Welcome to Core Metric. These Terms of Service ("Terms" or "Agreement") govern your access to and use of the B2B client acquisition infrastructure, territory management, and outbound appointment-generation engine operated by Core Metric LLC, a Minnesota limited liability company ("Core Metric," "we," "us," or "our"). By completing checkout, submitting an onboarding intake form, or engaging our services, you ("Client") agree to comply with and be bound by these Terms.
1. Technical Setup & Campaign Ramp
All client engagements commence with a mandatory Technical Setup & Domain Infrastructure ramp (Days 1–14). During this window, Core Metric provisions dedicated secondary sending domains, aligns SPF, DKIM, and DMARC security records, warms up dedicated sending mailboxes, hand-scrubs commercial facility lists, and prepares personalized territory diagnostics. Active outbound email waves deploy between Day 14 and Day 21.
Core Metric aligns incentives directly with client growth under the following fee schedule:
Monthly Technical Retainer: Covers custom cold email infrastructure, domain provisioning, ongoing mailbox monitoring, Apollo database enrichment, and manual facility scrubbing. Billed at $1,500/month for clients enrolled under the Founders Promotion, or $2,500/month under standard enrollment.
Performance Success Fee: A fee of $300 is billed per verified, completed commercial facility walkthrough booked onto Client's calendar.
Payment Authorization & Recurring Billing: Client authorizes Core Metric to automatically charge the credit card, debit card, or payment method on file for monthly technical retainers in advance every thirty (30) days, and for earned performance fees upon verified delivery. Engagement commences with an Initial Ninety (90) Day Agreement, after which subscription automatically renews on a continuous month-to-month basis at the applicable recurring rate until canceled pursuant to Section 5.
3. Commercial Qualification Standard & Replacement Guarantee
We stand strictly behind the quality of our appointments. A "Qualified Commercial Walkthrough" is strictly defined as an appointment meeting all four of the following criteria:
Decision-Maker Authority: Director of Facilities, Director of Engineering, VP of Operations, General Manager, or Owner with commercial HVAC/refrigeration maintenance contracting authority.
Commercial Facility Asset: Property with commercial refrigeration, cold storage, or commercial HVAC/R assets (hotels, cold storage warehouses, supermarket/grocery, restaurant franchise groups, healthcare, or food processing).
Territory Match: Located within Client's agreed metropolitan market or service radius.
Attendance: Decision-maker attends the scheduled call or on-site facility walkthrough.
The Replacement Guarantee: If a scheduled appointment fails any of the four qualification benchmarks or results in an unexcused no-show, the $300 performance fee is waived, and Core Metric replaces the appointment at zero additional charge. Technical monthly retainers cover fixed non-recoverable server, data enrichment, domain, and operational infrastructure and are non-refundable.
To prevent market saturation and eliminate competitive conflicts:
Single-Contractor Metro Exclusivity: Core Metric contracts with strictly one (1) commercial refrigeration client per metropolitan market area. We will never run outreach for a competing contractor in your territory while your agreement is active.
Founders Lifetime Rate Lock: Clients enrolled under the Founders Promotion ($1,500/month) retain this grandfathered rate for the life of their account, provided their subscription remains active, continuous, and in good standing.
14-Day Forfeiture Rule: If an account is paused, canceled, or enters payment default for fourteen (14) calendar days or more, both territory exclusivity and the grandfathered $1,500 rate are immediately forfeited and released to competing contractors on the regional waitlist. Any future re-engagement is subject to standard prevailing market rates ($2,500/month) and market availability.
5. Agreement Term, Cancellation & Day 60 Performance Exit Gate
Because commercial facility maintenance contracts operate on 30-to-60 day evaluation cycles, all initial engagements operate on an Initial Ninety (90) Day Agreement to provide necessary pipeline maturation runway.
Day 60 Performance Exit: If Core Metric has not delivered at least three (3) verified, qualified commercial facility walkthroughs onto Client's calendar by Day 60, Client has the absolute right to terminate the agreement prior to Month 3 billing with zero cancellation fee or penalty by providing written notice via email prior to Day 60. If the 3-walkthrough threshold is satisfied, the agreement completes its initial 90-day term.
Following the initial 90-day term, the agreement automatically renews on a month-to-month basis, cancellable at any time by providing thirty (30) days written notice via email to questions@coremetricmarketing.com or via the client Stripe management portal.
To safeguard client relationships and brand reputation:
Mandatory Suppression List: Client agrees to supply a complete list of current active customer domains, client names, and active bid targets via the onboarding intake form within forty-eight (48) hours of enrollment. Core Metric encodes these into an exclusionary firewall to ensure existing relationships are permanently excluded from outreach.
Timely Follow-Up & Feedback: Client agrees to promptly conduct scheduled walkthroughs and submit written feedback on lead qualification within forty-eight (48) hours of each meeting.
