StashGrade Ads Services Addendum

Effective date: September 22, 2026

This Ads Services Addendum ("Addendum") supplements the StashGrade Terms of Service (the "Terms") between you and However We Got Here, LLC, a Colorado limited liability company ("HWGH," "we," "us"). It applies when you turn on StashGrade Ads (the "Ads Services") by accepting this Addendum in the Service. By accepting, you agree to this Addendum on behalf of the company named in the Service, and you represent that you have authority to bind that company. If this Addendum conflicts with the Terms, this Addendum controls for the Ads Services; the Terms otherwise remain in full effect. Capitalized terms not defined here have the meanings in the Terms.

1. Definitions

"Ad Account" means an advertising account on an Ad Platform that you connect to the Service, including Google Ads (and the Local Services Ads it contains) and Meta (Facebook and Instagram).
"Ad Platform" means the company that operates an Ad Account, such as Google or Meta.
"Ad Spend" means the amounts an Ad Platform charges you for advertising.
"Measured Spend" means, for a calendar month, the total Ad Spend for your connected Ad Accounts as reported to us by the Ad Platforms' reporting interfaces when we prepare that month's invoice, whether or not we created the campaign that spent it.
"Change" means any creation, modification, pausing, or removal of a campaign, budget, bid, keyword, ad, asset, audience, location, or setting in an Ad Account.
"Proposal" means a Change, or a group of Changes, that the Service presents to you before it is made.
"Spend Limit" means the most you authorize us to spend across your Ad Accounts in a month, as you sign it in the Service.
"Lead" means a person who contacts your business through an ad, such as by a call, a form, a message, or a Local Services Ads request.
"Signed Job" means a job that reaches a signed or sold status in the job records you connect, such as your customer relationship management ("CRM") software.
"Management Fee" means our fee for the Ads Services under Section 9.

2. What the Ads Services Are, and Are Not

What they are. The Ads Services are software, operated with human oversight, that: reads your Ad Accounts and your connected job, call, and form records; matches Leads to the jobs they became; reports what your advertising produced; prepares Proposals; makes Changes as described in Section 4; creates new campaigns after they are approved; sends information about Signed Jobs back to the Ad Platforms so their automated bidding can learn from them; delivers Leads to your CRM; and notifies the people you name when a Lead arrives.

What they are not. The Ads Services are not:

a guarantee of any result (Section 11);
legal advice about what your ads may say, or about the laws that apply to advertising, calling, texting, or recording (Section 2 of the Terms applies in full);
a purchase of advertising from us. We do not buy media or resell Ad Platform inventory, and we do not pay Ad Platforms on your behalf;
endorsed, certified, or operated by any Ad Platform. We are not an agent, partner, or representative of Google, Meta, or any other Ad Platform, and nothing we say binds them.

3. You Own Your Accounts and Remain the Advertiser

Ownership. You own your Ad Accounts, your campaigns, your data, and the photos, logos, and other content you supply. We do not take ownership of any of them, and you can remove our access to any Ad Account at any time from that Ad Platform's own settings.

Advertiser of record. You are the advertiser. Ad Spend is billed by each Ad Platform directly to you, under your agreement with that Ad Platform, and you are responsible for paying it, including any amount an Ad Platform charges above a budget (Section 5). Each Ad Platform's own terms and advertising policies apply to your ads, and you agree to comply with them.

Transparency. The Service shows the cost, clicks, and other results your Ad Accounts report, and every invoice shows your Measured Spend separately from our Management Fee. On request we will give you the identifiers of your Ad Accounts and a record of the Changes we made.

4. Your Authorization, and How Changes Are Made

(a) Access. By accepting this Addendum you authorize us to access your Ad Accounts, and the other services you connect for the Ads Services, with the permissions you grant through each provider's connection flow, and to make Changes in your Ad Accounts on your behalf as described in this Section. You represent that you are authorized to grant that access for each account you connect.

(b) Changes you approve. Most Changes are made only after approval. When the Service presents a Proposal and an authorized user selects Accept (or an equivalent control), that is your approval of that Proposal, and we may make exactly those Changes. The Service records who approved, and when.

