Customer Agreement

This is a legally binding agreement. Please read these terms and conditions carefully. By clicking the button to accept this agreement, you represent that you have the full legal authority to enter this agreement on behalf of the party identified in the Registration, and, in that capacity, you acknowledge such party’s agreement to be bound by the terms and conditions of this agreement. If you do not agree to these terms and conditions, do not register for the Platform.

This subscription agreement for use of the Agent Legend mobile and web-based applications (together with any associated software applications, widgets, database structures and queries, interfaces, websites, webpages, tools, and the like), as updated from time to time, (the “Platform”) is between Agent Legend, Inc. (“Company,” “we,” “us,” and “our”) and the party (“you,” “your”) indicated during the account registration process (such process and the information provided during such process, as amended from time to time through your login to your account in the Platform in accordance with this agreement, the “Registration”).

Registration. You represent that the information indicated in the Registration is true and complete, and you agree to update the Registration upon any changes to such information. The Registration is incorporated herein and made a part of this agreement. Notwithstanding any additional acknowledgement of this agreement (including via clicks or other electronic means), each subsequent use of the Platform is subject to this agreement and does not create a new or separate contract; provided, however, when an amended version of this agreement is presented for acceptance, acceptance of the amended version of this agreement (including via a click or other electronic means) will amend this agreement.
Platform License. Subject to the terms and conditions of this agreement, Company grants to you a personal, non-exclusive, non-transferable, non-sublicensable, revocable license during the Term to use the Platform for your personal use. Company reserves for itself and its licensors any rights not expressly granted in this agreement. You acknowledge that we may issue updated versions of the Platform and that the updated version may be automatically deployed to your device or otherwise available for use under this agreement. You consent to such automatic upgrading on your device and agree to timely upgrade the Platform in the event there is no automatic update. You further agree that the terms and conditions of this agreement will apply to all updates to and versions of the Platform.
Licensed Leads. You may license certain information as described in the Platform, or an order form issued under this agreement, at the time of licensing (“Leads”) from Company via the Platform or an order form. Subject to the terms and conditions of this agreement, if you license Leads from Company, upon full payment from you to Company, Company grants to you during the Term a non-exclusive, non-transferable, non-sublicensable, right and license to use the Leads only within your account in the Platform and only for your internal business purposes. As between the parties, Company has and retains exclusive ownership of all Leads, including any derivative works thereof and improvements thereto and all intellectual property and proprietary rights therein or related thereto, and you acknowledge that the foregoing constitute valuable assets of Company and/or its licensors. Nothing contained in this agreement shall be construed as granting to or conferring upon you any right, by license or otherwise, expressly or by implication, in respect of any Leads or any applications thereof except for the rights expressly granted herein.
Your Responsibilities and Restrictions
1. 1. You may only create and hold one account for the Platform and our services. You must be at least 18 years old to use, or create an account for use of, the Platform.
  2. To use the Platform, you must have a compatible device, and we do not warrant that the Platform will be compatible with all devices. You are responsible for selecting, obtaining, and maintaining any equipment, items, and ancillary services needed to access and use the Platform. Use of the Platform requires Internet access or mobile data, which may be subject to additional fees or charges. You will be responsible for all fees and charges incurred with respect to accessing to the Platform.
  3. You shall maintain and cause to be maintained the confidentiality of your account information, including your user ID and password. You may not provide your account information to anyone else or allow anyone else to access the Platform using your account information. You may not permit any other individual or entity to use, access, or view the Platform via your account. You must keep your password strictly confidential.
  4. You shall not, directly or indirectly, do, nor shall you authorize any person or entity to do, any of the following: (1) use or disclose the Platform or Leads for any purpose or in any manner not specifically authorized by this agreement or otherwise in violation of the terms hereof; (2) make any copies or prints, or otherwise reproduce or print, any portion of the Platform or Leads, whether in printed or electronic format; (3) distribute, republish, download, display, post, disclose, or transmit any portion of the Platform or Leads; (4) create or recreate the source code for, or re-engineer, reverse engineer, decompile, or disassemble the Platform or Leads or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how, or algorithms relevant to the Platform or Leads or any software, documentation, or data related to the Platform or Leads; (5) modify, adapt, translate, or create derivative works from or based upon any part of the Platform or Leads, or combine or merge any part of the foregoing with or into any other software, document, or work; (6) refer to or otherwise use any part of the Platform or Leads as part of any effort to develop a product or service having any functional attributes, visual expressions, or other features or purposes similar to those provided by us; (7) remove, erase, or tamper with any copyright, logo, or other proprietary or trademark notice printed or stamped on, affixed to, or encoded or recorded in the Platform or Leads (or media containing the Leads), or use a proxy, reverse proxy, or any other such mechanism that is intended to, or has the effect of, obscuring any of the foregoing or confusing an individual as to our rights in the foregoing; (8) fail to preserve all copyright and other