LE
LeadEngineStudio
Custom Digital Systems
Legal Agreement

Terms of Service

Please read these Terms of Service carefully before purchasing or commissioning any software, digital assets, or development services from LeadEngine Studio.

Last Revised: October 2026 • Version 2.4
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Key Summary of Your Agreement:

1. Two Delivery Pathways (Self-Hosted or Managed Pass with Equity Credit): You may purchase a turnkey Self-Hosted build with 100% full source code ownership ($499 Founder Special / $999 Regular), or choose our hands-off Managed Studio Pass ($99 setup + $149/mo). If you begin on the Managed Pass, 100% of every dollar you spend is credited towards full code buyout at any time.

2. Single-Business Ownership (No Resale): Once delivered and paid for, you own your specific website instance, design, and content 100% outright for your business. However, duplicating, reselling, or redistributing the underlying software codebase to third parties is strictly prohibited.

3. Tested Prior to Handover – Strict Post-Delivery Disclaimer: All delivered software is rigorously tested by our engineers prior to delivery. However, we assume zero responsibility or liability once the software is delivered to the client. Ongoing server changes, third-party API deprecations, client edits, hosting failures, and security are solely the client's responsibility post-handover.

01. Nature of Service & Business Models (Not a Traditional SaaS)

LeadEngine Studio is a proprietary digital platform and software engineering service owned and operated by Bweb Solutions LLC (“Company”, “we”, “us”, or “our”), a Florida limited liability company based at 7901 4th St N STE 300, St. Petersburg, FL 33702. We engineer, configure, style, and deliver standalone, high-performance lead generation engines and digital infrastructure specifically tailored to your contracting business.

Two Distinct Delivery Paths:

• Path 1 – Self-Hosted Code Ownership: A one-time custom software build granting you 100% standalone codebase ownership, deployed to your hosting environment with zero monthly software licensing fees.

• Path 2 – Managed Studio Pass (Concierge): A hands-off managed service ($99 setup + $149/mo) where LeadEngine Studio provides high-speed cloud edge hosting, automated daily backups, SSL security, continuous monthly pricing adjustments, and includes all paid add-on integrations at no additional charge.

02. Ownership Scope & Strict Anti-Resale / Non-Redistribution Restrictions

Upon complete settlement of all agreed-upon upfront build invoices and official delivery of the project files, LeadEngine Studio grants the Client 100% full ownership of their specific website instance, including all custom graphic assets, brand configurations, copywriting, and local lead routing scripts.

✓ What You Are Permitted to Do:
  • Deploy, run, host, modify, and customize the website indefinitely for your own company's business operations.
  • Transfer or sell the active website as part of an asset sale or merger if you ever sell your business.
  • Migrate the code to any independent hosting provider or server infrastructure without paying licensing royalties.
✕ What is Strictly Prohibited (No Resale or Redistribution):
  • No Reselling or Sub-licensing: You may not resell, sublicense, rent, lease, or distribute copies of the codebase, templates, or system engine to third parties or other businesses.
  • No Marketplace or Digital Product Distribution: You may not package or sell the codebase on theme marketplaces, code repositories, or digital storefronts.
  • No Competing Service Clones: You may not extract or clone the underlying architecture to launch a competing website-building or lead engine agency.

Need Multi-Site or Agency Reselling Rights? If you are a digital agency or marketing consultant wishing to deploy our lead engine architecture for multiple client accounts under your own brand, an explicit Agency / White-Label Partner License must be acquired separately.

03. Fees, Invoicing, and Optional Recurring Services

Self-Hosted Build Fee: The initial purchase price ($999 regular, or $499 under active promotional coupon codes) covers the complete engineering, custom formula configuration, industry data integration, form wiring, and packaging of your software build as outlined in your selected package.

Managed Studio Pass Invoicing: Clients selecting the Managed Studio Pass agree to an upfront setup fee of $99.00 USD due at order authorization, followed by an ongoing recurring fee of $149.00 USD billed monthly until cancelled or transitioned to Self-Hosted code ownership.

Self-Hosting Freedom: We believe in software sovereignty. You are never locked into proprietary cloud walls. You retain the right to transition your website to your own independent server at any time.

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3.1 Managed Studio Pass to Self-Hosted Equity Credit Buyout Policy ("Bridge to Ownership")

To ensure complete alignment with your long-term business goals, LeadEngine Studio implements a guaranteed 100% Dollar-for-Dollar Equity Credit Buyout Policy. Every dollar you spend while subscribed to the Managed Studio Pass accumulates as credit toward buying out full standalone source code ownership.

