LeadPower Paid Social Media Services Agreement — Campaign ZALFINK-2026-07-30-LUCKY
Participation in this co-op is an advertising expense, not an investment. Your $50 share buys a proportional slice of a shared advertising budget. Lead volume depends on total co-op budget, market response, platform performance, and audience engagement. Estimates published on this site are estimates, not guarantees. Results vary. You assume all risk.
We collect only the information needed to process your co-op participation and deliver your leads: name, email, phone, and billing details. Payment card data is handled entirely by our payment processor and never touches our servers. Leads generated in the campaign are delivered to participants and stored in your LeadPower back office. We do not sell your personal information. Questions: support@leadpower.net.
LeadPower acts solely as an independent advertising agency. LeadPower has no ownership, equity, or affiliation with the products, services, or business opportunities advertised through this co-op. All claims about advertised products are those of the respective advertiser. Direct product inquiries to the advertiser. Direct advertising service questions to support@leadpower.net or 423-536-6200.
Full Legal Agreement
Effective Date: February 17, 2025
Service Provider:
Direct Internet Media, Inc., a Nevada corporation
Operating under the trade names LeadPower.net and LeadPower.Agency
Las Vegas, Nevada
(Collectively, "Company," "Agency," "We," "Us," or "Our")
THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION CLAUSE, CLASS ACTION WAIVER, JURY TRIAL WAIVER, A COMPREHENSIVE NO-REFUND POLICY, AND A FULL ASSUMPTION OF RISK BY CLIENT. BY COMPLETING AN ONLINE ORDER AND SUBMITTING PAYMENT, YOU AGREE TO BE LEGALLY BOUND BY ALL TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE IN FULL, DO NOT PURCHASE OR USE OUR SERVICES.
As used in this Agreement, the following terms have the meanings set forth below:
"Agreement" means this Paid Social Media Services Agreement and Terms of Service, including all exhibits, addenda, order forms, and Co-Op program documents incorporated herein by reference.
"Ad Spend" means any funds paid by Client and allocated to Meta or any Platform for the purpose of purchasing advertising inventory.
"Campaign" means any individual or collective set of paid advertising activities managed by Agency on Client's behalf.
"Client," "You," or "Your" means the individual or business entity that completes an online order and engages Agency for services.
"Co-Op Program" means an advertising co-operative in which multiple clients pool funds for collective paid social media campaigns managed by Agency.
"Confidential Information" means any non-public business, technical, financial, or operational information disclosed by one party to the other in connection with this Agreement that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure.
"Deliverables" means any creative assets, ad copy, campaign reports, strategy documents, or other work product produced by Agency for Client.
"Lead" means a consumer record — including name, contact information, and other self-reported data — generated through a Meta advertising form, landing page, or other digital lead capture mechanism operated in connection with a Campaign.
"Management Fees" means the fees charged by Agency for campaign management, strategy, setup, optimization, reporting, and related services, exclusive of Ad Spend.
"Meta" means Meta Platforms, Inc. and its platforms, including Facebook and Instagram.
"Order Confirmation" means the written confirmation issued by Agency's online order system upon successful completion of an online order and payment.
"Platform" means Meta's Facebook and Instagram advertising systems, and any other digital advertising platform expressly agreed to in writing by Agency.
"Services" has the meaning set forth in Article 2.
2.1 Scope of Services. Agency provides digital marketing and paid social media advertising management services, which may include: campaign strategy and planning; ad creative development and copywriting; audience research and targeting; campaign setup, launch, and management; bid management and budget optimization; performance reporting and analytics; Co-Op advertising program administration; media buying and traffic services; lead generation campaign management; and access to campaign hubs, proprietary downloads, and training materials (collectively, "Services").
2.2 Exclusive Platform. Unless Agency expressly agrees otherwise in a signed written addendum, ALL advertising purchased through Agency is placed exclusively on Meta platforms (Facebook and Instagram). Agency does not represent or warrant that advertising will be placed on any other platform without such written agreement.
2.3 Agency Discretion. Agency retains sole and absolute discretion over all aspects of campaign structure, creative approach, audience selection, pacing, bid strategy, delivery, and execution, subject to Client's approved budget and any written creative briefs agreed upon by the parties. Agency's exercise of professional judgment in campaign management shall not constitute a breach of this Agreement.