7. Compliance & Interstate B2B Email Governance
Core Metric conducts all B2B communications in strict accordance with the federal CAN-SPAM Act (15 U.S.C. § 7701 et seq.) and applicable state trade regulations:
All communications utilize truthful transmission and routing header data.
Subject lines are non-deceptive and directly reflect commercial service inquiries.
Every outbound communication contains Core Metric's valid physical postal address: 202 N Cedar Ave Ste 1, Owatonna, MN 55060.
Every email contains a clear, functioning opt-out mechanism. Opt-out and suppression requests are processed programmatically across all databases within twenty-four (24) to forty-eight (48) business hours, well within federal statutory requirements.
8. Governing Law & Exclusive Jurisdiction
These Terms, and all claims, disputes, or causes of action (whether in contract, tort, or statute) that may arise out of or relate to these Terms or the services provided hereunder, shall be governed by, and enforced in accordance with, the internal laws of the State of Minnesota (including the Minnesota Revised Uniform Limited Liability Company Act, Minn. Stat. Ch. 322C), without giving effect to any conflict of law principles that would result in the application of the laws of any other jurisdiction.
The parties irrevocably agree that any legal action, suit, or proceeding arising out of or related to these Terms or the services shall be instituted exclusively in the state district courts located in the State of Minnesota or the United States District Court for the District of Minnesota. Each party irrevocably and unconditionally submits to the exclusive personal jurisdiction and venue of such courts and waives any objection based on forum non conveniens.
9. Founders Case Study & Testimonial Release (FTC Compliance)
In consideration for receiving the grandfathered Founders Promotion rate of $1,500/month (a $1,000/month discount against our standard $2,500/month rate), Client agrees to participate in a brief fifteen (15) minute operational review interview following Day 45 of active service once qualified facility walkthroughs are delivered. Pursuant to FTC Section 5 and 16 CFR Part 255 (FTC Guides Concerning the Use of Endorsements and Testimonials in Advertising), Client acknowledges that this promotional rate discount constitutes material consideration for participation. Client grants Core Metric a non-exclusive license to cite anonymized performance metrics, campaign deliverability data, and approved executive feedback as a commercial case study. No confidential customer names, pricing details, or trade secrets will ever be disclosed.
10. Disclaimer of Warranties
EXCEPT AS EXPRESSLY SET FORTH IN SECTION 3 (COMMERCIAL QUALIFICATION STANDARD & REPLACEMENT GUARANTEE), THE SERVICES, INFRASTRUCTURE, DATA, AND DELIVERABLES PROVIDED BY CORE METRIC LLC ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CORE METRIC LLC DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. CORE METRIC LLC DOES NOT WARRANT OR GUARANTEE THAT BOOKED APPOINTMENTS WILL RESULT IN CLOSED COMMERCIAL CONTRACTS, SIGNED MAINTENANCE AGREEMENTS, OR SPECIFIC REVENUE GAINS, ALL OF WHICH DEPEND EXCLUSIVELY ON CLIENT'S SALES ABILITY, BID PRICING, WORKMANSHIP, AND LOCAL MARKET COMPETITIVENESS.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
(A) IN NO EVENT SHALL CORE METRIC LLC, ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS, OR CONTRACTORS BE LIABLE TO CLIENT OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF GOODWILL, LOSS OF BUSINESS OPPORTUNITY, LOSS OF DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(B) IN NO EVENT SHALL CORE METRIC LLC'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES EXCEED THE TOTAL FEES ACTUALLY PAID BY CLIENT TO CORE METRIC LLC UNDER THIS AGREEMENT IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
12. Indemnification
Client agrees to defend, indemnify, and hold harmless Core Metric LLC, its members, managers, officers, and agents from and against any third-party claims, demands, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to: (i) Client's material breach of this Agreement; (ii) commercial refrigeration or maintenance services, repairs, or quotes provided by Client to third-party facility owners; (iii) Client's failure to provide an accurate and timely suppression list; or (iv) Client's violation of applicable state or federal law. Core Metric LLC agrees to indemnify and hold harmless Client from and against third-party claims arising solely from Core Metric's material, willful violation of the federal CAN-SPAM Act in the transmission of outbound commercial emails on Client's behalf, conditioned upon Client's timely compliance with all suppression list requirements.
13. Severability, Force Majeure & Entire Agreement
If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired. Neither party shall be liable for any failure or delay in performing its obligations if such failure or delay is caused by acts of God, extreme weather, telecommunications or internet infrastructure failures, platform blackouts, power outages, or governmental action. These Terms, together with any completed client onboarding intake form, constitute the entire agreement between the parties with respect to the subject matter hereof, superseding all prior or contemporaneous agreements, representations, or understandings, whether written or oral.