Welcome to Upsociate Business Services (“Upsociate,” “we,” “our,” or “us”). These terms (the “Agreement”) govern your purchase and use of our managed outbound sales services, related coaching, and any tools or materials we provide as part of those services (together, the “Services”).
By signing up for the Services, checking the acceptance box at checkout, or paying your first invoice, you agree to be bound by this Agreement on behalf of yourself and the business you represent (“Client,” “you,” or “your”). If you do not agree, do not sign up.
The Services are offered to businesses, not consumers. By entering this Agreement you confirm that you are at least 18 years old, that you are signing up on behalf of a legally registered business, and that you have the authority to bind that business to this Agreement.
Upsociate provides a done-with-you outbound sales program for managed service providers and similar B2B service businesses. Depending on your plan, the Services include:
Outbound calling. A dedicated outbound caller making cold calls to prospects on your behalf, up to the monthly call volume specified in your plan.
Scripts and messaging. Call scripts, voicemail scripts, and objection handling built for your business and refined over time.
Prospect list building. Identification and targeting of prospects that fit your ideal client profile within your assigned region.
CRM pipeline. Setup and management of a sales pipeline in our CRM environment, with booked meetings and prospect activity tracked through defined pipeline stages.
Call recordings and analysis. Recordings of outbound calls and AI-assisted analysis to improve messaging and results.
Coaching. Group coaching sessions and direct guidance on running discovery calls, following up, and closing the meetings we book for you.
Structured onboarding. A structured onboarding program, including intake tools such as our Sales Readiness Scorecard and Business Goals and Revenue Baseline form, to set targets and align the campaign with your business.
The exact deliverables, call volumes, and meeting targets for your plan are described on our website or in your order form at the time of purchase. Where this Agreement and your order form conflict, the order form governs.
Upsociate may use independent contractors and subcontractors to deliver parts of the Services. We remain responsible to you for the Services as a whole.
We work with one client per region. At signup, you will be assigned a defined metro region (your “Region”). While your account is active and in good standing, we will not take on another client in your industry within your Region.
Exclusivity is conditional. It applies only while your subscription is active and your account is paid in full. If your account is suspended for non-payment, or if this Agreement is terminated for any reason, your Region is released and may be offered to another business immediately. Exclusivity does not survive termination and is not transferable.
Region boundaries are defined by Upsociate. We may adjust how regions are mapped from time to time, but we will not reduce your exclusivity within your assigned Region while your account is in good standing.
You authorize Upsociate and its contractors to contact prospective customers on your behalf, including identifying themselves as calling for or on behalf of your company, leaving voicemails in your company’s name, and booking meetings into your calendar or ours.
You confirm that you have the legal right to grant this authorization and that the information you provide about your company, services, pricing, and capabilities is accurate. We rely on that information when representing you to prospects, and you are responsible for any claims arising from inaccurate information you supply.
Our outbound activity is business-to-business prospecting. We design our campaigns to comply with applicable telemarketing and anti-spam laws, including Canada’s Anti-Spam Legislation (CASL) and, for calls into the United States, the Telephone Consumer Protection Act (TCPA), the Telemarketing Sales Rule, and applicable state rules.
You agree that:
Any prospect lists, contact data, or do-not-contact information you provide to us will be accurate, lawfully obtained, and limited to business contacts.
You will promptly notify us of any do-not-call or opt-out requests you receive that relate to our campaigns, and we will do the same for you.
You will not direct us to contact consumers, residential lines, or any person or organization where doing so would violate applicable law.
Calls placed as part of the Services may be recorded for quality, training, and analysis. Recording consent rules vary by jurisdiction, and we manage our calling practices accordingly. If you ask us to call into a jurisdiction with specific consent requirements, we may adjust or decline that targeting to remain compliant.
Outbound prospecting only works when both sides hold up their end. You agree to:
Complete onboarding, including the intake forms and scorecard, within the timelines we set together.
Provide accurate, current information about your business and keep us informed of changes that affect the campaign.
Attend the meetings we book for you, or give reasonable notice if you cannot, and run a genuine sales process with the prospects we deliver.
Attend or review group coaching sessions and apply the guidance provided.
Designate a primary point of contact who can respond to us within a reasonable timeframe.
Pay your fees on time.
