2026
This Statement of Work is between Social Technologies LLC, doing business as SoTech (“SoTech”), and 180 AgPros (“Client”), under the Master Service Agreement below, and describes the scope, deliverables, schedule and fees for this project.
Give 180 AgPros one system, the Map, to capture, organize, follow up on and close landowner inquiries, and to deliver each Residual Soil Fertility Valuation Report from the same place, on 180 AgPros’s brand.
| Area | What SoTech delivers |
|---|---|
| Lead management1 sales pipeline | A pipeline with the stages Lead, Pre-qualified, Sampling, At the lab, Report and Delivered, or Client’s own stage names given at kick-off. The three website forms (Pre-qualify, Broker referral, CPA partner) routed in as leads. Up to three Client users on the Map’s web and mobile apps. |
| Automated communicationCore lead journey + up to 3 branded emails | The automation that carries a lead through the journey, with new-lead notifications to the team, and three emails designed on Client’s brand: new inquiry confirmation, consultation booking confirmation, and report delivered with next steps. |
| Scheduling1 booking calendar | A discovery-call calendar connected to the Map. Bookings land on the contact record and send a confirmation. |
| Client reporting1 reusable report template | The Residual Soil Fertility Valuation Report (ranch version) as a reusable branded template, based on the approved design, set up in the Map so the team can complete it for each property and send it to the landowner and CPA from the record. |
| Configuration and launch | Account setup with Client’s business details, users added, all parts connected, a test lead run through the whole journey before launch, one training session for Client’s team and a short written guide. |
| Deliverable | Accepted when |
|---|---|
| Map account and users | Client’s users log in on web and mobile and see the pipeline. |
| Pipeline and forms | A test submission from each website form arrives as a lead and moves through every stage. |
| Lead journey and emails | Each email sends correctly to a test contact at its trigger. |
| Booking calendar | A test booking appears on the contact record with its confirmation. |
| Report template | A sample report is completed from the template and sent from a record. |
| Training | The session is delivered and the guide is shared. |
Includes two rounds of revisions on the emails and the report template. Acceptance follows Section 6 of the Master Service Agreement.
| When | Work |
|---|---|
| Start | SOW signed, setup invoice paid. Thirty-minute kick-off call. |
| Week 1 | Account, pipeline, website forms, calendar and the three emails. |
| Week 2 | Report template, full journey test, training and launch. |
Target launch is two weeks from the start, subject to Client’s review turnaround.
| Item | Amount | Billing |
|---|---|---|
| CRM and Sales Automation Setup | $1,500 one-time | Invoiced on signature. |
| Software: the Map | $99 / month | From account activation. Website-client rate (standard $150), held for twelve months from activation. |
| Usage | At platform rates | Text and email sending, only if used. Billed per use. |
For reference only; not part of this SOW. When Client is ready, SoTech will scope a second SOW that makes the report fill itself from the data: laboratory results read in, the valuation, excess-nutrient and depletion calculations applied using Client’s method, the report and sampling map generated from the property record, and the signed report returned to the record. Pricing comes with that SOW.
This Master Service Agreement (“Agreement”) is between Social Technologies LLC, doing business as SoTech (“SoTech”), and the client who accepts it in the SoTech portal (“Client”). It takes effect on the date Client accepts it (“Effective Date”).
1.1This Agreement sets the terms for all work SoTech does for Client. Each project is described in a Statement of Work (“SOW”) that references this Agreement and is signed by both parties.
1.2If an SOW and this Agreement conflict, the SOW governs for that project only, and only where it expressly says so.
1.3Proposals, presentations and emails describe the work. The signed SOW is what defines it.
2.1SoTech will perform the services and provide the deliverables described in each SOW (“Services”) in a professional and workmanlike manner, consistent with generally accepted industry standards.
2.2SoTech may use its employees and contractors to perform the Services and remains responsible for their work.
2.3Some Services run on third-party platforms, including the Map (SoTech’s CRM and marketing automation platform), hosting providers and email and SMS carriers. SoTech configures and manages these on Client’s behalf but does not control their availability, pricing or terms, and is not responsible for their outages or changes.
3.1Client will provide the information, content, access, approvals and decisions listed in each SOW, on time and accurately, and will name one person who can give approvals for Client.
3.2Schedules in an SOW depend on Client’s inputs. If an input is late, the schedule moves by at least the same amount.
3.3Client is responsible for the content it supplies and for having the right to use it, including text, images, logos, customer lists and data.
3.4Client is responsible for its own compliance with the laws that apply to its business and its communications, including consent for marketing email and SMS (CAN-SPAM, TCPA and carrier A2P rules). SoTech configures the tools to support compliance but does not give legal advice.
4.1Fees are set out in each SOW. One-time fees are invoiced on the milestones stated in the SOW. Subscriptions are billed monthly in advance from the activation date stated in the SOW.
4.2Invoices are due within fifteen (15) days of the invoice date.
4.3If an invoice is more than fifteen (15) days overdue, SoTech may pause work and, after written notice, suspend subscription services until it is paid. Paused time extends the schedule.
4.4Third-party usage charges, such as SMS and email sending, phone numbers and A2P registration, are billed at the platform’s rates and are not included in SoTech’s fees unless the SOW says so.
4.5Fees exclude taxes. Taxable items, if any, are shown separately on invoices.
4.6SoTech may change subscription prices with sixty (60) days’ written notice. A rate agreed in an SOW holds for twelve (12) months from activation.
5.1Either party may request a change to scope, schedule or fees in writing; email is enough. SoTech will reply with the effect on schedule and fees within five (5) business days. Work on a change starts only after Client approves it in writing.