(c) New campaigns. A new campaign is published only after an owner, or an approver you name in the Service, signs it off in the Service, or after you sign a delegation in the Service allowing us to start new campaigns for you within your Spend Limit.

(d) Automatic mode. If automatic mode is turned on for your account, the Service may make certain kinds of Changes without asking each time. The Service lists which kinds (for example, blocking searches that have cost money and never produced a Lead, and pausing ads that perform far worse than the ads beside them). Automatic mode never raises your budgets, never adds new places to advertise, and never starts a campaign. Changes made automatically are recorded in the Service's change record. We will turn automatic mode off at your request.

(e) Budget pacing. If budget pacing is turned on for your account, the Service may lower and raise daily budgets on its own so that a month's spend lands at the monthly budget you set, never above your Spend Limit.

(f) Protective and maintenance actions. Without asking first, we may: (i) pause or lower spending when we detect a tracking failure, a suspected error, suspected invalid activity, or a risk of exceeding your Spend Limit; (ii) restore part of a campaign you approved to the state you approved, for example re-enabling ads or keywords in an enabled campaign that were paused in error; and (iii) remove an image or other asset an Ad Platform has disapproved. We record each such action in the change record.

(g) On your behalf. Changes made as described in this Section are made at your direction and on your behalf.

(h) What we never do. Under the Ads Services we do not: pay an Ad Platform with our own money or change the payment methods on your Ad Accounts; add or remove users of your Ad Accounts other than our own access; delete an Ad Account; or set budgets that together exceed your Spend Limit.

5. Your Spend Limit, and How Ad Platforms Spend

The limit. You sign a monthly Spend Limit in the Service. We check the budgets we set, and the Proposals we make, against it. When a Spend Limit ends, the last figure you signed continues to apply until you sign a new one.

Ad Platforms control delivery. Ad Platforms decide how and when budgets are spent, and their rules allow spending above a daily budget. For example, Google may spend up to twice a campaign's average daily budget on a given day, and applies its own monthly limit and credits under its own terms. Ad Platforms also report spend with delays and may correct it later. Your Spend Limit therefore limits the budgets we set; it is not a guarantee of what an Ad Platform will charge you. Amounts an Ad Platform charges above the budgets we set are governed by your agreement with that Ad Platform, including any credit it gives.

6. Your Responsibilities

Review. You are responsible for reviewing each Proposal before you approve it, and for reviewing your Ad Accounts and the Ad Platforms' invoices. Tell us within thirty (30) days if you believe a Change was made that you did not authorize (Section 12(d)).
What your ads say. You are responsible for the accuracy and lawfulness of everything your ads and landing pages say or imply about your business, including licensing, insurance, prices, discounts, financing or credit offers, warranties, guarantees, reviews, and comparisons with competitors. Ad text we draft is a suggestion for your review. We may decline to publish, or may remove, any content, but we have no duty to review content for legal compliance.
Your trade. You are responsible for holding the licenses, permits, and insurance your work requires, and for the work you perform for the customers your ads bring.
Accurate information. You are responsible for the accuracy of the information you give us, including your service area, phone numbers, prices, job values, goals, and the job statuses that mean a job is signed.
Accounts in good standing. You are responsible for keeping your Ad Accounts in good standing, keeping a valid payment method with each Ad Platform, and keeping connections to the Service active. When a connection lapses, the parts of the Ads Services that depend on it stop until it is restored.
Working your Leads. Contacting, quoting, and serving Leads is your business, not ours.

7. Leads, Calls, Texts, and Data

(a) Your data. Lead contact details, call records (including recordings or transcripts where your call-tracking provider makes them), form submissions, and job records processed for the Ads Services are Customer Data under Section 8 of the Terms. We process them to provide the Ads Services to you.