2.4 Agency Independence. Agency acts as an independent contractor and advertising manager. Agency is not affiliated with, employed by, endorsed by, or acting as a legal representative of Meta Platforms, Inc. or any other Platform. Agency has no ownership or operational control over Meta or its advertising systems.
2.5 Meta's Ultimate Control. CLIENT EXPRESSLY ACKNOWLEDGES AND AGREES THAT META PLATFORMS, INC. EXERCISES ULTIMATE AND ABSOLUTE CONTROL OVER ALL ASPECTS OF AD DELIVERY, APPROVAL, DISAPPROVAL, REACH, TARGETING, ALGORITHM-DRIVEN DISTRIBUTION, ACCOUNT STATUS, AND ALL ADVERTISING OUTCOMES ON FACEBOOK AND INSTAGRAM. Agency has no ability to override, circumvent, predict, or guarantee any outcome driven by Meta's proprietary systems, auction mechanisms, content review processes, or policy enforcement decisions. Meta may, at its sole discretion and without prior notice, reject, limit, suspend, or terminate any ad, Campaign, or ad account. Agency bears no liability for any such Meta action or decision.
3.1 Online Orders Only. ALL service engagements, purchases, Ad Spend commitments, Co-Op program enrollments, and any other transactions with Agency must be initiated and completed exclusively through Agency's official online order system accessible at LeadPower.net or LeadPower.Agency. This requirement is absolute and admits no exceptions.
3.2 No Phone Orders. Agency does not accept, process, or honor orders placed by telephone, voicemail, SMS, or any verbal communication. No verbal representation, phone conversation, or oral statement made by any Agency representative shall constitute a binding commitment, order, or contractual obligation of any kind. All telephone and electronic communications are informational only.
3.3 No Auto-Ship Programs. Agency does not offer, operate, or honor any automatic shipment, auto-fulfillment, or auto-delivery programs. No service, deliverable, or product will be automatically sent, renewed, or fulfilled without Client's affirmative online order action for each service period.
3.4 No Subscription or Recurring Billing. Agency does not offer subscription-based billing or auto-renewing payment plans of any kind. Each service engagement requires a separate, affirmative online order and payment by Client. No service will be automatically renewed, extended, or billed on a recurring basis without Client's explicit online purchase action for each new term.
3.5 No Implied Agreements. No order, commitment, or service obligation shall be implied from email correspondence, social media communications, text messages, phone calls, in-person conversations, proposals, or any medium other than a completed online order with Order Confirmation.
3.6 Order Confirmation Required. An order is binding only upon Client's receipt of an official written Order Confirmation from Agency's online system. Client is solely responsible for retaining Order Confirmations for their records. Agency is not responsible for orders not confirmed through its online system.
3.7 Authorized Purchaser. By completing an online order, Client represents and warrants that they are at least eighteen (18) years of age, legally authorized to enter into binding contracts, and — if purchasing on behalf of a business entity — duly authorized to bind that entity to this Agreement.
4.1 Program Overview. Agency may offer advertising co-operative programs ("Co-Op Programs") in which multiple clients pool advertising budgets to collectively fund and run paid social media campaigns managed by Agency. Participation in any Co-Op Program is entirely voluntary.
4.2 Online Enrollment Only. Participation in any Co-Op Program must be initiated and completed exclusively through Agency's online order system. No verbal, phone-in, or informal enrollment will be accepted or honored.
4.3 Commingled Funds. Client acknowledges that their Co-Op contribution is commingled with other participants' funds into a collective advertising budget. Once deployed, Co-Op funds cannot be individually tracked, isolated, recovered, or refunded under any circumstances.
4.4 No Exclusivity. Participation in a Co-Op Program does not grant Client any exclusive rights to any geographic area, audience segment, or niche unless expressly stated in a written Co-Op addendum signed by an authorized officer of Direct Internet Media, Inc.