proprietary notices in any copy of any portion of the Platform or Leads made by you or on your behalf; (9) sell, market, license, sublicense, distribute, rent, loan, or otherwise grant to any third party any right to possess or utilize any portion of the Platform or Leads without our express prior written consent (which may be withheld by us for any reason or conditioned upon execution by such party of a confidentiality and non-use agreement and/or other such other covenants and warranties as we, in our sole discretion, deem desirable); (10) use the Platform or Leads to gain or attempt to gain access to any software applications, computer systems, or data not expressly authorized under this agreement; (11) use the Platform or Leads to store, receive, or distribute any information in violation of any applicable law, regulation, ordinance, or guideline or otherwise use the Platform or Leads in violation of any applicable law, regulation, ordinance, or guideline; (12) diminish or infringe any intellectual property rights in and to the Platform or Leads or impair or interfere with any copyright protection mechanisms, copyright management information systems, or digital identification devices employed in association with the foregoing; (13) cause the Platform or Leads to defame or infringe the rights of any other person, including intellectual property rights (for example, any patent, trademark, trade secret, copyright, or other proprietary rights) or rights of publicity or privacy or use or disclose the Leads in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person; (14) promote, condone, or incite violence, dangerous acts, or discrimination against individuals or groups based on race, ethnic origin, religion, disability, gender, age, nationality, veteran status, political affiliation, or sexual orientation/gender identity or any other protected characteristic; threaten, harass, or bully any person; or collect, store, receive, process, use, disclose, manipulate, track, or distribute any content or data that does any of the foregoing or is pornographic or obscene; (15) impersonate any person or entity or generate fraudulent impressions of or fraudulent clicks on ad(s) through any automated, deceptive, fraudulent or other invalid means, including but not limited to through repeated manual clicks, the use of robots, agents, or other automated query tools and/or computer generated search requests, and/or the unauthorized use of other search engine optimization services and/or software; (16) act in a manner that is illegal, discriminatory, derogatory, hateful, abusive, racist, fraudulent, defamatory, libelous, obscene, unlawful, harassing, violent, or threatening; (17) collect, store, receive, process, use, disclose, manipulate, track, or distribute any computer viruses, worms, trojan horses, back door, trap door, time bombs, malware, or other malicious code; (18) use any device, software, methodology, or routine to interfere with or disrupt the Platform or Leads or the servers or networks connected to the Platform or Leads by trespass or burdening network capacity; (19) harvest, access, or collect information about other Platform users or customers of Company; (20) restrict or inhibit any other person from using the Platform or Leads, including without limitation by means of “hacking” or defacing any portion thereof; (21) “frame” or “mirror” any portion of the Platform; (22) use any robot, spider, other automatic device, or manual process, to “screen scrape,” monitor, “mine,” or copy any portion of the Platform or Leads; (23) process data on behalf of any third party; or (24) attempt to do or assist any party in attempting to do any of the foregoing. Although we have no obligation to monitor use of the Platform, we may do so and may prohibit any use that we believe may be (or is alleged to be) in violation of applicable laws or regulations or this agreement.
  5. The Platform may allow you to rate content or post reviews. Ratings and reviews are not endorsed by Company, and do not represent the views of Company or of any affiliate or partner of Company. Company does not assume liability for ratings or reviews or for any Losses (as defined below) resulting from any ratings and reviews. Before posting a rating or review, you must have had recent first-hand experience with the content rated; (2) you may not draw any legal conclusions; and (3) your review must otherwise comply with the terms of this agreement as well as all applicable laws, rules, and regulations, including the Federal Trade Commission’s Guides Concerning the Use of Endorsements and Testimonials in Advertising. Any rating and/or review that we determine violates this agreement may be removed or excluded by us without notice. You acknowledge and agree that you may be exposed to third-party content that is inaccurate, objectionable, inappropriate, or otherwise unsuited to your purpose. Company is not responsible for, and you hereby expressly release Company, its affiliates, and their respective directors, officers, employees, and agents from, any and all liability for the action of any and all third parties on the Platform.
  6. You represent, covenant, and warrant that you will at all times comply with all applicable laws and regulations in the conduct of your business and in the performance of your obligations under this agreement, including, without limitation, laws relating to advertising, the Internet, promotions, and business practices. You agree that you will use the Platform and Leads only in a manner that complies with all applicable laws and regulations. You further agree to access the Platform and Leads only from within the United States. The Platform and or Leads may not be exported or re-exported outside of the United States or to those persons or entities prohibited from receiving exports from the United States.
  7. You shall implement and at all times maintain administrative, physical, and technical safeguards that meet or exceed current industry standards to (1) ensure the security, confidentiality, availability, and integrity of the Leads, and (2) prevent use or disclosure of the Leads other than as provided for by this agreement.
  8. You represent and warrant that (1) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (2) you are not listed on any U.S. Government list of prohibited or restricted parties.
  9. OUR PLATFORM AUTOMATES THE PROCESS OF CONTACTING LEADS AND CONTACTS VIA EMAIL, MMS, AND SMS TEXT MESSAGES, AND DIRECT-TO-VOICEMAIL MESSAGES (VOICE DROPS). YOU SHALL COMPLY WITH ALL APPLICABLE LAWS AND REGULATIONS WITH RESPECT TO SUCH COMMUNICATIONS AND PROCESSING OF DATA, AND SUCH COMPLIANCE IS YOUR SOLE RESPONSIBILITY.
