Terms of Service

Welcome to Waypoint CS Partners. These Terms of Service ("Terms") govern your use of our website at waypointcspartners.com (the "Website") and the white-label Customer Success execution services provided by Faro Ventures LLC, doing business as Waypoint CS Partners ("Company," "we," "us," or "our").

By accessing or using our Website or services, you agree to be bound by these Terms. If you do not agree with these Terms, please do not use our Website or services.

1. Acceptance of Terms

By using our Website, scheduling a partnership call, or engaging our services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

These Terms constitute a legally binding agreement between you and Waypoint CS Partners. If you are entering into these Terms on behalf of a CS consultancy, company, or organization, you represent and warrant that you have the authority to bind that entity to these Terms.

1.1 Legal Entity

Waypoint CS Partners is operated by Faro Ventures LLC, a limited liability company duly organized and existing under the laws of its jurisdiction of formation. References to "Waypoint CS Partners," "we," "us," or "our" in these Terms refer to Faro Ventures LLC doing business as Waypoint CS Partners.

2. Description of Services

Waypoint CS Partners provides white-label Customer Success execution services exclusively to CS consultancies and independent consultants ("Partners"), including but not limited to:

2.1 Core Service Offerings

• CS Audit & Strategic Roadmap: Comprehensive analysis of Customer Success operations with actionable recommendations, delivered white-label under Partner branding
• Fractional CSM Services (0.25 FTE): Part-time senior Customer Success Manager execution for 3-5 accounts, scope-based delivery
• Fractional CSM Services (0.5 FTE): Comprehensive CS support for 6-10 accounts, including playbook development and process optimization
• 90-Day CS Transformation: Complete Customer Success transformation engagement, delivered in three structured phases

2.2 White-Label Partnership Model

All services are delivered under a white-label partnership model where:

• Consultants execute work under Partner branding (not Waypoint CS branding)
• Partner maintains 100% client relationship ownership and control
• Communication flows through Partner (unless Partner specifies otherwise)
• Deliverables are branded with Partner name and identity
• Partner determines client pricing and maintains client invoicing relationship

2.3 Service Delivery

Services are delivered on a project basis or monthly retainer basis with specific deliverables, timelines, and partnership economics outlined in individual Service Agreements or Statements of Work. All services include:

• Senior consultant assignment (5+ years CS experience with direct ownership of renewals, expansions, and executive QBRs)
• Regular progress updates and communication with Partner
• Access to our proprietary frameworks and methodologies (Waypoint 90-Day CS Transformation™, 5-Signal Health Model™, Revenue-at-Risk Framework™, QBR Flywheel™)
• Quality assurance reviews before deliverables reach Partner

2.4 Partnership Exclusivity

We partner exclusively with CS consultancies and independent consultants. We do not compete for end clients—we enable Partners to serve more clients through white-label execution.

3. Partnership Agreements

3.1 Master Partnership Agreement

Prior to commencement of services, Partners will enter into a Master Partnership Agreement (MPA) that outlines:

• Partnership terms and conditions
• Service scope and delivery expectations
• White-label branding requirements and protocols
• Pricing, payment terms, and partnership economics
• Intellectual property ownership and licensing
• Confidentiality and non-disclosure obligations
• Consultant buyout provisions (if applicable)

3.2 Statements of Work

Individual engagements are governed by Statements of Work (SOWs) that specify:

• Specific deliverables and milestones
• Timeline and completion dates
• Investment amount and payment schedule
• Success criteria and acceptance procedures
• Any engagement-specific requirements or modifications

3.3 Service Agreements Govern

In the event of any conflict between these Terms of Service and a Master Partnership Agreement or Statement of Work, the Master Partnership Agreement or Statement of Work shall govern with respect to the specific services being provided.