(b) Sending conversion data to Ad Platforms. To measure and improve your advertising, the Service sends information about Leads and Signed Jobs to your Ad Platforms, including contact details that are hashed before they are sent where the Ad Platform supports it, and job values. You appoint us as your agent and service provider for these uploads. You represent and warrant that you have given the notice, and obtained any consent, that applicable law and the Ad Platforms' terms require for this sharing, including a privacy policy on your website that discloses that you share information with advertising partners for measurement and advertising; and you will not ask us to send information about children under 13, health, or other sensitive categories. The Ad Platforms' own terms for these uploads (such as Google's customer data policies and Meta's Business Tools Terms) apply to you as the advertiser.

(c) Leads in your CRM. Where you turn it on, the Service writes Leads from Ad Platform lead forms into your CRM. You will use Lead data only as permitted by the Ad Platform's terms and applicable law.

(d) Calls, texts, and recordings are yours. Calls and texts made through your tracking numbers or your accounts, including any automatic text the Service sends to a Lead or to your office when you turn that feature on, are your communications, sent on your behalf. You are solely responsible for complying with the laws that govern them, including the Telephone Consumer Protection Act, telemarketing and do-not-call rules, state call-recording consent laws, carrier registration requirements for business texting, opt-out handling, and quiet hours. You choose whether automatic texts are on, and the wording you set is yours. We may suspend any messaging feature at any time.

(e) Learning across accounts. We may use performance data from the Ads Services in aggregated and de-identified form to improve recommendations for all customers, as described under "Aggregated data" in Section 8 of the Terms. We never show another customer your identifiable data.

8. AI-Generated Content

The Ads Services use artificial intelligence to draft ad text, suggest keywords, summarize Leads, and prepare Proposals. Section 3 of the Terms applies. AI-drafted content may be inaccurate, may resemble content produced for others, and is provided without any warranty that it is original or non-infringing. You review it before you approve it. Where an Ad Platform requires you to disclose that content was created with AI, that disclosure is your responsibility unless the Service states that it makes it for you.

9. Fees and Billing

(a) Management Fee. For each calendar month, the Management Fee is the percentage of Measured Spend shown to you when you accept this Addendum, and recorded with your acceptance, plus any fixed monthly amount shown at the same time. The rate in force is always shown in the Service.

(b) When it starts and ends. The Management Fee applies to Measured Spend from the day you accept this Addendum. For the month in which you accept, and the month in which the Ads Services end, it applies only to Measured Spend for the days the Ads Services were in effect.

(c) Invoicing and payment. We invoice monthly in arrears. We email you an estimate a few days before a charge. Unless we have agreed in writing to invoice you another way, the Management Fee is charged on or after the first day of the following month to the payment method you authorize in the Service, processed by Stripe, and you authorize those recurring charges. Ad Spend is never paid through us.

(d) Platform credits. The Management Fee is computed on Measured Spend as reported when we invoice. If an Ad Platform later refunds or credits Ad Spend on which we charged a Management Fee, tell us within sixty (60) days of the credit and we will credit the Management Fee on that amount against a future invoice.

(e) Disputes. You must raise any dispute about an invoice within thirty (30) days of the invoice date. Undisputed amounts remain due.

(f) Late or failed payment. If a payment fails or an invoice is overdue, we may suspend the Ads Services, which stops new Changes, Proposals, and uploads. We will not pause your campaigns because of a payment issue: your ads keep running on the Ad Platforms, and you remain responsible for their spend.

(g) Taxes and price changes. Fees exclude taxes, which are your responsibility. We may change the Management Fee prospectively with at least thirty (30) days' notice, as described in Section 6 of the Terms; a new rate applies from the first full calendar month after the notice period.

10. Third-Party Platforms

The Ads Services depend on Ad Platforms and other third-party services (including call-tracking, CRM, and estimating software) that we do not control. We are not responsible for, and the Ads Services may be affected by, their outages; changes to their policies, prices, products, or programming interfaces; their automated bidding and delivery decisions; their review and disapproval of ads; their suspension or restriction of accounts; their classification of ads into special or restricted categories (for example, housing or credit), and any targeting that classification removes; invalid clicks, click fraud, or other invalid activity; delays or corrections in their reporting; or how they charge for, credit, or dispute Local Services Ads leads. Claims for invalid activity or for credits are made to the Ad Platform under its terms. If an Ad Platform withdraws or limits our access, the affected parts of the Ads Services stop. Section 20 of the Terms (Force Majeure) applies.