Core Terms of the Equity Credit Buyout:
  • 1. Every Dollar Counts: 100% of all payments made under your Managed Studio Pass—including the initial $99.00 setup fee and all consecutive $149.00 monthly subscription payments—are cumulatively credited toward your buyout valuation.
  • 2. Buyout Target Valuation:
    • Founder Promotion Benchmark ($499.00): If you enrolled while the Founder Special promotion was active (or if the promotion remains active at the time of your transition request), your target buyout price is locked at $499.00 USD.
    • Standard Regular Benchmark ($999.00): If you enrolled after the conclusion of the Founder promotion, your target buyout price is the standard regular price of $999.00 USD.
  • 3. Net Buyout Balance Formula: The amount due to complete your transition is calculated as:
    Net Balance Due = MAX(0, Target Price [$499 or $999] - Total Dollars Paid to Date)
  • 4. Automatic Ownership Settlement: Once your cumulative payments reach or exceed the target buyout price (for example, $99 setup + 3 months × $149 = $546 total paid, which exceeds the $499 Founder benchmark), the remaining buyout balance is $0.00. You may request your complete code handover at zero additional fee.
  • 5. Immediate Termination of Monthly Billing: Upon settlement of the buyout balance (or written buyout election once payments exceed the target price), all ongoing $149.00 monthly recurring subscription billing ceases immediately. No further charges will ever be levied.
  • 6. Code Release & Migration Package: Within two (2) business days of buyout confirmation, our engineering team will provide your complete standalone, unencrypted Laravel codebase, assets, and database export, alongside developer handover guides for deployment to your independent host. Post-handover rights and responsibilities immediately transition to the terms outlined in Section 02 and Section 05.
Example: Month 1 Buyout (Founder Active)
• Initial Setup: $99.00
• Month 1 Subscription: $149.00
• Cumulative Paid: $248.00
• Remaining Due to Own Code: $499 - $248 = $251.00
Example: Month 3 Buyout (Founder Active)
• Initial Setup: $99.00
• Months 1-3 ($149 × 3): $447.00
• Cumulative Paid: $546.00
• Remaining Due to Own Code: $0.00 (Free Handover!)

04. Pre-Delivery Testing & Quality Assurance

LeadEngine Studio exercises professional standards of quality assurance. Prior to final client handover, every software build is tested for:

  • Core functional execution across modern desktop and mobile web browsers (Chrome, Safari, Edge, Firefox).
  • Lead form data capture, input sanitization, and webhook/notification routing.
  • Mobile responsiveness, layout fidelity, and asset rendering.
  • Baseline security measures, CSRF tokens, and secure headers on active endpoints.

Client Review Period: The Client is granted an acceptance window of seven (7) calendar days starting from the timestamp of file delivery/deployment to inspect the software and notify LeadEngine Studio in writing of any bugs or deviations from the agreed project scope. Any defects reported during this window will be rectified promptly by our engineering team at no additional charge.

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05. Absolute Post-Delivery Responsibility & Liability Disclaimer

WHILE LEADENGINE STUDIO RIGOROUSLY TESTS ALL SOFTWARE PRIOR TO CLIENT HANDOVER, WE ASSUME ZERO RESPONSIBILITY OR LIABILITY ONCE THE SOFTWARE HAS BEEN DELIVERED TO THE CLIENT (OR DEPLOYED TO THE CLIENT'S DESIGNATED HOSTING ENVIRONMENT).

By accepting delivery of the codebase or live credentials, you explicitly acknowledge and agree that software operates within an uncontrolled, continuously evolving external technological environment. Following delivery, LeadEngine Studio is in no way liable or responsible for:

✕ Client or Third-Party Modifications

Any code, database, script, or configuration changes executed by the Client, their staff, or external freelancers after handover.

✕ Hosting & Server Infrastructure

Server crashes, PHP version updates, Apache/Nginx configuration errors, SSL expirations, or outages caused by the Client's hosting provider.

✕ Third-Party API & Service Changes

Changes, deprecations, rate limits, price increases, or disruptions in external APIs (e.g., Google Maps, Stripe, reCAPTCHA, Webhooks, CRM tools).

✕ Cybersecurity & Data Breaches

Brute-force attacks, compromised credentials, malware, phishing, or vulnerabilities originating from unmaintained client servers post-delivery.

Any technical support, debugging, maintenance, or upgrades requested after the conclusion of the 7-day acceptance window are subject to our standard hourly consulting rates or require an active, paid monthly maintenance subscription.