  10. You represent, warrant, and covenant that all calls initiated by you will be in strict compliance with all applicable laws and regulations, including the Telephone Consumer Protection Act (TCPA), as amended effective October 10, 2013 and supplemented by the FCC Declaratory Ruling effective July 10, 2015, and any and all subsequent amendments and regulations. Specifically, and without limiting the foregoing, you represent, warrant, and covenant that you will:
    1. Provide clear and conspicuous disclosure that the recipient will receive future autodialed and/or pre-recorded calls from you to a recipient-designated phone number for the calls (which should not be pre-populated in an online form) and that consent is not a condition of purchase of any property, product, or service;
    2. Secure the prior, express written consent of all recipients for all calls you initiate with the Platform;
    3. Provide a simple method of revoking consent for future calls and accept promptly all reasonable requests by recipients to revoke consent for future calls using any reasonable method including orally or in writing;
    4. Refrain from controlling a recipient’s ability to revoke consent in any way, including without limitation by requiring revocation through only specified channels or mechanisms or otherwise deliberately designing systems or operations in ways that make it difficult or impossible to revoke consent;
    5. Maintain a Do Not Call Policy;
    6. Promptly provide a copy of the Do Not Call Policy to requesting consumers;
    7. Only make calls between 8 a.m. and 9 p.m. (local time of the person being called);
    8. Identify the caller name, company name and caller location;
    9. Maintain and comply with a company “do not call” list derived from the federal “do not call” registry;
    10. Honor a consumer’s request made during a call to place the consumer’s name on the “do not call” list;
    11. Transmit caller ID information; and
    12. Not abandon outbound calls.
  11. You represent and warrant that you will review and comply with the rules and regulations the following websites regarding any and all messages, calls, and campaigns transmitted via the Platform:
    1. Federal Trade Commission, http://www.ftc.gov
    2. Federal Communications Commission, http://www.fcc.gov
    3. Do Not Call Registry Info, http://www.donotcall.gov
  12. YOU REPRESENT AND WARRANT AND FURTHER ACKNOWLEDGE THAT YOU ARE SOLELY RESPONSIBLE FOR COMPLIANCE WITH ALL LAWS AND REGULATIONS REGARDING YOUR CALLS, TEXT MESSAGES, EMAILS, OR ANY OTHER COMMUNICATIONS INITIATED BY YOU WITH THIS WEBSITE OR ITS SERVICES.
  13. YOU REPRESENT AND WARRANT THAT YOU UNDERSTAND THAT WE MAY USE PERSONAL INFORMATION AND USAGE DATA PROVIDED OR GENERATED BY YOUR END-USERS OF THE SERVICES. ACCORDINGLY, YOU REPRESENT AND WARRANT THAT YOU WILL ADD THE FOLLOWING PROVISION TO YOUR PRIVACY POLICY AND MAINTAIN IT DURING THE TERM OF THIS SUBSCRIPTION AGREEMENT: “Information Sharing With Partners. We may participate with another company or individual for purposes of jointly promoting our products, services, promotions, or contests or their products, services, promotions, or contests. We reserve to right to disclose your personal information and usage data that you generate to them for purposes of (i) compensation, transaction processing, fulfillment, and support, and (ii) for purposes of offering you other products, services, promotions, and contests. These joint venture marketing partners may also contact you regarding other products, services, promotions, or contests.”
  14. You acknowledge our claim that the Platform embodies logic, design, and coding methodology, which constitute valuable confidential information that is proprietary to us and our licensors. You agree (i) to not use or disclose the non-public information regarding the Services except as expressly provided herein, and (ii) to safeguard the right to access the Platform, using the same standard of care which you use for its similar confidential materials, but in no event less than reasonable care.
Term and Termination
1. 1. Term; Subscriptions. Unless earlier terminated pursuant to this agreement, this agreement is effective upon your acceptance of it in the course of the Registration (the “Effective Date”), and it shall continue in effect for the “Initial Term” specified in the Registration and shall be automatically renewed thereafter for additional periods of the same duration as the Initial Term or as otherwise selected in the Registration (the “Term”). Subscriptions automatically renew unless auto-renew is turned off at least before the end of the current subscription period. You may cancel your subscription any time before the end of the current billing period, and the cancellation will take effect on the next billing period. You will retain access to the Platform from the time you cancel until the start of the next billing period, and you will not receive a refund or credit for any remaining days in your current billing period.
  2. Termination. If you breach this agreement, if we are required to do so by applicable law, or if we reasonably believe that there has been conduct via your account that creates or could create liability or harm to any user, third party or us, we may terminate this agreement at any time with or without notice to you by disabling access to the Platform or closing your account. You may terminate this agreement at any time by closing your account, uninstalling the mobile application component of the Platform, and ceasing use of the Platform and our services. We may terminate this agreement at the end of a billing cycle by providing at least 30 days’ prior written notice to you. We may terminate this agreement for any reason by providing at least 90 days’ written notice to you, and we will provide a pro rata refund for any period of time you did not use in that billing cycle.
  3. Effect of Termination. Upon termination of this agreement for any reason or no reason, your access rights and all licenses granted to you will terminate, and you must immediately cease all use of the Platform and Leads. You will forfeit any pending, current, or future account credits or promotional offers, and any other forms of unredeemed value in or associated with your account. Termination of your account includes (i) removal of access to the Platform and Leads, and (ii) deletion of your login data, password, and all related information. We will not be liable to you or any third-party for any termination.
Fees; Payment