4. Website Use

4.1 Permitted Use

You may use our Website to:

• Learn about our white-label Customer Success execution services
• Schedule partnership calls to discuss potential collaboration
• Contact us with partnership inquiries
• Access publicly available resources and information

4.2 Prohibited Use

You agree not to:

• Use our Website for any unlawful purpose or in violation of these Terms
• Attempt to gain unauthorized access to our systems, servers, or networks
• Interfere with or disrupt the operation of our Website
• Use automated systems (bots, scrapers) to access our Website without permission
• Misrepresent your identity, affiliation, or authority
• Transmit viruses, malware, or other harmful code
• Collect or harvest information about other users without consent
• Use our Website to compete with our business or solicit our consultants

5. Intellectual Property

5.1 Waypoint CS Intellectual Property

All content on our Website, including but not limited to text, graphics, logos, images, frameworks, methodologies, and software, is the property of Waypoint CS Partners (Faro Ventures LLC) or our licensors and is protected by copyright, trademark, and other intellectual property laws.

Our proprietary frameworks and methodologies include:

• Waypoint 90-Day CS Transformation™
• 5-Signal Health Model™
• Revenue-at-Risk Framework™
• QBR Flywheel™

5.2 Limited License

We grant you a limited, non-exclusive, non-transferable license to:

• Access and use our Website for its intended purpose
• View and download materials for personal, non-commercial evaluation

5.3 Partner Use of Frameworks

Partners who engage our services receive a limited license to use our frameworks and methodologies solely in connection with engagements delivered by Waypoint CS on behalf of the Partner. This license is detailed in the Master Partnership Agreement.

5.4 Trademarks

"Waypoint CS Partners," our logo, and other marks are trademarks of Faro Ventures LLC. You may not use our trademarks without our prior written permission, except as permitted in a Master Partnership Agreement for white-label delivery purposes.

6. Confidentiality

6.1 Mutual Confidentiality

Both parties agree to maintain the confidentiality of all non-public information shared during partnership discussions, service delivery, and ongoing collaboration.

6.2 Partner Client Confidentiality

We understand that Partners entrust us with sensitive information about their clients. We commit to:

• Maintain strict confidentiality of all Partner client information
• Never directly contact or solicit Partner clients
• Treat Partner client relationships with the highest level of discretion
• Follow Partner-specified protocols for client communication and data handling

6.3 Proprietary Information Protection

Our frameworks, methodologies, consultant networks, pricing structures, and partnership terms are confidential and proprietary to Waypoint CS Partners. Partners agree not to reverse-engineer, replicate, or disclose this information to third parties.

7. Payment Terms

7.1 General Terms

Payment terms are specified in individual Master Partnership Agreements and Statements of Work. Typical terms include:

• New Partners (first 3 projects): 50% upfront when project starts, 50% on delivery, NET 15 terms
• Established Partners: 100% advance for ongoing retainers (billed monthly), NET 30 terms
• Currency: All payments in US Dollars (USD) unless otherwise agreed
• Payment Methods: Wire transfer, ACH, or other methods as specified in Service Agreement

7.2 Late Payment

Late payments may be subject to interest charges at the rate of 1.5% per month (18% per annum) or the maximum rate permitted by law, whichever is lower. We reserve the right to suspend services for accounts more than 30 days past due.

7.3 Taxes

All fees are exclusive of applicable taxes, duties, or similar governmental charges. Partner is responsible for all taxes associated with services, excluding taxes based on Waypoint CS's net income.

8. Warranties and Disclaimers

8.1 Limited Warranty

We warrant that services will be performed by qualified professionals in accordance with industry standards and the specifications outlined in Service Agreements.

8.2 Website "As Is"

Our Website is provided "as is" and "as available" without warranties of any kind, either express or implied, including but not limited to:

• Implied warranties of merchantability or fitness for a particular purpose
• Warranties of non-infringement
• Warranties that the Website will be uninterrupted, error-free, or secure

8.3 No Guarantee of Results

While we deliver services using proven frameworks and senior consultants, we cannot guarantee specific business outcomes or results for Partner clients. Results depend on multiple factors including client cooperation, market conditions, product-market fit, and implementation quality.

8.4 Third-Party Tools

We are not responsible for the performance, availability, or accuracy of third-party tools, platforms, or services (e.g., CRM systems, CS platforms, analytics tools) used in service delivery.

