1. Scope
These terms apply to all contracts between Signwire Media, owner Volker Burhoff, Am Lindenkreuz 43, 50259 Pulheim, Germany (“Signwire”) and its clients for sales services: building a sales system, campaign services where ordered, and setting and closing the client's own leads in the client's name.
Signwire works for businesses only. We do not contract with consumers. The client confirms that it acts in the course of its trade or profession and states its EIN or business registration in the Service Agreement.
The individual Service Agreement signed with each client, together with its annexes (proposal, order confirmation, Authorization to Close, Data Processing Addendum, onboarding questionnaire and admission criteria), governs the relationship in full. Where the Service Agreement and these terms differ, the Service Agreement prevails. The client's own terms do not apply unless Signwire has accepted them in writing.
2. How a contract comes about
The description of our services on this website is not a binding offer. After a first call the client receives a written proposal describing scope, fees and term. A contract comes about when both parties sign the Service Agreement. Signwire accepts a mandate only if the client's programme meets the admission criteria stated in the Service Agreement.
Ordering through a payment link. The client may also order the build and campaign services through a secure payment link that a Signwire closer sends during or after the first call. The order summary on the payment page states the services ordered and their fees and takes the place of the written proposal for those services. By accepting these Terms on the payment page and completing the payment, the client places a binding order; the contract comes about when the payment succeeds, and Signwire confirms it by email with an invoice. The Service Agreement, the Authorization to Close and the Data Processing Addendum follow for signature; they set out the details, including the performance fee, and in case of conflict take precedence over the order summary. If the client's programme turns out not to meet the admission criteria, Signwire may decline the order in text form within five business days of the payment and refunds it in full.
Setters and closers are not authorised to agree on terms, prices, discounts, guarantees or side arrangements that differ from these Terms, the order summary or the Service Agreement. Such arrangements bind Signwire only if Signwire's owner confirms them in text form.
The build begins once the build fee has been received. Sales on behalf begins at the earliest five business days after the Service Agreement, the Authorization to Close and the Data Processing Addendum have been signed and the onboarding questionnaire has been returned.
3. Services
The scope of services follows from the Service Agreement and the proposal. Clients start in one of two ways:
- Closing: Signwire's closers take over the strategy calls the client already has, and follow up, book and close the client's existing leads.
- Filling the calendar: in addition, Signwire provides campaign services (advertising creatives, a landing page with booking flow and the campaign setup in the client's own Meta ad account) and setters who follow up and book the leads these campaigns generate.
Signwire contacts only persons who have enquired with the client or responded to the client's marketing. Signwire does not cold call the client's prospects.
Signwire owes the agreed activity, not a particular commercial result. In particular, Signwire does not promise a certain number of booked calls, closed clients or a certain revenue; the absence of results is not a defect. Whether a lead buys also depends on the client's offer, price and market.
Signwire performs the services through its owner and through setters and closers it engages as independent contractors, and remains the client's sole contractual partner and responsible for their performance. The setters and closers are not Signwire's employees and the client is not their employer. Third-party platforms (telephony, video, scheduling, advertising or hosting services) are subject to their own terms; Signwire has no influence on their availability, approvals or rule changes.
4. Acting in the client's name
Signwire's closers present the client's offer to the client's leads and conclude contracts in the client's name, recognisably “on behalf of” the client. The client grants the necessary written authority (Authorization to Close) and defines what may be committed: the approved price sheet, the maximum contract value, and payment plans and discounts, if any. Anything outside that authority goes back to the client. Contracts with the client's customers come about exclusively between the client and its customer, through the client's own checkout, contract or e-signature flow; Signwire never collects or holds the customer's money.
5. What we need from the client
The client provides in good time everything the service needs: the programme description and its approved price sheet, the signed Authorization to Close, its terms and checkout for end customers, the completed onboarding questionnaire, approved materials, and a contact person who answers questions, usually within two business days. Where advertising is used, the ad accounts run in the client's name with the client's own payment method; the client approves every ad text, creative and consent text before publication.
The client warrants that the leads handed to Signwire were obtained lawfully and have consented to, or requested, being contacted, that it keeps the consent records required by the law that applies to it and provides them on request within five business days, that its marketing and materials contain no unsubstantiated earnings or results claims, and that its checkout provides every disclosure and cancellation right required by the law of the customer's state or province. The client delivers its programme to its customers itself.
6. Calls, do-not-call and recording
All telephone calls are placed through Signwire's sales platform and dialled manually, one number at a time; no autodialer, prerecorded message or voicemail drop is used. Sales calls are held as video meetings via Zoom or Google Meet, booked through the closer's scheduling link. Leads who ask not to be contacted again are placed on Signwire's internal do-not-call list at once. Further details are on our calling rules page.
For purposes of the US Telemarketing Sales Rule the client is the seller and Signwire the telemarketer. In every call Signwire's setters and closers disclose the seller, the purpose of the call and the nature of the services before any sales pitch.
Recording is off by default. Telephone calls are recorded only if the client has authorised recording in the Data Processing Addendum, an announcement is played at the start and the lead does not object. Video sales calls are recorded or transcribed only after a spoken announcement and the participant's consent.