1. 1. Fees. Certain items, features, services, and subscriptions are available for purchase through the Platform, the Registration, and order forms issues pursuant to this agreement. The applicable fees are as set forth in the Registration, an order form, or other applicable portion of the Platform, and all prices, taxes, service charges, and other amounts are shown in U.S. dollars. You agree to pay the applicable fees for any item, feature, service, or subscription ordered through your account or otherwise under this agreement. Company may change listed prices at any time, including changing from a free service to a paid service and charging for access to or use of the Platform that was previously offered free of charge. Company does not provide price protection or refunds in the event of a price reduction or promotional offering. Company will provide you with prior notice and an opportunity to terminate this agreement if Company changes the price of a service to which you are subscribed. Unless otherwise stated, any overage fees incurred by you will be billed in arrears. Overage fees which remain unpaid for 30 days after being billed are considered overdue. Failure to pay overage fees when due may result termination of this agreement by us, which may result in a loss of your data associated with that Service.
  2. Free Access. Company may also offer free access to the Platform, subject to the terms of the then-current pricing plans as described in the Registration. Company will not charge you for a previously free service unless you have been notified of the applicable fees and agreed to pay such fees.
  3. Trial Access. If you purchase a service or subscription that includes a free trial, you will receive free access for the duration of the free trial period. At the end of the applicable free trial period, you will be charged the then-current price of the service or subscription and will continue to be charged until you cancel your subscription. To avoid any charges, you must cancel before the end of the free trial period.
  4. Payments. Amounts due hereunder shall be paid in the manner established via the Registration, order form, or other applicable portion of the Platform. Only valid credit cards or other payment method acceptable to Company may be used. You represent and warrant that you are authorized to use the designated payment method, and you authorize Company, through its third-party payment processor, to charge the designated payment method (including, as applicable, your app store account) all amounts described for your order (including taxes, service charges, and any other amounts). You agree that Company may immediately authorize the credit card (or other approved facility, including your app store account) for payment for any order made under your account or otherwise pursuant to this agreement. If the card (or other payment method) cannot be verified, is invalid, or is otherwise not acceptable, the order may be suspended or cancelled automatically. You are responsible for all activities and charges that occur under your account, and your liability for such charges shall continue after termination of this agreement. You agree to keep all payment cards or other payment method information current, and you agree that Company may submit charges for processing even if the card (or other method) has expired or changed by the time we submit it. In the event of an error—whether on the Platform, in an order confirmation, in processing an order, or otherwise—Company reserves the right to correct such error and to revise the order if necessary (including charging the correct price) or to cancel the order and refund any amount charged. Your use of Google Pay or Apple Pay is subject to the terms and conditions and privacy policies of Google and Apple, respectively.
  5. Subscription Payments. In addition to the other terms of this agreement, all subscriptions are billed on a recurring basis. You agree that Company will charge the payment method on file on the first day of each billing period for the relevant subscription, and if the payment method on file becomes invalid due to an expired credit card or other similar reason and we are unable to charge you on the next billing period, we reserve the right to immediately terminate this agreement.
  6. Taxes. If Company is required to collect or pay any taxes in connection with your purchases on the Platform, such taxes will be charged to you at the time of each purchase transaction. Additionally, if required by law, you are responsible for reporting and paying certain taxes in connection with your purchase and use of the Platform or services. Such taxes may include duties, customs fees, or other taxes (other than income tax), along with any related penalties or interest, as applicable to your purchase or country of purchase.
7. Promotions

