Text bills Customers twice per month in arrears. Billing periods run from the 1st through the 14th, and from the 15th through the end of each month. Invoices are generated shortly after the close of each billing period.

10.2 Usage-Based Pricing.

Fees are calculated based on message volume (sent and received) at the per-message rate established for each Client. Rates are displayed in the Platform and may be adjusted by Spark Text upon notice.

10.3 Auto-Charge Authorization.

By adding a payment method to your account, you authorize Spark Text to automatically charge that payment method for all fees owed. You agree to maintain a valid payment method on file at all times while using paid Services.

10.4 Failed Payments.

If a payment fails, Spark Text may: (a) retry the charge up to three (3) times over the following seven (7) days; (b) suspend or restrict access to the Platform or specific Clients until payment is received; and (c) assess late fees or interest to the extent permitted by law.

10.5 Account Locking.

Spark Text may lock any Client account with an unpaid balance, preventing the Customer from sending new campaigns or accessing certain features until the outstanding balance is paid in full.

10.6 Non-Refundable.

All fees are non-refundable except as expressly stated otherwise or required by applicable law. Message fees are charged based on messages submitted to carriers, regardless of delivery status.

10.7 Taxes.

You are responsible for all applicable taxes, and Spark Text will charge tax where required by law.

11. DISCLAIMER OF WARRANTIES

THE PLATFORM AND ALL SPARK TEXT CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND. SPARK TEXT DISCLAIMS ALL WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM USAGE OR COURSE OF PERFORMANCE.

Spark Text does not guarantee:

• uninterrupted or error-free operation;
• delivery or receipt of any message;
• that AI Outputs or templates are accurate or compliant;
• compliance with any law by your use of the Platform.

12. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SPARK TEXT SHALL NOT BE LIABLE FOR INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING STATUTORY DAMAGES UNDER THE TCPA OR FTSA, LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION.

SPARK TEXT'S TOTAL LIABILITY SHALL NOT EXCEED THE GREATER OF: (a) THE AMOUNT PAID BY YOU DURING THE THREE (3) MONTHS PRECEDING THE CLAIM; OR (b) FIVE HUNDRED DOLLARS (US $500).

13. INDEMNIFICATION

You shall indemnify, defend, and hold harmless Spark Text and its owners, officers, employees, contractors, and affiliates from any claim, liability, investigation, penalty, or cost (including attorneys' fees) arising from:

(a) your use of the Platform; (b) your Customer Materials or Recipient Data; (c) any communications you or an End Client send; (d) violation of any Communications Law, political advertising law, or campaign law; (e) breach of any representation or warranty; or (f) misconduct by you or anyone using your account.

If you are a Vendor User, you and each End Client you represent are jointly and severally liable for all indemnification obligations.

14. FORCE MAJEURE

Spark Text is not liable for delays or failures caused by events beyond its reasonable control.

15. DISPUTE RESOLUTION; ARBITRATION

All disputes must first be submitted for informal resolution. If unresolved, disputes shall be resolved exclusively by binding arbitration under the AAA Commercial Rules. Arbitration will occur in Broward County, Florida unless otherwise agreed.

YOU WAIVE THE RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN CLASS ACTIONS. The arbitrator may not consolidate claims or preside over class or representative actions.

Certain claims (e.g., intellectual property injunctions) may be brought in court.

16. GOVERNING LAW; VENUE

Subject to the Federal Arbitration Act, this Agreement shall be governed by Florida law. Any permitted court proceedings shall occur exclusively in Broward County, Florida.

17. CHANGES TO TERMS

Spark Text may modify these Terms at any time. Your continued use following changes constitutes acceptance.

18. DATA RETENTION

18.1 Retention for Platform Operations.

Spark Text retains Customer Materials, Recipient Data, and usage records as necessary for the continued functioning of the Platform, including for billing, compliance, analytics, and service improvement purposes.

18.2 Deletion Within the Platform.

Deletion of data through the user interface (such as deleting a campaign, audience, or contact) removes the data from active display but does not guarantee complete removal from Spark Text's servers. Deleted data may be retained in backups, logs, or archival systems.

18.3 Full Data Deletion Requests.

To request complete deletion of all data associated with your account, including all Customer Materials, Recipient Data, and account information, please email team@gosparktext.com. Spark Text will process such requests within thirty (30) days, subject to any legal or regulatory retention requirements.

18.4 Survival of Data Obligations.

Your obligations regarding the lawful collection and use of Recipient Data survive any deletion request or account termination.

19. SHORT LINKS AND COMPLIANCE PAGES

19.1 Short Link Domains.

The Platform allows Customers to configure custom domains for short links. Once a short link domain is configured for a Client, the Customer—not Spark Text—is the operator of that domain and all content accessible through it.

19.2 Customer as Publisher.

You are the publisher of all short links created through the Platform. Spark Text provides the technical infrastructure for link redirection and click tracking, but you are solely responsible for: (a) the destination URLs to which short links redirect; (b) ensuring all linked content complies with applicable laws; and (c) any claims arising from the content or conduct of linked websites.

19.3 Compliance Page Hosting.

The Platform offers optional compliance page hosting (opt-in pages, terms pages, and home pages) as a convenience feature. By enabling these features in the Client settings, you:

(a) authorize Spark Text to generate and host compliance pages using information you have provided about your organization;

(b) acknowledge that you are the publisher and operator of such pages, and Spark Text acts solely as a hosting provider;

(c) accept sole responsibility for reviewing the content of all compliance pages, which you may do at any time from the Client settings page; and

(d) agree that Spark Text bears no liability for the accuracy, completeness, or legal sufficiency of compliance page content.

19.4 No Publisher Liability for Spark Text.

Spark Text does not review, endorse, or take responsibility for any content published through short links or compliance pages. Spark Text's role is limited to providing technical tools; you are the content publisher and bear all associated legal responsibility.

20. SERVICE AVAILABILITY

20.1 No Uptime Guarantee.

Spark Text does not guarantee any specific level of uptime, availability, or performance. The Platform is provided on an "as available" basis.

20.2 No Service Level Agreement.

Unless separately agreed in writing, there is no service level agreement (SLA) associated with your use of the Platform. Spark Text shall not be liable for any downtime, delays, or service interruptions.

20.3 Maintenance.

Spark Text may perform scheduled or emergency maintenance at any time, with or without notice, which may result in temporary service unavailability.

21. MISCELLANEOUS

These Terms constitute the entire agreement between you and Spark Text. Invalid provisions are modified to the minimum extent required to remain enforceable. Spark Text may assign this Agreement; you may not. No waiver is effective unless in writing. No third-party beneficiaries exist under these Terms.

22. CONTACT INFORMATION

Spark Text LLC
1186 NW 108th Ter
Plantation, FL 33322
Email: support@gosparktext.com
Website: https://gosparktext.com