9. Limitation of Liability

9.1 General Limitation

To the maximum extent permitted by law, Waypoint CS Partners (Faro Ventures LLC) shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to:

• Loss of profits, revenue, or business opportunities
• Loss of data or information
• Cost of substitute services
• Damage to reputation or goodwill

9.2 Maximum Liability

Our total liability arising out of or related to these Terms or any Service Agreement shall not exceed the total fees paid by Partner to Waypoint CS in the twelve (12) months preceding the claim.

9.3 Exceptions

The limitations in this section do not apply to:

• Gross negligence or willful misconduct
• Breach of confidentiality obligations
• Infringement of intellectual property rights
• Liabilities that cannot be limited by applicable law

10. Indemnification

10.1 Partner Indemnification

Partner agrees to indemnify, defend, and hold harmless Waypoint CS Partners, its affiliates, officers, directors, employees, and agents from any claims, liabilities, damages, or expenses (including reasonable attorneys' fees) arising from:

• Partner's breach of these Terms or any Service Agreement
• Partner's use of our Website or services
• Partner's relationship with their end clients
• Misrepresentation by Partner regarding Waypoint CS services or capabilities

10.2 Waypoint CS Indemnification

We agree to indemnify Partner from third-party claims that our services or deliverables infringe valid intellectual property rights, subject to:

• Partner providing prompt notice of any claim
• Waypoint CS having sole control over defense and settlement
• Partner providing reasonable cooperation in defense

11. Term and Termination

11.1 Website Use

These Terms remain in effect for as long as you access or use our Website.

11.2 Service Engagements

Service engagements are governed by the term specified in the applicable Master Partnership Agreement or Statement of Work. Typical terms include:

• Project-Based: Until completion of deliverables
• Monthly Retainers: Ongoing until either party provides 30 days written notice
• Fixed-Term Engagements: 90 days for transformation projects

11.3 Termination for Cause

Either party may terminate a Service Agreement immediately if the other party:

• Materially breaches these Terms or the Service Agreement and fails to cure within 15 days of written notice
• Becomes insolvent, files for bankruptcy, or ceases business operations
• Engages in illegal activities or fraud

11.4 Effect of Termination

Upon termination:

• All outstanding fees become immediately due and payable
• Waypoint CS will deliver completed work to date
• Confidentiality obligations survive termination
• Partner must cease use of Waypoint CS frameworks and methodologies (except as delivered in completed work)

12. Dispute Resolution

12.1 Informal Resolution

Before initiating formal proceedings, parties agree to attempt good-faith resolution through direct negotiation for at least 30 days.

12.2 Arbitration

Any disputes that cannot be resolved informally shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. Arbitration shall take place in a mutually agreed location or virtually.

12.3 Exceptions

Either party may seek injunctive relief in court for:

• Breach of confidentiality obligations
• Intellectual property infringement
• Urgent matters requiring immediate judicial intervention

13. General Provisions

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the jurisdiction in which Faro Ventures LLC is organized, without regard to conflict of law principles.

13.2 Entire Agreement

These Terms, together with any Master Partnership Agreement, Statement of Work, and Privacy Policy, constitute the entire agreement between parties regarding the subject matter herein.

13.3 Amendments

We may update these Terms from time to time. Material changes will be communicated via email or Website notice. Continued use of our Website or services after changes constitutes acceptance of updated Terms.

13.4 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

13.5 Waiver

No waiver of any term or condition shall be deemed a further or continuing waiver of such term or any other term.

13.6 Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

13.7 Force Majeure

Neither party shall be liable for failure to perform obligations due to circumstances beyond reasonable control (e.g., natural disasters, war, government actions, pandemics).

13.8 Relationship of Parties

These Terms do not create a partnership, joint venture, employment, or agency relationship. Each party is an independent contractor.

13.9 Notices

All notices under these Terms must be in writing and sent to:

• Email: inquiries@waypointcspartners.com
• Subject Line: "Legal Notice - Terms of Service"