7. Fees and payment
The fees are stated in the proposal and the Service Agreement. The model has these parts:
- One-time build fee, payable in full before the work starts.
- Campaign services, where ordered, at the fees stated in the proposal. Advertising budgets are paid by the client directly to the platform through its own account; Signwire neither advances nor re-invoices them.
- Performance fee per closed client: a fixed amount, stated in the Service Agreement, for each end customer whose sales call a Signwire closer conducted and whose contract with the client that closer concluded in the client's name. An end customer who had a sales call with a Signwire closer and signs with the client within 30 days after that call, including after the end of the contract, also counts as a closed client. The fee accrues once per closed client, with no share of follow-on or renewal revenue and no share of revenue the client generates itself. It is invoiced monthly and falls due with the end customer's first payment.
There is no monthly retainer. The client confirms in text form by the 5th of each month all first payments received from end customers in the previous month and, on request, provides the checkout or payment record for a named end customer. If the end customer cancels within the refund period of the client's price sheet, but no later than 30 days after signing, and receives a refund, the performance fee for that customer does not accrue or is credited. Later refunds, chargebacks or non-payment by the end customer do not affect the performance fee. If the client directly hires a setter or closer deployed or introduced by Signwire, the one-time direct-hire fee set out in the Service Agreement becomes due.
All amounts are net of taxes. Services to business clients outside the European Union are not subject to German VAT; any sales tax, GST/HST or withholding tax in the client's country is borne by the client and is not deducted from Signwire's invoices. Invoices are payable without deduction within 14 days in the currency of the Service Agreement. In case of default Signwire may suspend the services after a reminder.
Card payments. Payments through a payment link are processed by Stripe and charged in US dollars; the charge appears on the client's statement as “SIGNWIRE MEDIA”. The client may cancel an order placed through a payment link by text form before the onboarding call has taken place and receives a full refund. Once the onboarding call has taken place or work on the build has begun, the build fee and fees for campaign services already started are not refundable, except where Signwire does not perform them. Before disputing a charge with its card issuer, the client contacts Signwire at the address in our imprint and gives Signwire ten business days to resolve the matter. If the client disputes a charge for services that were ordered and performed, Signwire may suspend the services and claim the fees and the costs of the dispute.
8. Term and termination
Minimum term and notice period are stated in the Service Agreement. Termination requires text form; e-mail is sufficient. The right to terminate for cause remains unaffected.
Replacement: if a deployed closer does not meet the agreed activity commitment or is not a fit, Signwire replaces the closer within 14 days at no extra cost. Replacement and make-up of missed activity are the client's only remedies under this promise; it gives no right to a refund, credit or price reduction.
On termination the Authorization to Close expires. Closed clients whose contract was concluded before the end of the contract, or within the 30 days described in section 7, remain subject to the performance fee. Signwire hands the client the lead list with status and call results and deletes the mandate's data in line with the Data Processing Addendum; do-not-call records are retained to honour the rights of the persons concerned.
9. Confidentiality and data protection
Both parties keep the other party's non-public information confidential and use it only to perform the contract. This obligation survives the end of the contract. Signwire names the client as a reference only with its consent in text form.
Where Signwire processes personal data of the client's leads and customers, it does so on the client's behalf as a processor. The parties sign a Data Processing Addendum under Article 28 GDPR, which takes precedence in matters of data protection, lists the authorised sub-processors (among them the providers of telephony, of the sales platform hosted in the European Union, Calendly, Zoom and Google) and covers transfers of data between the EU and the client's country. The client keeps the sales and consent records required of the seller; Signwire keeps the call records. How Signwire handles personal data is described in our privacy policy.
10. Liability
Signwire is liable without limit for intent and gross negligence, for injury to life, body or health, and under mandatory product-liability law.
For slight negligence Signwire is liable only for the breach of an essential contractual obligation, that is an obligation whose performance makes the proper execution of the contract possible in the first place and on which the client may rely, and only for the foreseeable damage typical for this type of contract. Apart from the cases in the first paragraph, Signwire's total liability is capped at the greater of the fees the client paid to Signwire in the twelve months before the event or USD 25,000.
Signwire is not liable for indirect or consequential damage, lost deals, lost profit or revenue, lost data of the client or refunds the client owes its customers, nor for outages, suspensions or rule changes of third-party platforms. The client indemnifies Signwire and its setters and closers against third-party claims, including claims under telemarketing law, and reasonable defence costs arising from the client's leads, consent records, programme, materials or claims, unless the claim is based on Signwire exceeding the Authorization to Close or breaching the calling rules.
11. Governing law and final provisions
These terms and every contract with Signwire are governed by the laws of the Federal Republic of Germany, excluding its conflict-of-laws rules and the UN Convention on Contracts for the International Sale of Goods. Exclusive place of jurisdiction is Cologne, Germany; Signwire may also sue the client at its seat. Contracts between the client and its customers remain subject to the law of the customer's state or province. In any dispute the prevailing party is entitled to reasonable attorneys' fees and costs.
Changes to a contract require text form. If a provision of these terms is or becomes invalid, the remaining provisions stay in force; the invalid provision is replaced by the statutory rule.
The German terms at signwire-media.com/agb have the same content. The Service Agreement is concluded in English; the English version is binding.
Questions about these terms: info@signwire-media.com.