1. Agreement to Service Terms

These Service Terms & Conditions ("Service Terms") govern your use of any service provided, facilitated, or arranged by Nextdoor Marketing, LLC ("Nextdoor Marketing," "we," "us," or "our"), including but not limited to merchant services, payment processing referrals, marketing services, and online ordering solutions (collectively, "Services"). By engaging Nextdoor Marketing for any Service, you ("Client" or "you") agree to these Service Terms.

These Service Terms apply in addition to any separate written agreement or proposal that Nextdoor Marketing may provide. In the event of a conflict, the separate written agreement controls.

2. Nature of Services & Role of Nextdoor Marketing

Nextdoor Marketing operates as an Independent Sales Agent (ISA) on behalf of CardConnect and related payment processing partners. We are not a bank, payment processor, or licensed financial institution. Certain services — including payment processing, merchant accounts, and equipment financing — are provided directly by third-party partners under their own terms and agreements.

By accepting a merchant account or related service, you acknowledge that you will also be bound by the terms and agreements of the applicable third-party provider (such as CardConnect or Clover). Nextdoor Marketing is not a party to those agreements and cannot guarantee, modify, or waive the terms of any third-party provider.

3. Merchant Services

Merchant services facilitated by Nextdoor Marketing may include credit and debit card processing, point-of-sale (POS) equipment (including Clover devices), processing rate analysis, cash discount and dual pricing programs, and merchant account setup assistance.

Processing Rates. Quoted processing rates are estimates based on information you provide and are subject to final approval by the payment processor. Actual rates may vary based on your business type, processing volume, card mix, and applicable interchange fees set by card networks (Visa, Mastercard, etc.), which are outside the control of Nextdoor Marketing.

Equipment. Clover POS equipment is manufactured and warranted by Clover Network, Inc. Nextdoor Marketing makes no independent warranty on hardware. Equipment purchase, lease, or financing terms are governed by your agreement with the applicable equipment provider.

Cash Discount / Dual Pricing Programs. If you enroll in a cash discount or dual pricing program, you are responsible for compliance with all applicable card network rules, state laws, and federal regulations governing surcharging and discount disclosure. Nextdoor Marketing will provide program guidance, but compliance obligations rest with you as the merchant.

Chargebacks & Disputes. Nextdoor Marketing is not responsible for chargebacks, disputes, or fraud losses arising from your merchant account. Such matters are handled directly between you and your payment processor under the terms of your merchant agreement.

Important: Merchant account approval is not guaranteed and is subject to underwriting review by the payment processor. Nextdoor Marketing does not control approval decisions.

4. Marketing Services

Where Nextdoor Marketing provides marketing services — including but not limited to social media content, digital advertising strategy, promotional materials, and brand collateral — the following terms apply.

Scope of Work. Marketing services are provided based on a mutually agreed scope. Any deliverables, timelines, or revisions beyond the agreed scope may require a separate arrangement and may be subject to additional fees.

Client Responsibilities. You agree to provide accurate business information, logos, brand materials, and timely approvals necessary for Nextdoor Marketing to complete marketing deliverables. Delays caused by missing client materials may affect delivery timelines.

Content Approval. You are responsible for reviewing and approving all marketing content before it is published or distributed. Nextdoor Marketing is not liable for errors or inaccuracies in content that has been approved by the Client.

Results Disclaimer. Nextdoor Marketing does not guarantee specific results from any marketing campaign, including but not limited to lead volume, conversion rates, or revenue. Marketing outcomes depend on many factors outside our control, including market conditions, consumer behavior, and platform algorithm changes.

Third-Party Platforms. Marketing campaigns may involve third-party platforms (such as Meta, Google, or Instagram). You acknowledge that these platforms operate under their own terms of service, and Nextdoor Marketing is not responsible for policy changes, account suspensions, or platform decisions made by third parties.