11. No Guarantee of Results

Advertising results depend on many things outside our control, including your market, competitors, prices, reputation, response time, and the Ad Platforms themselves. We do not guarantee any number of impressions, clicks, calls, Leads, appointments, Signed Jobs, sales, or revenue; any cost per click, cost per Lead, or cost per Signed Job; any return on Ad Spend; or any ranking or ad position. Forecasts, targets, benchmarks, "expected impact" figures, and results achieved for other customers are estimates and illustrations, not promises.

12. Disclaimers and Limitation of Liability

(a) Disclaimers. Section 12 of the Terms (Disclaimers) applies to the Ads Services, including to Proposals, automated Changes, and AI-drafted content.

(b) Ad Spend is not damages. To the maximum extent permitted by law, we are not liable for any amount you pay or owe to an Ad Platform, including Ad Spend you consider wasted, spend above a budget, spend on ads an Ad Platform later disapproves, and spend resulting from Changes you approved or that were made as described in Section 4; or for lost Leads, jobs, sales, revenue, or profits.

(c) Liability cap. For claims arising out of or relating to the Ads Services, our total liability will not exceed the Management Fees you paid us under this Addendum in the three (3) months before the event giving rise to the claim. This cap replaces the cap in Section 13(b) of the Terms for the Ads Services. The exclusion of indirect and consequential damages in Section 13(a) of the Terms, and the exceptions in the last two sentences of Section 13, apply.

(d) An unauthorized Change. If we make a Change that was neither approved by you nor permitted by Section 4, and you tell us within thirty (30) days, we will reverse it where the Ad Platform allows and credit the Management Fee charged on the Measured Spend it caused. Subject to the exceptions in Section 13 of the Terms, this is your exclusive remedy for such a Change.

13. Indemnification

In addition to Section 14 of the Terms, you will defend and indemnify us against third-party claims, including claims by Ad Platforms, regulators, and people contacted by your business, arising from: the content of your ads and landing pages; your products, services, and work; your calls, texts, and recordings (Section 7(d)); the data you provide or direct us to send, and your notices and consents for it (Section 7(b)); your violation of an Ad Platform's terms or policies; or your breach of this Addendum, including reasonable attorneys' fees.

14. Term, Cancellation, and Leaving

Term. This Addendum runs month to month from your acceptance until the Ads Services end.

Cancellation by you. You may end the Ads Services at any time from the Service or by emailing us. They end on the date you choose, no earlier than the date we receive your request, and the Management Fee applies to Measured Spend through that date (Section 9(b)).

Ending by us. We may end the Ads Services with thirty (30) days' notice for any reason, or immediately if you breach this Addendum or the Terms, if an invoice is more than thirty (30) days overdue, if an Ad Platform suspends your account or our access, or if continuing would expose us to legal or regulatory risk.

When the Ads Services end. We stop making Changes and Proposals, and we remove our access to your Ad Accounts within three (3) business days where the Ad Platform allows it (you can also remove it yourself at any time). Your campaigns are left as they are, running or paused, unless you ask us in writing to pause them before our access ends. You keep your Ad Accounts, campaigns, ads, and data, and you can export the Ads Services' records from the Service, whether or not every invoice has been paid.

Survival. Sections 3, 6, 7, 9 (for fees accrued before the end), 10, 11, 12, 13, and this Section 14 survive.

15. Beta Features

Some parts of the Ads Services may be identified in the Service as beta, preview, or early access. Section 17 of the Terms (Beta Features) applies to them.

16. Changes; Order of Precedence; Contact

We may update this Addendum prospectively as described in Section 16 of the Terms. The version you most recently accepted continues to govern until a newer version takes effect for you under that Section; a material change requires your acceptance in the Service. If you and we have signed a separate written agreement for advertising services (such as a master services agreement and statement of work), that agreement controls over this Addendum where they conflict. Questions: mike@howeverwegothere.com.