1. Company may, in its sole discretion, make promotional offers with different features and different rates available to any or all of our users in the United States. Unless made available to you and used pursuant to this agreement, these promotional offers will have no bearing on your obligation to pay the amounts owed. Unless otherwise stated, promotions applied to a purchase will be reflected at checkout and will either be deducted from (1) the subtotal charged, before tax and fees, as part of the authorized charge to the payment instrument(s) associated with your account, or (2) if the promotion is related directly to the fees (e.g., no service charge), deducted from the fee. Promotions are automatically applied toward your future orders using the Platform. We reserve the right to determine the order in which promotions are applied to transactions and their priority to other promotional codes. We cannot guarantee that the promotions with the earliest expiration dates will be given priority in all transactions, and you agree to monitor your account regularly to verify the status of promotions. Company has no obligation to offer or redeem any promotion, including if such promotions are unavailable due to error or technical failure.
2. Company may regulate, modify, and/or eliminate any promotional credits in its sole discretion at any time, with or without notice to you. You cannot use any promotions on past purchases. In some cases, you may not be able to combine promotions with any other promotions or discounts. Some promotions have expiration dates. The expiration date will be displayed on the Platform. Expired promotions have no value. Further, Company does not issue or award retroactive promotions for any reason.
3. Company may display promotions anywhere on the Platform and will, in its sole discretion, select the promotions that are available to you. Promotions may be limited to select products. Promotions may not be available at all locations. Promotions may require you to select the promotion on the Platform, require you to enter a promotional code in order to redeem the promotion, require you to add qualifying items to your order, or as otherwise communicated to you on the Platform.
4. Promotions may only be redeemed by you and are not transferable to another account. Promotions from separate accounts cannot be combined. Promotions cannot be duplicated, cannot be exchanged or redeemed for cash, and cannot be made available to the general public. Promotional credits may never be redeemed or exchange for real money or used outside of the Platform. Company has no obligation to refund you for any unredeemed promotions or any associated benefits following cancellation, suspension or modification of any promotion or your account.
5. Additional terms and conditions presented at the time of offering may apply for each to any promotion, and you agree to such terms as set forth on the Platform.
6. Notwithstanding anything to the contrary and subject to applicable law, Company reserves the right to cancel, suspend, and/or modify any aspect of or the entirety of any promotion, for any reason at any time, with or without notice, including, without limitation, if any fraud or technical failure impairs the integrity or proper functioning of the promotion. We many (1) suspend or terminate promotion, (2) refuse to honor a promotion, and/or (3) withhold or deduct credits or other value obtained, with or without notice, if we, in our sole judgment, determine that you have violated this agreement, engaged in any fraud or abuse relating to the accrual or redemption of promotions, or otherwise acted in a manner inconsistent with the promotion’s intent. Such action may result in the forfeiture of all unredeemed promotions and/or the opportunity to earn and/or redeem additional promotions in the future as well as suspension or termination of your account.
8. Ownership; Proprietary Rights; Third Parties
1. 1. Platform; Leads. You acknowledge and agree that you do not acquire any ownership rights in or to the Platform or Leads through this agreement or by use of the Platform or Leads. Company and/or its licensors have and retain exclusive, valid, and non-contestable ownership of the Platform, Leads, and all intellectual property and proprietary rights therein. Any third-party code that may be incorporated in the Platform is covered by the applicable open source or third-party license, if any, authorizing use of such code.
  2. Ideas. You may suggest improvements and/or communicate to us ideas, inventions, discoveries, or concepts (“Ideas”), and you may discover or create the Ideas jointly with us. You agree that any such Ideas shall be and remain solely the property of Company and/or its licensors and may be used and sold, licensed, or otherwise provided by Company and/or its licensors to third parties, or published or otherwise publicly disclosed, in Company’s and/or its licensors’ sole discretion without notice, attribution, payment of royalties, or liability to you. You hereby assign to Company any and all of your right, title, and interest in and to any such Ideas.
  3. Apple. If you have downloaded the mobile application component of the Platform from the Apple, Inc. (“Apple”) App Store or if you are using the mobile application on an iOS device, you acknowledge that you have read, understood, and agree to the following notice regarding Apple. This agreement is between you and Company only, not with Apple. We, not Apple, are responsible for the Platform and the content of it. The license granted to you in this agreement with respect to the mobile application component of the Platform is for use on any Apple-branded products that you own or control and as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions, except that the mobile application component of the Platform may be accessed and used by other accounts associated with you via Family Sharing or volume purchasing. If you need any support with respect to the Platform, please contact us. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Platform. In the event of any failure of the mobile application component of the Platform to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the mobile application component of the Platform to you; and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Platform. Apple is not responsible for addressing any claims by you or any third party relating to the Platform or your possession and/or use of the Platform, including: (1) product liability claims; (2) any claim that the Platform fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement, and discharge of any third-party claim that the Platform and/or your possession and use of the Platform infringe that third party’s intellectual property rights. You agree to comply with any applicable third party terms, when using the Platform. Apple, and Apple’s subsidiaries, are third party beneficiaries of this agreement, and upon your acceptance of this agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this agreement against you as a third party beneficiary of this agreement.
  4. Google. If you have downloaded the mobile application component of the Platform from the Google Play Store, you (1) you acknowledge that this agreement is solely between you and Company only, and not with Google, Inc. (“Google”); (2) your use of the mobile application component of the Platform must comply with Google’s then-current Google Play Store Terms of Service; (3) Google is only a provider of the Google Play Store where you obtained the mobile application component of the Platform; (4) Company, and not Google, is solely responsible for its Platform; (5) Google has no obligation or liability to you with respect to the Platform or this agreement; and (6) you acknowledge and agree that Google is a third-party beneficiary to this agreement as it relates to the mobile application component of the Platform.

