Terms & Conditions

These Terms of Use constitute a legally binding agreement made between you and Agency Compass, LLC. (“Company”, “we”, “us”, or “our”), concerning your access to and use of the websites agencycompass.com, portal.agencycompass.com, app.agencycompass.comand all affiliated websites, subdomains, web applications, mobile applications, portals, and related services operated by the Company (collectively, the “Services”).

You agree that by using and/or otherwise accessing the Services, you have read, understood, and agreed to be bound by these Terms of Use. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF USE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE IMMEDIATELY.

We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Use at any time and for any reason. We will alert you about any changes by updating the “Last updated” date of these Terms of Use, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Terms of Use to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms of Use by your continued use of the Services after the date such revised Terms of Use are posted.

By using or attempting to use the Services, you warrant that you are of legal age and are in compliance with these Terms of Use. If you do not meet these requirements, do not use any portion of the Services.

YOUR USE OF THE SERVICES IS SUBJECT TO BINDING ARBITRATION. PLEASE SEE THE DISPUTE RESOLUTION SECTION FOR MORE INFORMATION.

Account

You may be required to create an account in order to access the Services. You agree to provide accurate, complete, and up to date information to establish your account, including, without limitation, your first and last name, a valid email address at which you are able to receive email, a valid postal address at which you are able to receive mail, and all other valid information deemed necessary by us for your continued use of the Services. We reserve the right to request government identification or other information required to verify your account. You are responsible for maintaining the confidentiality of your account and you agree to accept responsibility for all activities that occur under your account. You agree to notify us immediately upon learning of any unauthorized use of your account. You may not use any other user's account without the express permission and consent of the holder of that account. You may not transfer or assign your account.

You agree that we may process, use, record and disclose personal information, which you provide in connection with your use of the Services. All personal information shall be processed, used, recorded, and/or disclosed in accordance with the terms set forth in our Privacy Policy.

Intellectual Property Rights

Unless otherwise indicated, the Services, including, but not limited to, all information and materials made available by us, constitute our proprietary property and all source code, databases, functionality, software, text, and/or other information and materials (collectively, the “Content”) made available to you, and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property laws. The Content and the Marks are provided via the Services “AS IS” for your information and personal, non-commercial use only. Except as expressly provided in these Terms of Use, no part of the Services and no Content or Marks may be copied, reproduced, reverse engineered, modified, disassembled, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

Provided that you are eligible to use the Services, you are granted a limited license to access and use the Services and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the Services, the Content and the Marks.

User Representations

By using the Services, you represent and warrant that: (1) you are of legal age to enter into binding agreements, and you agree to comply with these Terms of Use; (2) you will not use the Services for any illegal or unauthorized purpose; and (3) your use of the Services will not violate any applicable laws or regulations.

If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your use of the Services and refuse any and all current or future use of the Services (or any portion thereof).

Prohibited Activities

You may not access or use the Services for any purpose other than that for which we make the Services available. The Services may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us. As a user of the Services, you agree not to:

• Systematically retrieve data or other content from the Services to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
• Make any unauthorized use of the Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses.
• Use the Services to advertise or offer to sell goods and services.
• Circumvent, disable, or otherwise interfere with system functionality and/or security-related features of the Services.
• Engage in unauthorized framing of or linking to the Services.
• Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.
• Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
• Make improper use of our support services or submit false reports of abuse or misconduct.
• Interfere with, disrupt, or create an undue burden on the Services or the networks or services connected to the Services.
• Attempt to impersonate another user or person or use the username of another user.
• Use any information obtained from the Services in order to harass, abuse, or harm another person.
• Use the Services as part of any effort to compete with us or otherwise use the Services and/or the Content for any revenue-generating endeavor or commercial enterprise.
• Decipher, decompile, disassemble, hack, or reverse engineer any of the software comprising or in any way making up a part of the Services.
• Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Services to you.
• Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material that interferes with any party's uninterrupted use and enjoyment of the Services.
• Delete the copyright or other proprietary rights notice from any Content.
• Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Services.
• Use the Services in a manner inconsistent with any applicable laws or regulations.

We reserve the right to take whatever lawful actions we may deem appropriate in response to actual or suspected violations of these Terms of Use. We may cooperate with legal authorities and/or third parties in the investigation of any suspected or alleged wrongdoing or violations.

Feedback

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information regarding your use of the Services (“Submissions”) provided by you to us are non-confidential and shall become our sole property. We shall own exclusive rights in and to the Submissions, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you.

Monitoring Use of Services

We reserve the right to: (1) monitor your use of the Services for violations of these Terms of Use; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms of Use; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable your use of the Services; (4) otherwise manage the Services in a manner designed to protect our rights and property and to facilitate the proper functioning of the Services.

Privacy Policy

By using the Services, you agree to be bound by our Privacy Policy, which is incorporated into these Terms of Use. Please be advised the Services is hosted in the United States. If you access the Services from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the United States, then through your continued use of the Services, you are transferring your data to the United States, and you expressly consent to have your data transferred to and processed in the United States. In accordance with the U.S. Children's Online Privacy Protection Act, if we receive actual knowledge that anyone under the age of 13 has provided personal information to us, we will delete that information from the Services as quickly as is reasonably practical.

Termination

These Terms of Use shall remain in full force and effect while you use the Services. Without limiting any other provision of these Terms of Use, we reserve the right, in our sole discretion and without notice or liability, to deny access to and use of the Services to any person for any reason or for no reason, including without limitation for breach of any representation, warranty, or covenant contained in these Terms of Use or of any applicable law or regulation.

Upon the termination of these Terms of Use, any rights to use or access the Services shall cease and your account shall become inactive, at which point you shall cease all use of the Services. If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party.

Modifications and Interruptions

We reserve the right to change, modify, or remove the Services at any time or for any reason at our sole discretion without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuance of the Services.

We cannot guarantee the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services.

Governing Law

These Terms of Use and your use of the Services are governed by and construed in accordance with the laws of the State of Florida applicable to agreements made and to be entirely performed within the State of Florida, without regard to its conflict of law principles.

Dispute Resolution

Informal Negotiations

To expedite resolution and control the cost of any dispute, controversy, or claim related to these Terms of Use (each a “Dispute”), the Parties agree to first attempt to negotiate any Dispute (except those expressly excluded) informally for at least thirty (30) days before initiating arbitration. Such informal negotiations commence upon written notice from one Party to the other Party.

Binding Arbitration and Class Action Waiver

If the Parties are unable to resolve a Dispute through informal negotiations, the Dispute (except those expressly excluded) will be finally and exclusively resolved by binding arbitration. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”). Except where otherwise required, the arbitration will take place in Miami-Dade County, Florida.

IN ALL EVENTS, EACH PARTY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES (TO THE EXTENT PERMITTED BY APPLICABLE LAW) ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY. YOU AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING.

Exceptions

The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief.

Disclaimer

THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Limitations of Liability

IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US.

Indemnification

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys' fees and expenses, made by any third party due to or arising out of: (1) your use of the Services; (2) your breach of these Terms of Use; (3) any breach of your representations and warranties set forth in these Terms of Use; (4) your violation of the rights of a third party; (5) any information or material uploaded by you to the Services; or (6) any overt harmful act that affects the Services.

Contact Us

In order to resolve a complaint regarding the Services or to receive further information regarding use of the Services, please contact us at legal.requests@agencycompass.com or 305-440-0292.

This page reproduces Agency Compass's Terms of Use for reference within this site concept. The authoritative version is maintained by Agency Compass, LLC.