4.5 Agency Discretion Over Co-Op Campaigns. Agency retains full discretion over the allocation, distribution, management, optimization, pacing, creative direction, and targeting of all Co-Op advertising budgets, unless otherwise expressly specified in a written Co-Op addendum. Agency may adjust, pause, restructure, or terminate a Co-Op campaign at any time in its sole professional judgment, without liability to any participant.
4.6 No Guarantee of Co-Op Results. AGENCY MAKES NO GUARANTEE, WARRANTY, OR REPRESENTATION OF ANY KIND REGARDING THE RESULTS, OUTCOMES, LEAD VOLUME, LEAD QUALITY, OR PERFORMANCE OF ANY CO-OP ADVERTISING CAMPAIGN. All risk disclosures and result disclaimers in Article 5 apply in full to Co-Op Programs.
4.7 No Refunds on Co-Op Contributions. ALL CO-OP CONTRIBUTIONS AND PARTICIPATION FEES ARE FINAL AND NON-REFUNDABLE upon receipt. No refunds, credits, or pro-rated returns will be issued for any reason, including campaign underperformance, early withdrawal, Platform disapproval, account suspension, or termination of this Agreement.
4.8 No Mid-Cycle Withdrawal. Client may not withdraw from a Co-Op Program once a campaign cycle has commenced. Co-Op Programs run for a fixed period specified at the time of online enrollment. Early withdrawal does not entitle Client to any refund, reimbursement, or credit.
4.9 Affiliate and Referral Commissions. LeadPower.net / Direct Internet Media, Inc. expressly reserves the right to pay referral commissions, affiliate fees, finder's fees, or other compensation to any individual or entity ("Referring Party") that introduces, refers, or brings a Co-Op Program participant or Co-Op campaign to Agency. The following terms govern such commissions:
4.10 Participant Conduct. Each Co-Op participant warrants that any product, service, or offer they submit for inclusion in a Co-Op campaign complies with all applicable laws and Meta's advertising policies. Agency may immediately remove any participant from a Co-Op program without refund if their content, instructions, or conduct violates any law, Platform policy, or Agency's standards.
5.1 Absolute Disclaimer of Results. AGENCY MAKES NO GUARANTEES, WARRANTIES, REPRESENTATIONS, OR PROMISES OF ANY KIND — EXPRESS OR IMPLIED — REGARDING:
5.2 Nature of Digital Advertising. Paid social media advertising is speculative and results-variable by nature. Market conditions, Meta algorithm changes, audience behavior, competitive landscape, ad fatigue, creative performance, and countless other factors beyond Agency's control directly and materially impact campaign performance. Past performance of any Campaign — by Agency or any other party — is expressly not indicative of future results.
5.3 No Implied Warranty. Agency expressly disclaims all implied warranties, including implied warranties of merchantability, fitness for a particular purpose, non-infringement, and course of dealing. All Services are provided on an "AS IS" and "AS AVAILABLE" basis.
5.4 Full Assumption of Risk. CLIENT EXPRESSLY, KNOWINGLY, AND IRREVOCABLY ASSUMES ALL RISK ASSOCIATED WITH THE PURCHASE AND USE OF AGENCY'S SERVICES, INCLUDING BUT NOT LIMITED TO:
5.5 Informed Purchaser Representation. By placing an online order, Client represents and warrants that: (a) they have read and understood this Agreement in full; (b) they have independently evaluated the speculative nature of paid digital advertising; (c) they have had the opportunity to consult with independent legal, financial, and marketing advisors; and (d) their decision to engage Agency is made voluntarily and with full awareness of the risk of total financial loss.
6.1 Nature of Leads. Leads generated through Agency-managed campaigns are sourced from Meta advertising forms, landing pages, or other digital lead capture mechanisms. All lead information is self-reported by prospects. Agency makes no representation or warranty as to lead accuracy, completeness, intent, quality, exclusivity, or buyer readiness.
6.2 No Lead Guarantee. Agency does not guarantee any minimum number of leads, lead delivery timeline, or lead-to-sale conversion rate. Lead volume and quality are subject to all disclaimers in Article 5.