9. Technical Data; License to Your Data; Communications

1. 1. The Platform maintains certain personally identifiable information about you. Company will use and disclose your personally identifiable information as described in this agreement or Company’s Privacy Policy, as required by law or court order, and as necessary to provide the Platform and our services or to enforce our rights.
  2. You grant to Company, during and after the Term, a non-exclusive, transferrable, sublicensable, irrevocable worldwide, royalty-free right and license to use, copy, encode, store, archive, translate, render into an audible and/or visual format, distribute, display, perform, transmit, and create derivative works from any information, content, materials, or other data entered during Registration or otherwise into the Platform (“Data”) to the extent necessary for Company to (1) provide the Platform and our services, (2) perform our obligations under this agreement, (3) attribute ratings or content to you or distribute your content to other users, (4) compile analyses and statistical information from Data regarding usage or performance of the Platform and user engagement, (5) provide, monitor, correct, enhance, and improve the Platform and perform services related thereto, (6) develop new products or services, and (7) accomplish other internal business purpose or as described in Company’s Privacy Policy. Company reserves the right to maintain, delete, or destroy all Data and materials posted or uploaded to Platform pursuant to its internal record retention and/or destruction policies.
  3. You also grant to Company a non-exclusive, transferrable, sublicensable, irrevocable worldwide, royalty-free right and license to de-identify or aggregate Data such that there is no reasonable basis to believe that the information can be used, alone or in combination with other reasonably available information, to identify any individual or to identify you as the source of such data (“Deidentified Data”). You acknowledge and agree that Company has and retains exclusive and valid ownership of all Deidentified Data. Company shall also have the right to collect and analyze data and other information relating to the provision, use, and performance of the Platform and related systems and technologies (“Usage Data”), and you acknowledge and agree that Company has and retains exclusive and valid ownership of all Usage Data. Company will be free (during and after the Term) to use such Deidentified Data and Usage Data for any purpose, including to (1) improve and enhance the Platform and for other development, diagnostic and corrective purposes in connection with the Platform and other service offerings, (2) disclose such data in connection with our business, and (3) otherwise use and disclose such data as set forth in our Privacy Policy.
  4. You represent and warrant that you own or have the legal right and authority, and will continue to own or maintain the legal right and authority, to grant to Company the licenses set forth herein. You are responsible for all of your Data, and you represent and warrant that your Data will not violate the terms of this agreement, including the restrictions set forth in Section 4. If any of your Data violates this agreement, or is inappropriate in our judgment, we reserve the right, in our sole discretion and without notice to you, (1) to change, delete or remove, in part or in full, any of your Data, (2) to terminate or suspend access to the Platform, and/or (3) to terminate or suspend your account, in each case, with or without notice. Company will cooperate with local, state, and/or federal authorities to the extent required by applicable law in connection with your Data. You shall indemnify, defend, and hold harmless Company, its affiliates, and their respective directors, officers, employees, and agents from and against any Loss (as defined below) arising from or related to a claim of a third party with respect to a breach of the foregoing representations and warranties.
  5. BY PROVIDING YOUR DATA, YOU AUTHORIZE COMPANY, ITS AFFILIATES, AND THEIR RESPECTIVE EMPLOYEES, AGENTS, AND CONTRACTORS (INCLUDING A CALL CENTER) TO INITIATE ELECTRONIC COMMUNICATIONS BY E-MAIL, TELEPHONE CALLS TO NUMBERS (INCLUDING TO CELLULAR PHONE) THAT ARE PROVIDED THROUGH THE PLATFORM OR AS PART OF THE REGISTRATION, AND TEXT MESSAGES (SMS OR MMS) TO CELLULAR PHONE NUMBERS THAT ARE PROVIDED THROUGH THE PLATFORM OR AS PART OF THE REGISTRATION TO PROVIDE REMINDERS OR OTHER PURPOSES RELATED TO THE PLATFORM AND THE SERVICES PROVIDED BY COMPANY. YOUR TELEPHONE CARRIER MAY CHARGE FOR THESE INCOMING CALLS OR MESSAGES. YOU CONSENT TO SUCH COMMUNICATIONS, WHICH MAY OCCUR BY USE OF AN AUTOMATIC TELEPHONE DIALING SYSTEM. TELEPHONE CALLS MAY BE RECORDED. STANDARD DATA AND MESSAGE RATES MAY APPLY FOR SMS AND MMS ALERTS, WHETHER YOU SEND OR RECEIVE SUCH MESSAGES, AND YOU AGREE TO BE RESPONSIBLE FOR ALL SUCH CHARGES. DO NOT SUBMIT YOUR INFORMATION IF YOU DO NOT CONSENT TO BEING CONTACTED BY TELEPHONE, TEXT, OR EMAIL