Ownership of Deliverables. Upon full payment for marketing services, Nextdoor Marketing grants you a non-exclusive license to use the deliverables for your business. Nextdoor Marketing retains the right to use completed work in our portfolio unless you request otherwise in writing.

5. Online Ordering Solutions

Nextdoor Marketing may facilitate the setup of online ordering systems for your business, including solutions integrated with Clover POS or other compatible platforms.

Platform Dependency. Online ordering functionality depends on third-party platforms and software. Nextdoor Marketing is not responsible for outages, feature changes, pricing changes, or discontinuation of services by the underlying platform provider.

Menu & Content Management. You are responsible for maintaining accurate menu items, pricing, descriptions, and availability within your online ordering system after initial setup. Nextdoor Marketing can provide ongoing support where agreed upon in writing.

Order Fulfillment. Nextdoor Marketing is not responsible for the fulfillment of customer orders, customer disputes, or order accuracy. These responsibilities rest with you as the business owner.

Payment Processing for Online Orders. Online order transactions are processed by your payment processor (such as CardConnect) under your merchant agreement. Nextdoor Marketing does not process, hold, or have access to funds from your online orders.

Fees. Third-party online ordering platforms may charge their own subscription or transaction fees. Nextdoor Marketing will disclose any known platform fees as part of the setup process, but is not responsible for fee changes made by the platform provider.

6. Fees & Payment

Fees for services provided directly by Nextdoor Marketing (such as marketing or consulting services) will be communicated to you in writing prior to engagement. Payment terms, due dates, and accepted payment methods will be specified in your service proposal or invoice.

Fees for third-party services (merchant accounts, processing, equipment, platform subscriptions) are governed by the applicable third-party agreements and are separate from any fees charged by Nextdoor Marketing.

7. Confidentiality

Each party agrees to keep confidential any non-public business information disclosed by the other party in connection with the Services, and not to disclose such information to third parties without prior written consent, except as required by law.

8. Limitation of Liability

To the fullest extent permitted by applicable law, Nextdoor Marketing, LLC and its principals, employees, contractors, and agents shall not be liable for any indirect, incidental, special, punitive, or consequential damages — including lost profits, lost revenue, loss of data, or business interruption — arising from or related to the Services, even if advised of the possibility of such damages.

Nextdoor Marketing's total liability to you for any claim arising from the Services shall not exceed the total fees paid by you to Nextdoor Marketing in the three (3) months preceding the claim.

9. Indemnification

You agree to indemnify, defend, and hold harmless Nextdoor Marketing, LLC and its principals, employees, and agents from and against any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Services; (b) your violation of these Service Terms; (c) your violation of any applicable law or third-party rights; or (d) your business operations, including compliance obligations as a merchant.

10. Termination

Either party may terminate a service engagement upon written notice. Termination does not relieve you of obligations to pay for services already rendered or to fulfill any commitments made directly with third-party providers (such as equipment leases or merchant agreements). Third-party agreements are governed entirely by their own termination provisions.

11. No Guarantee of Savings or Results

Nextdoor Marketing does not guarantee specific savings on processing fees, a specific processing rate, or any particular business outcome. Any estimates provided are based on information available at the time of the analysis and are not binding representations.

12. Amendments

Nextdoor Marketing reserves the right to update these Service Terms at any time. We will provide reasonable notice of material changes. Continued engagement with our Services after notice of changes constitutes your acceptance of the revised Terms.

13. Governing Law & Disputes

These Service Terms are governed by the laws of the Commonwealth of Virginia. Any dispute arising from the Services that cannot be resolved informally shall be submitted to binding arbitration or resolved in the courts of competent jurisdiction in the Commonwealth of Virginia, at Nextdoor Marketing's election.

14. Entire Agreement

These Service Terms, together with any separate written service agreement or proposal, constitute the entire agreement between you and Nextdoor Marketing with respect to the Services and supersede all prior discussions, representations, and understandings.