6.3 Client's Data Obligations. Client is solely responsible for the lawful collection, storage, processing, use, and follow-up of all lead data received. Client agrees to comply with all applicable federal, state, and international privacy and data protection laws, including without limitation: the CAN-SPAM Act; the Telephone Consumer Protection Act (TCPA); the California Consumer Privacy Act (CCPA) and California Privacy Rights Act (CPRA); the General Data Protection Regulation (GDPR) to the extent applicable; and any other applicable state or federal privacy statutes.
6.4 Privacy Policy Requirement. Client warrants that it maintains a publicly accessible, legally compliant privacy policy governing its collection and use of consumer data, and that such policy accurately reflects its data practices. Agency is not responsible for Client's data handling, storage, processing, or privacy compliance in any respect.
6.5 Data Security. Client agrees to implement and maintain reasonable and appropriate technical and organizational security measures to protect lead data from unauthorized access, disclosure, or misuse.
6.6 Agency Data Use. Agency may collect, store, and process aggregated and anonymized campaign performance data for internal business purposes, including improving services, benchmarking, and product development, without restriction. Agency will not sell Client's individually identifiable business data to unaffiliated third parties without Client's consent.
7.1 Client Obligations. Client agrees to:
7.2 Client Warranties. Client represents and warrants that: (a) Client has full legal authority to advertise the products and services submitted for campaign use; (b) all advertising content, claims, and materials provided by Client are accurate, lawful, and non-deceptive; (c) Client's business, products, and services comply with all applicable laws and regulations; and (d) Client is not subject to any regulatory order, consent decree, or legal prohibition that would restrict its advertising activities.
7.3 Compliance Sole Responsibility. Client bears sole and exclusive responsibility for ensuring their business operations, advertising content, and data practices comply with all applicable laws, regulations, and Platform policies. Agency reserves the right to immediately suspend or terminate Services without refund if Client's business, content, or instructions are determined — in Agency's sole judgment — to violate any law, regulation, or Platform policy.
8.1 Management Fees. Client agrees to pay Agency the Management Fees specified in the applicable online order at the time of purchase. Management Fees are earned by Agency upon engagement and are not contingent upon campaign performance or any particular outcome.
8.2 Ad Spend. Ad Spend is separate from and in addition to Management Fees unless expressly stated otherwise in a written addendum. Ad Spend is paid to Agency or directly to Meta at Client's direction and is subject to all risk disclaimers in Article 5. Agency is not responsible for the performance of any Ad Spend.
8.3 Custom Audience Usage Fee. When Agency deploys any proprietary custom audience, lookalike audience, retargeting list, interest-based segment, or other audience data asset owned or licensed by LeadPower.Agency ("Custom Audience") in connection with a Campaign, an additional Custom Audience Usage Fee shall apply. The following terms govern this fee:
8.3 Online Payment Only. All payments must be made through Agency's online payment system at the time of order. Agency does not accept phone-in payments, mailed checks, wire transfers, or cryptocurrency unless expressly authorized in writing by an officer of Direct Internet Media, Inc.
8.4 Non-Payment and Suspension. Agency reserves the right to immediately suspend all Services upon non-payment of any amount due without notice and without liability. Suspended services will not be reinstated until all outstanding balances are paid in full.
8.5 Late Fees. Amounts unpaid beyond the due date shall accrue interest at the rate of 1.5% per month (18% per annum) or the maximum rate permitted by applicable law, whichever is less, calculated from the due date until paid in full.
8.6 Collection Costs. In the event Agency must engage a collection agency or legal counsel to collect any overdue amounts, Client agrees to pay all reasonable collection costs, attorney's fees, and court costs in addition to the principal amount owed.
8.7 Taxes. Client is solely responsible for all applicable sales, use, VAT, or other taxes arising from services rendered under this Agreement. Agency will collect and remit taxes only where required by law.
9.1 All Sales Final. ALL PAYMENTS MADE TO AGENCY — INCLUDING MANAGEMENT FEES, AD SPEND, CO-OP CONTRIBUTIONS, SETUP FEES, MEDIA BUYING FEES, LEAD GENERATION FEES, AND ALL OTHER AMOUNTS — ARE FINAL, NON-REFUNDABLE, AND NON-TRANSFERABLE UPON RECEIPT. No refunds will be issued under any circumstances, including but not limited to:
9.2 Immediate Commencement of Services. Client acknowledges and agrees that Services, including campaign planning, setup, creative development, and platform activities, begin immediately upon receipt of payment and involve non-recoverable third-party costs that are committed upon order. There is no cancellation or cooling-off period.