10. No Warranties

THE PLATFORM, LEADS, AND ALL SERVICES AND CONTENT PROVIDED OR TO BE PROVIDED UNDER THIS AGREEMENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITH ALL FAULTS, AND YOU ASSUME THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE PLATFORM. COMPANY, FOR ITSELF AND ITS LICENSORS, DISCLAIMS, ANY AND ALL WARRANTIES, CONDITIONS, OR REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO THE PLATFORM OR ANY PART OF IT, LEADS, AND ANY SERVICES OR CONTENT PROVIDED BY COMPANY, INCLUDING ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, QUALITY, OR FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT COMPANY KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED, OR OTHERWISE IS IN FACT AWARE OF ANY SUCH PURPOSE), WHETHER ALLEGED TO ARISE BY LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE, BY COURSE OF DEALING, OR OTHERWISE. COMPANY EXPRESSLY DISCLAIMS ANY WARRANTY OR REPRESENTATION TO ANY PERSON OTHER THAN YOU. COMPANY DOES NOT WARRANT THAT THE PLATFORM, LEADS, OR ANY SERVICES WILL BE UNINTERRUPTED OR ERROR FREE.
Due to the continual development of new techniques for intruding upon and attacking networks, Company does not warrant that the Platform, or any equipment, system, or network on which it is used or accessed, will be free of vulnerability to intrusion or attack that results in your inability to use the Platform or the unauthorized disclosure or compromise of your information in the Platform.
Company cannot and does not guarantee or warrant that the Platform, Leads, or files available for downloading from the internet or the Platform will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to the platform for any reconstruction of any lost data. We are not responsible for content or any other information posted by third parties. We neither warrant the accuracy of such postings or exercise any editorial control over such posts, nor do we assume any legal obligation for editorial control of content posted by third parties or liability in connection with such postings, including any responsibility or liability for investigating or verifying the accuracy of any content or any other information contained in such postings.
We may, in our sole discretion, modify, suspend, or discontinue at any time, with or without notice, the Platform or portions thereof, including but not limited to the Platform’s features, look and feel, and functional elements and related services.
Although the Platform may include links providing direct access to third-party Internet sites as a convenience, the inclusion of a link is not, nor does it imply, an endorsement of the linked site by Company. Company takes no responsibility for the availability or accuracy of content or information contained on those other sites, and does not exert any editorial or other control over those other sites. Company does not take responsibility for the privacy policies and practices of these third-party links.
THE PLATFORM AUTOMATES THE PROCESS OF CONTACTING LEADS AND CONTACTS VIA EMAIL, MMS AND SMS TEXT MESSAGES, AND DIRECT-TO-VOICEMAIL MESSAGES (VOICE DROPS). LEGAL COMPLIANCE FOR THESE COMMUNICATIONS IS YOUR SOLE RESPONSIBILITY, INCLUDING WITHOUT LIMITATION THE U.S. CAN-SPAM ACT FOR EMAIL, THE FCC’S TCPA REGULATIONS, AND FTC ADVERTISING REGULATIONS.
YOU ACKNOWLEDGE THAT YOU HAVE REFERRED TO INFORMATION REGARDING APPLICABLE LAWS AND REGULATIONS ON OUR LEGAL PAGE ACCESSIBLE AT THE BOTTOM OF EACH PAGE OF OUR WEBSITE; HOWEVER, YOU ACKNOWLEDGE THAT WE ARE NOT ATTEMPTING TO INTERPRET LAWS AND REGULATIONS FOR YOU REGARDING YOUR CALLS, NOR ARE WE PROVIDING LEGAL ADVICE, AND IT SHOULD NOT BE RELIED UPON AS SUCH. INSTEAD, THIS IS FOR INFORMATIONAL PURPOSES ONLY, AND IS PROVIDED SOLELY FOR PURPOSES OF GENERAL INFORMATION.
Some jurisdictions do not allow the exclusion of certain warranties, so some of the disclaimers above may not apply to you. To the extent applicable law does not permit such disclaimer of warranty, the scope and duration of such warranty shall be the minimum permitted under such applicable law.

11. Limitation of Liability; Disclaimer of Certain Damages

NEITHER COMPANY NOR ITS LICENSORS SHALL BE LIABLE TO YOU (NOR TO ANY PERSON CLAIMING RIGHTS DERIVED FROM YOUR RIGHTS) UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY: (i) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (ii) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (iii) LOSS OF GOODWILL OR REPUTATION; (iv) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (v) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE.
IN NO EVENT SHALL COMPANY’S OR ITS LICENSORS’ AGGREGATE LIABILITY TO YOU (INCLUDING LIABILITY TO ANY PERSON OR PERSONS WHOSE CLAIM OR CLAIMS ARE BASED ON OR DERIVED FROM A RIGHT OR RIGHTS CLAIMED BY OR THROUGH YOU), WITH RESPECT TO ANY AND ALL CLAIMS AT ANY AND ALL TIMES ARISING FROM OR RELATED TO THE SUBJECT MATTER OF THIS AGREEMENT (INCLUDING WITHOUT LIMITATION THE PLATFORM AND SERVICES), IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, PERSONAL INJURY, AND WRONGFUL DEATH), OR OTHERWISE, EXCEED THE GREATER OF $50 OR THE FEES PAID BY YOU TO COMPANY UNDER THIS AGREEMENT DURING THE THREE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THE PROVISIONS OF THIS PARAGRAPH ARE INDEPENDENT OF, SEVERABLE FROM, AND TO BE ENFORCED INDEPENDENTLY OF ANY OTHER ENFORCEABLE OR UNENFORCEABLE PROVISION OF THIS AGREEMENT.
Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so some of the limitations above may not apply to you. To the extent applicable law does not permit such limitation of liability, the extent of such liability shall be the minimum permitted under such applicable law.
YOU ACKNOWLEDGE THAT THE DISCLAIMERS, LIMITATIONS OF LIABILITY, AND INDEMNIFICATION PROVISIONS IN THIS AGREEMENT ARE A MATERIAL INDUCEMENT AND CONSIDERATION FOR THE GRANT OF THE LICENSE CONTAINED IN THIS AGREEMENT AND FOR PROVIDING YOU WITH ACCESS TO THE PLATFORM.