You are solely responsible for your own sales conversations, proposals, pricing, contracts, and service delivery to the prospects and customers we connect you with. Upsociate books meetings and supports your process. We do not sell, negotiate, or contract on your behalf.
We are committed to the activity levels and deliverables in your plan, such as call volumes, list building, and meeting generation. However, we do not and cannot guarantee any specific number of meetings, closed deals, revenue, or other business outcomes. Results depend on factors outside our control, including your market, your offer, your pricing, and your own follow-through.
Any examples of past results, including results achieved by our founder or other clients, are illustrative only and are not a promise of similar outcomes for you.
Fees, billing frequency, and payment terms are set out at the time of purchase or in your order form. Unless stated otherwise, fees are billed monthly in advance, are payable in the currency stated on your invoice, and are exclusive of applicable taxes, which you are responsible for.
If a payment fails or an invoice goes unpaid, we may suspend the Services, including outbound calling and your regional exclusivity, until the account is brought current. Suspension does not pause your billing obligations.
Refunds. Fees cover dedicated capacity that we reserve for you, including caller time and list building. Fees for periods in which Services were delivered or capacity was reserved are non-refundable except where required by law or expressly agreed in writing.
Initial commitment. The Services begin with an initial commitment of 3 months from your start date, reflecting the time required for onboarding, list building, and campaign ramp. After the initial commitment, your subscription continues month to month.
Termination by you. After the initial commitment, you may cancel with at least 30 days’ written notice before your next billing date.
Termination by us. We may terminate this Agreement immediately if you materially breach it, fail to pay, provide unlawful or inaccurate data, or direct us to act in a way we reasonably believe is unlawful or harmful to our business or reputation. We may also discontinue the Services with reasonable notice, in which case we will refund any prepaid fees for Services not yet delivered.
Effect of termination. On termination, outbound activity stops, your regional exclusivity ends, and any licenses we granted you to our materials end. We will provide you with an export of your pipeline data and prospect records generated for your campaign on written request within 30 days of termination.
Your data. You own the business information you provide to us and the prospect and pipeline data generated specifically for your campaign. You grant us a license to use that data to deliver the Services and, in de-identified or aggregated form, to improve our methods and benchmarks.
Our materials. Upsociate owns all scripts, frameworks, scorecards, playbooks, training content, processes, and methods used or provided in the Services, including materials customized for you. While your account is active, you have a non-exclusive, non-transferable license to use these materials in your own business. You may not resell, publish, or share them outside your company.
Recordings. Call recordings and AI analysis generated under your campaign are made available to you as part of the Services. We may retain and use recordings internally for quality, training, and product improvement.
Each party agrees to keep the other’s non-public business information confidential and to use it only to perform under this Agreement. This includes your financials, customer information, and strategy, and our pricing, methods, and materials. This obligation survives termination.
Our callers and team members are central to how we deliver the Services. During the term of this Agreement and for 12 months afterward, you agree not to directly or indirectly hire, contract, or solicit any Upsociate employee or contractor who worked on your account, without our prior written consent.
Coaching provided as part of the Services is business guidance only. It is not legal, accounting, tax, investment, or mental health advice, and it is not therapy. You are responsible for your own decisions and for seeking qualified professional advice where appropriate.
To the maximum extent permitted by law, Upsociate is not liable for indirect, incidental, consequential, or punitive damages, or for lost profits, lost revenue, or lost opportunities, arising from or related to the Services. Our total aggregate liability under this Agreement is limited to the fees you paid to us in the three months before the event giving rise to the claim.
You agree to indemnify Upsociate against third-party claims arising from inaccurate information you provided, unlawful data or instructions you supplied, or your own sales activities, contracts, and service delivery to your customers.
We may update this Agreement from time to time. Changes take effect when posted, and we will notify you of material changes. Changes will not reduce the core deliverables of a plan you have already paid for in the current billing period. Continued use of the Services after notice constitutes acceptance.
This Agreement is governed by the laws of the Province of Manitoba and the federal laws of Canada applicable in Manitoba. Disputes will be resolved in the provincial and federal courts located in Manitoba, and each party submits to the jurisdiction of those courts.
Questions about this Agreement can be sent to:
Upsociate Business Services
Email: [email protected]
Last updated: June 12, 2026