9.3 Chargeback Prohibition and Consequences. Client expressly and irrevocably waives any right to initiate a chargeback, payment reversal, or payment dispute with their credit card issuer, bank, or any financial institution with respect to any payment made to Agency. Client acknowledges that initiating any such chargeback or dispute constitutes a material breach of this Agreement. In the event of any chargeback or payment dispute, Agency reserves the right to:
9.4 No Credits or Make-Goods. Agency does not issue service credits, campaign credits, partial refunds, or make-good arrangements of any kind unless explicitly agreed upon in a separate written instrument signed by an authorized officer of Direct Internet Media, Inc.
10.1 Agency Property. All systems, methodologies, processes, software, tools, frameworks, training materials, ad copy, creative assets, campaign strategies, reports, and Deliverables created or used by Agency in connection with the Services are and shall remain the sole and exclusive intellectual property of Direct Internet Media, Inc. No right, title, or interest in any Agency intellectual property is transferred to Client under this Agreement.
10.2 Limited License to Deliverables. Upon receipt of full payment of all amounts due, Agency grants Client a limited, non-exclusive, non-transferable, non-sublicensable license to use Deliverables solely for Client's own internal business purposes. This license does not permit resale, redistribution, sublicensing, modification for third-party use, or any commercial exploitation of Deliverables by Client.
10.3 No Resale or Redistribution. Client may not resell, share, sublicense, publish, or redistribute any Agency materials, systems, ad copy, creative assets, training content, processes, or software to any third party under any circumstances.
10.4 Client Content License. Client grants Agency a non-exclusive, royalty-free, worldwide license to use, reproduce, modify, and display Client's trademarks, logos, brand assets, images, and content solely as necessary to perform the Services during the term of this Agreement. This license terminates upon expiration or termination of this Agreement.
10.5 Feedback. Any feedback, suggestions, or ideas Client provides to Agency regarding the Services may be used by Agency freely and without restriction, compensation, or attribution to Client.
11.1 Liability Cap. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AGENCY'S TOTAL CUMULATIVE LIABILITY TO CLIENT FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES — WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE — SHALL NOT EXCEED THE TOTAL MANAGEMENT FEES ACTUALLY PAID BY CLIENT TO AGENCY IN THE THIRTY (30) CALENDAR DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CLAIM AROSE. AD SPEND AND CO-OP CONTRIBUTIONS ARE EXPRESSLY EXCLUDED FROM ANY LIABILITY CALCULATION.
11.2 Exclusion of Consequential Damages. IN NO EVENT SHALL AGENCY, ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO: LOST PROFITS; LOST REVENUE; LOSS OF BUSINESS OPPORTUNITY; LOSS OF GOODWILL; LOSS OF DATA; COST OF SUBSTITUTE SERVICES; OR ANY OTHER ECONOMIC LOSS, EVEN IF AGENCY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE THEORY OF LIABILITY.
11.3 Essential Basis. CLIENT ACKNOWLEDGES THAT THE LIMITATIONS OF LIABILITY IN THIS ARTICLE REFLECT A REASONABLE ALLOCATION OF RISK AND ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. AGENCY WOULD NOT HAVE ENTERED INTO THIS AGREEMENT BUT FOR THESE LIMITATIONS.
11.4 Force Majeure. Agency shall not be liable for any delay, interruption, or failure in performance caused by circumstances beyond Agency's reasonable control, including: Meta platform outages, algorithm changes, or policy enforcement actions; acts of God; governmental actions or regulations; internet infrastructure failures; labor disputes; pandemic or public health emergency; or any other event outside Agency's direct control. Agency will use commercially reasonable efforts to resume performance as soon as practicable.
11.5 Meta Actions. Agency shall bear no liability whatsoever for any action taken by Meta, including ad disapproval, campaign suspension, account termination, policy changes, targeting restrictions, or any modification to Meta's advertising systems or algorithms.