12. Indemnification. You agree to indemnify, defend, and hold harmless Company, its licensors, their affiliates, and their respective officers, directors, employees, and agents from and against any Loss arising from or related to (1) any violation of the terms of this agreement by you or your agents, or (2) use of your account for the Platform, Leads, or the subscriptions or purchases made via the Platform. This obligation will survive the termination of this agreement. For purposes of this agreement, “Loss” means all losses, liabilities, damages, awards, settlements, claims, suits, proceedings, costs and expenses (including reasonable legal fees and disbursements and costs of investigation, litigation, expert witness fees, settlement, judgment, interest, and penalties).

13. Digital Millennium Copyright Act. Company respects the intellectual property of others, and we expect our users to do the same. If you believe any materials accessible on or from the Platform infringe your copyright, you may request removal of those materials (or access to them) from the Platform by submitting written notification to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), the written notice (the “DMCA Notice”) must include substantially the following: (1) your physical or electronic signature; (2) identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Website, a representative list of such works; (3) identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material; (4) adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address); (5) a statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law; (6) a statement that the information in the written notice is accurate; and (7) a statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner. Our designated copyright agent to receive DMCA Notices is: Agent Legend, Attn: DMCA Agent, 2000 Mallory Ln Ste 130-353, Franklin, TN, 37067. If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective. Company has a policy of terminating, in appropriate circumstances, the accounts of users who are repeat infringers.

14. Other Provisions

1. This agreement will be binding upon and inure to the benefit of the parties and their successors and assigns. Company may freely transfer, assign, or delegate all or any part of this agreement and any rights or duties hereunder. You may not assign this agreement or any of the rights or licenses granted under this agreement. Any attempted sublicense, transfer, or assignment in violation of this agreement is void.
2. Except as otherwise expressly provided herein, this agreement constitutes the entire agreement between the parties concerning the subject matter hereof. No prior or contemporaneous representations, inducements, promises, or agreements, oral or otherwise, between the parties with reference thereto will be of any force or effect. No modification or amendment to this agreement will be valid or binding unless in writing and duly executed, including by clicking a button when presented to accept such amendment.
3. The failure of either party at any time to require performance by the other party of any provision of this agreement shall in no way affect the right of such party to require performance of that provision. Any waiver by either party of any breach of this agreement shall not be construed as a waiver of any continuing or succeeding breach of such provision, a waiver of the provision itself, or a waiver of any right under this agreement.
4. If any provision of this agreement is ruled wholly or partly invalid or unenforceable by a court or other body of competent jurisdiction, then (1) the validity and enforceability of all provisions of this agreement not ruled to be invalid or unenforceable will be unaffected; (2) the effect of the ruling will be limited to the jurisdiction of the court or other body making the ruling; (3) the provision held wholly or partly invalid or unenforceable shall be deemed amended, and the court or other body is authorized to reform the provision, to the minimum extent necessary to render them valid and enforceable in conformity with the parties’ intent as manifested herein; and (4) if the ruling or the controlling principle of law or equity leading to the ruling subsequently is overruled, modified, or amended by legislative, judicial, or administrative action, then the provision in question as originally set forth in this agreement shall be deemed valid and enforceable to the maximum extent permitted by the new controlling principle of law or equity.
5. This agreement shall be construed and enforced in accordance with the laws of the state of Tennessee (other than its conflicts of law provisions), and the venue for any dispute shall be exclusively in the federal or state courts having jurisdiction over Williamson County, Tennessee. We reserve the right to seek all remedies available at law and in equity for violations of the agreement, including, without limitation, the right to block access to the Platform from a particular account, device, and/or IP address.
6. Any cause of action or claim you may have with respect to the Platform must be commenced within one year after it arises, except to the extent such limitation is not enforceable. To the fullest extent permitted by law, each party to this agreement waives its or his or her right to a jury trial with respect to any dispute or other controversy arising from hereunder or your use of or access to the Platform.
7. Company shall not be liable for any failure to perform its obligations under this agreement if such failure arises, directly or indirectly, out of causes reasonably beyond the direct control of it and not due to its own fault or negligence or that of its contractors or representatives or other persons acting on its behalf, and which cannot be overcome by the exercise of due diligence and which could not have been prevented through commercially reasonable measures, including acts of God, acts of terrorists or criminals, acts of domestic or foreign governments, changes in any law or regulation, fires, floods, explosions, epidemics, pandemics, disruptions in communications, power, or other utilities, strikes or other labor problems, riots, or unavailability of supplies.
8. You may contact us at Agent Legend, 2000 Mallory Ln Ste 130-353, Franklin, TN, 37067 for any notices, complaints, or claims with respect to the Platform.