06. Disclaimer of Warranties ("AS-IS")

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, CODEBASE, SCRIPTS, GRAPHICS, AND DOCUMENTATION ARE DELIVERED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

LEADENGINE STUDIO SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SYSTEM INTEGRATION, QUIET ENJOYMENT, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED, FULLY COMPATIBLE WITH ALL FUTURE HARDWARE OR THIRD-PARTY OPERATING SYSTEMS, OR COMPLETELY ERROR-FREE.

07. Limitation of Liability

TO THE FULLEST EXTENT ALLOWED BY LAW, UNDER NO CIRCUMSTANCES SHALL LEADENGINE STUDIO, ITS FOUNDERS, DIRECTORS, EMPLOYEES, CONTRACTORS, LICENSORS, OR AGENTS BE LIABLE TO THE CLIENT OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, LOSS OF ANTICIPATED REVENUE, LOSS OF CLIENT LEADS, DATA CORRUPTION, OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN CONNECTION WITH THE SOFTWARE, ITS DELIVERY, ITS USE, OR INABILITY TO USE THE SOFTWARE.

Cap on Monetary Liability: In no event shall LeadEngine Studio's total aggregate liability arising out of or related to this agreement, under any legal theory (whether contract, tort, negligence, strict liability, or otherwise), exceed the actual total dollar amount paid by the Client to LeadEngine Studio for the specific initial software build giving rise to the claim.

08. No Guarantee of Commercial Outcomes or Lead Conversions

LeadEngine Studio engineers high-conversion design layouts, structured call-to-actions, and industry-targeted landing pages based on proven digital design standards. However:

  • We do not guarantee any specific search engine placement (e.g., Google Organic or Maps rankings).
  • We do not guarantee any specific quantity, quality, or financial conversion rate of business leads.
  • Commercial success depends entirely on factors beyond our control, including your advertising spend, regional demand, pricing strategy, local competition, customer service, and sales team responsiveness.

09. Client Legal Obligations, Licensing & Regulatory Compliance

The Client agrees that they are exclusively responsible for their own business operations. The Client represents, warrants, and agrees that:

  • They hold all legally required trade licenses, certifications, permits, and business registrations for the services promoted on the website.
  • All business names, claims, addresses, pricing, guarantees, and contact credentials provided to us for inclusion on the website are truthful, accurate, and non-deceptive.
  • The Client is solely responsible for complying with all applicable advertising and telecommunications consumer protection regulations (such as TCPA, CAN-SPAM, CASL, and GDPR) when capturing and following up on consumer leads.

10. Refund & Subscription Cancellation Policy

Because our services involve immediate allocation of technical labor, custom code creation and build engineering, bespoke asset configuration, and instantaneous transfer of proprietary digital assets:

  • All upfront build fees ($499 promo / $999 standard) and managed setup fees ($99) are strictly non-refundable once engineering work has commenced or project configurations have been provisioned.
  • For clients on the Managed Studio Pass, you may cancel your monthly subscription ($149/mo) at any time. Cancellation terminates future recurring billings immediately without cancellation penalties. Furthermore, under our Equity Credit Buyout Policy (Section 3.1), all cumulative dollars paid to date remain credited toward purchasing your standalone source code should you decide to complete your buyout.

11. Indemnification

You agree to defend, indemnify, and hold harmless LeadEngine Studio, its affiliates, officers, directors, contractors, and agents from and against any and all claims, damages, liabilities, losses, costs, or expenses (including reasonable attorney fees) arising from: (a) your use or misuse of the delivered software; (b) any trade or business disputes between you and your customers or leads; (c) your breach of these Terms; or (d) any infringement of third-party intellectual property rights caused by media or copy provided by you.

12. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law principles. Any legal action, proceeding, or dispute arising out of or related to these Terms shall be resolved exclusively within the state or federal courts located in Pinellas County, Florida, and the parties hereby consent and submit to personal jurisdiction and venue therein.

13. Modifications to Terms

LeadEngine Studio reserves the right to amend or update these Terms of Service at any time. When updates occur, the revision date at the top of this document will be updated. Your continued commissioning of services, approval of deliverables, or interaction with our platform constitutes acceptance of the amended terms.

14. Contact Information

For any legal inquiries, questions regarding code handover, or clarification regarding these Terms of Service, please contact our operating entity:

Operating Entity: Bweb Solutions LLC (LeadEngine Studio)
Address: 7901 4th St N STE 300, St. Petersburg, FL 33702
Email: legal@leadenginestudio.com
Web: https://leadenginestudio.com
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