12.1 Client's Indemnification Obligation. Client agrees to defend, indemnify, and hold harmless Direct Internet Media, Inc., LeadPower.net, LeadPower.Agency, and their respective officers, directors, shareholders, employees, contractors, successors, and assigns (collectively, "Indemnified Parties") from and against any and all third-party claims, demands, suits, proceedings, damages, liabilities, losses, costs, and expenses (including reasonable attorney's fees and court costs) arising out of or relating to:
12.2 Indemnification Procedure. Agency will promptly notify Client of any claim subject to indemnification. Client shall have the right to assume control of the defense of such claim with counsel reasonably acceptable to Agency. Agency reserves the right to participate in the defense at its own expense. Client may not settle any claim that imposes any obligation or liability on Agency without Agency's prior written consent.
13.1 Mutual Confidentiality. Each party agrees to hold the other's Confidential Information in strict confidence and not to disclose it to any third party without prior written consent. Each party agrees to use the other's Confidential Information solely for the purpose of performing obligations under this Agreement.
13.2 Exclusions. Confidentiality obligations do not apply to information that: (a) is or becomes publicly known through no breach of this Agreement; (b) was rightfully known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of Confidential Information; or (d) is required to be disclosed by law or court order, provided the receiving party gives prompt written notice to the disclosing party and cooperates in seeking a protective order.
13.3 Survival. Confidentiality obligations survive termination or expiration of this Agreement for a period of three (3) years.
14.1 Term. This Agreement commences upon Client's completion of an online order and receipt of Order Confirmation and continues for the service term specified in the applicable order, or until completion of the purchased service if no term is specified.
14.2 Termination by Client. Client may terminate ongoing services upon thirty (30) days' prior written notice to Agency. All Management Fees and other amounts due through the end of the notice period remain payable. No refunds shall be issued for any amounts previously paid.
14.3 Termination by Agency. Agency may terminate this Agreement and suspend all Services immediately upon written notice if: (a) Client fails to pay any amount when due; (b) Client breaches any provision of this Agreement and fails to cure such breach within five (5) business days of written notice; (c) Client engages in conduct that Agency reasonably determines to be fraudulent, illegal, or harmful to Agency, Meta, or any third party; or (d) Client initiates a chargeback or payment dispute in violation of Article 9.
14.4 Effect of Termination. Upon termination: (a) all Services cease; (b) all outstanding fees become immediately due and payable; (c) all licenses granted to Client terminate; and (d) each party returns or destroys the other's Confidential Information upon request. Agency has no obligation to retain or transfer any campaign data, account access, or creative assets following termination unless expressly agreed in writing.
14.5 Survival. The following provisions survive termination or expiration of this Agreement: Article 1 (Definitions), Article 5 (No Guarantee; Assumption of Risk), Article 6.3–6.5 (Client Data Obligations), Article 9 (No Refunds), Article 10.1–10.3 (Agency IP), Article 11 (Limitation of Liability), Article 12 (Indemnification), Article 13 (Confidentiality), Article 15 (Dispute Resolution), Article 16 (Governing Law), and all other provisions that by their nature should survive.
15.1 Informal Resolution. Before initiating arbitration, the parties agree to attempt to resolve any dispute informally by providing written notice to the other party describing the claim in detail and the relief sought. The parties shall negotiate in good faith for thirty (30) days from the date of notice before either party may initiate arbitration. This informal resolution requirement does not apply to emergency injunctive relief.
15.2 Mandatory Binding Arbitration. IF INFORMAL RESOLUTION FAILS, ANY AND ALL DISPUTES, CLAIMS, OR CONTROVERSIES ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE SERVICES, OR THE RELATIONSHIP BETWEEN THE PARTIES — WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION, OR ANY OTHER LEGAL THEORY — SHALL BE RESOLVED EXCLUSIVELY THROUGH FINAL AND BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION ("AAA") PURSUANT TO ITS COMMERCIAL ARBITRATION RULES THEN IN EFFECT. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.
15.3 Class Action Waiver. CLIENT IRREVOCABLY AND EXPRESSLY WAIVES ANY RIGHT TO BRING OR PARTICIPATE IN ANY CLASS ACTION, COLLECTIVE ACTION, CONSOLIDATED ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR REPRESENTATIVE PROCEEDING OF ANY KIND AGAINST AGENCY. All claims must be brought on an individual basis only.