5.2Anything an SOW lists as out of scope, and any new feature, automation, page, integration or stakeholder added after the SOW is signed, is a change.
6.1When a deliverable is ready, SoTech will tell Client. Client will review it within five (5) business days and either accept it or describe in writing how it does not meet the SOW.
6.2SoTech will fix the described issues and resubmit. Revision rounds are limited to the number stated in the SOW; further rounds are a change.
6.3A deliverable is accepted when Client accepts it in writing, when Client starts using it in its business, or when five (5) business days pass without a written rejection, whichever comes first.
7.1Client’s data stays Client’s. “Client Data” means the contacts, customer records, files, documents, reports and other information Client or its customers put into the systems SoTech manages.
7.2SoTech hosts and processes Client Data on Client’s behalf, only to provide the Services, and will not sell it or use it for any other client.
7.3SoTech uses reasonable administrative and technical safeguards and limits access to the people who need it to do the work. SoTech will notify Client without undue delay after learning of unauthorized access to Client Data.
7.4On termination, and on a request made within thirty (30) days, SoTech will export the Client Data available in the platform in a standard format, such as CSV files and the stored documents. A full migration of the account, its automations or its templates to another platform is not an export, and SoTech will quote it separately.
7.5After that thirty-day period, SoTech may close the account and delete the Client Data, except for copies kept in routine backups until they expire or where the law requires keeping them.
8.1Client owns Client Data, Client’s content and brand, and, once paid in full, the final approved deliverables made specifically for Client, such as designs, email designs, document and report templates, and copy.
8.2SoTech owns its pre-existing tools, code, workflows, templates, methods and know-how, and anything general-purpose it develops while doing the work (“SoTech Materials”). Where SoTech Materials are part of a deliverable, Client receives a non-exclusive licence to use them for its own business for as long as it uses the deliverable. Where they run inside a SoTech-managed subscription, the licence lasts for the subscription.
8.3Third-party software and platforms remain their owners’ property and are used under their own terms.
8.4SoTech may show non-confidential work in its portfolio and name Client as a client, unless Client asks SoTech in writing not to.
9.1Each party will keep the other’s confidential information confidential, use it only for this Agreement, and share it only with people who need it and are bound to keep it confidential. Confidential information includes pricing, proposals, Client Data, methods, calculations and business plans, whether or not they are marked confidential.
9.2This does not cover information that is public through no fault of the receiving party, was already known to it, is independently developed, or is lawfully received from someone else. Disclosure required by law is allowed after reasonable notice to the other party where the law permits.
9.3These obligations last for three (3) years after this Agreement ends, and for as long as the information remains a trade secret.
10.1SoTech warrants that each deliverable will perform materially as described in its SOW for thirty (30) days after acceptance. Client’s remedy for a breach of this warranty is for SoTech to fix the defect at no charge or, if it cannot, to refund the fees paid for the defective deliverable.
10.2Each party warrants that it has the authority to enter into this Agreement.
10.3Except as stated in this section, the Services are provided “as is”, and SoTech makes no other warranties, express or implied, including merchantability, fitness for a particular purpose, uninterrupted service, or specific business results such as leads, rankings or revenue.
10.4Professional content. Where a deliverable produces or formats documents that contain Client’s professional, technical, tax, legal or scientific content, that content and its method are Client’s. SoTech does not review or warrant their accuracy, sufficiency or compliance, and is not a party to Client’s engagements with its own customers, advisers or any government agency.
11.1Neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or data, even if told they were possible.
11.2Each party’s total liability under this Agreement is limited to the fees Client paid SoTech under the relevant SOW in the twelve (12) months before the claim.
11.3These limits do not apply to a breach of confidentiality, to Client’s payment obligations, to a party’s gross negligence or wilful misconduct, or to indemnity obligations.
12.1Client will defend and indemnify SoTech against third-party claims arising from content or data Client supplied, from Client’s marketing communications, or from Client’s professional services and reports.
12.2SoTech will defend and indemnify Client against third-party claims that a deliverable SoTech created, excluding Client content and third-party software, infringes that third party’s intellectual property.
13.1This Agreement runs until either party ends it with thirty (30) days’ written notice. Ending it also ends any SOW then in progress, unless the notice says otherwise.
13.2Subscriptions run month to month after any minimum term in the SOW and can be cancelled with thirty (30) days’ written notice. Automations and hosted services stop when the subscription ends.
13.3Either party may terminate immediately by written notice if the other materially breaches this Agreement and does not cure the breach within fifteen (15) days of notice.
13.4On termination, Client pays for work done and subscription periods used up to the termination date, and the data export in Section 7.4 applies. Sections 4, 7, 8, 9, 11, 12 and 15 continue after termination.
14.1During this Agreement and for twelve (12) months after it, neither party will directly hire the other’s employees or contractors who worked on the Services without the other’s written consent. General job advertisements are not solicitation.
15.1Governing law. Texas law governs this Agreement, and the parties submit to the courts of Harris County, Texas.
15.2Disputes. Before going to court, the parties will try in good faith to resolve a dispute on a call between their decision-makers within fifteen (15) days of written notice.
15.3Independent contractors. The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture or employment relationship.
15.4Force majeure. Neither party is liable for a delay caused by events beyond its reasonable control, including platform outages. This does not excuse payment.
15.5Notices. Notices are given by email to the addresses each party has on file in the SoTech portal.
15.6Assignment. Neither party may assign this Agreement without the other’s consent, except to a successor of its whole business.
15.7Entire agreement. This Agreement and its SOWs are the whole agreement on their subject and replace earlier proposals and discussions. Changes must be in writing and signed; electronic signatures are valid. If a provision is unenforceable, the rest still applies.