15.4 Jury Trial Waiver. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY IRREVOCABLY WAIVES ANY RIGHT TO A JURY TRIAL IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES.
15.5 Seat of Arbitration. The seat of arbitration shall be Las Vegas, Nevada. All arbitration proceedings shall be conducted in the English language.
15.6 Injunctive Relief Exception. Notwithstanding the foregoing, either party may seek emergency injunctive or other equitable relief from a court of competent jurisdiction in Nevada to prevent irreparable harm pending the outcome of arbitration, without waiving the right to arbitration.
15.7 Arbitration Costs. The parties shall share arbitration filing and administrative fees equally unless the arbitrator determines that a different allocation is warranted. Each party bears its own attorney's fees except in cases of bad faith or frivolous claims, in which case the arbitrator may award fees to the prevailing party.
This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of Nevada, without regard to its conflict of law principles or choice of law rules. For any dispute not subject to arbitration, the parties irrevocably consent to the exclusive personal jurisdiction and venue of the state and federal courts located in Clark County, Nevada.
17.1 Entire Agreement. This Agreement, together with all online order confirmations, Co-Op addenda, and any written amendments signed by both parties, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous negotiations, representations, warranties, agreements, and understandings, whether oral or written, including all telephone or electronic representations.
17.2 Amendments. Agency reserves the right to update or modify these Terms of Service at any time by posting the revised version on its website with an updated effective date. For existing clients, material changes will be communicated via email to the address on file. Continued use of Agency's services or placement of new online orders following notice of any change constitutes acceptance of the revised terms. If Client does not agree to any revision, Client's sole remedy is to discontinue use of Agency's services.
17.3 Severability. If any provision of this Agreement is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it enforceable, and the validity, legality, and enforceability of the remaining provisions shall not be affected or impaired in any way.
17.4 No Waiver. Agency's failure or delay in exercising any right, remedy, or privilege under this Agreement shall not operate as a waiver of that right, remedy, or privilege. A waiver of any particular breach does not constitute a waiver of any subsequent breach.
17.5 Independent Contractor. Agency is an independent contractor. Nothing in this Agreement creates a partnership, joint venture, agency, employment, franchise, or fiduciary relationship of any kind between the parties. Agency has no authority to bind Client to any third-party agreement.
17.6 No Third-Party Beneficiaries. This Agreement is for the sole benefit of the parties hereto and their respective permitted successors and assigns. Nothing in this Agreement creates or is intended to create any rights, benefits, or causes of action in any third party.
17.7 Assignment. Client may not assign, transfer, or delegate any rights or obligations under this Agreement without Agency's prior written consent. Agency may assign this Agreement, in whole or in part, to any affiliate, successor, or acquirer without Client's consent. Any purported assignment by Client without consent is null and void.
17.8 Notices. All formal legal notices under this Agreement must be provided in writing. Notices to Agency must be sent to the address of Direct Internet Media, Inc., Las Vegas, Nevada, via certified mail or nationally recognized overnight courier. Agency may provide notices to Client via email to the address on file with Agency's online order system.
17.9 Electronic Acceptance. Client's completion of an online order and submission of payment constitutes a legally binding and enforceable acceptance of this Agreement to the same extent as a manually executed written signature, pursuant to the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. § 7001 et seq., and applicable state electronic signature laws. No other form of acceptance is recognized by Agency.
17.10 Headings. Section headings in this Agreement are for convenience only and shall not affect the interpretation or construction of any provision.
17.11 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. Electronic counterparts shall be deemed originals.
BY COMPLETING AN ONLINE ORDER AND SUBMITTING PAYMENT, CLIENT IRREVOCABLY CONFIRMS ALL OF THE FOLLOWING:
Direct Internet Media, Inc.
Operating as LeadPower.net | LeadPower.Agency
Las Vegas, Nevada
This document has been prepared for contractual purposes. Direct Internet Media, Inc. recommends that all parties obtain independent legal counsel prior to execution.
© 2026 Direct Internet Media, Inc. All Rights Reserved. Unauthorized reproduction or distribution of this Agreement is prohibited.