Terms of Service
Gata Labs Inc., operating as AgencyEngine, a Canadian corporation with offices at 545 King St W, Toronto, ON M5V 1M1 (“AgencyEngine”, “we”, “us” or “our”) provides the AgencyEngine Services to you.
1. General
Welcome to AgencyEngine. These Terms of Service ("Terms" or "TOS"), together with our Policies, form a binding agreement between AgencyEngine ("AgencyEngine", "we", "our", or "us") and you ("Partner", "you" or "your") and govern your use of the services we provide, unless we have a custom agreement in place that references different terms. For the purpose of this Agreement, "Client/End User" refers to the individual or entity that is the client of the Partner and ultimately utilizes the products or services provided. Please read these Terms and our Policies (jointly referred to as the "Agreement") carefully.
In addition to these Terms, Your use of the Services is governed by our policies, including, but not limited to, our other policies that may be updated periodically (collectively, "Policies").
Your use of the platform, core services, add-on services, toolbars, widgets, applications, or distribution channels through which we operate, and Your use of any of our services, further described in Section 2 below—including, but not limited to, the software, programs, technology, offerings, tools, plug-ins, components, upgrades, updates, and all related applications now available or available in the future (collectively "Services")—whether accessed through the site or via another access point, are conditioned upon Your acceptance of and compliance with this Agreement.
BY ACCESSING THE PLATFORM AND/OR USING THE SERVICES, YOU CONFIRM AND ACKNOWLEDGE THAT (1) YOU HAVE READ THE AGREEMENT, (2) YOU UNDERSTAND ITS CONTENT (3) YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS CONTAINED IN THE AGREEMENT, INCLUDING SECTION 3 “CHANGES”, OF THESE TERMS AND (4) YOU HAVE THE LEGAL AUTHORITY TO BIND YOURSELF BY THE LAWS OF YOUR JURISDICTION, OR, IF APPLICABLE, THE BUSINESS ENTITY YOU REPRESENT. IF YOU ARE NOT AUTHORIZED NOR DEEMED BY LAW TO HAVE SUCH AUTHORITY, YOU ASSUME SOLE PERSONAL LIABILITY FOR THE OBLIGATIONS SET OUT IN THIS AGREEMENT.
If You do not agree to be bound by the terms and conditions of this Agreement, do not use or access the Platform or use any of the Services. Use of the Platform or Services is void where prohibited.
2. Services
A. Services Description
We provide various website solutions and related products, including, but not limited to, the following—including each of the Services AgencyEngine offers:
"Platform Services", also referred to as the "Platform", which collectively includes:
- Website Engine: software that allows You and Your Clients to build and manage websites;
- Mobile Website Engine;
- Domain Engine;
- Social Engine;
- Ads Engine;
- API access to the AgencyEngine Platform ("Platform API").
"Core Services", which include, but are not limited to, the ability to create and maintain multiple websites assigned to Your account ("Sites") for either Your own purposes or, if applicable, Your clients ("Your Clients") who have created or established websites through Your account ("Client Sites").
“Add-On Services” refers to supplementary or specialized features provided by AgencyEngine that extend or enhance our core offerings.
B. Use of Services
You can use our Services for Your business or organization's needs, as long as You follow these terms and all relevant laws and regulations. You are responsible for ensuring compliance with all applicable laws, regulations and directives with regard to the use of the Platform and the Services.
C. Service Changes and Limitations
Our Services are always evolving, and we may ask You to accept updates to the platform or services, and revisions to the Terms, Privacy Policy, or other Policies. Occasionally, we may require You to update Your software to continue using the services or the platform.
We have the right to withdraw support, temporarily or permanently suspend, or permanently discontinue all or part of our platform or services at any time. If this happens, Your right to use the platform and services, in whole or in part, will be automatically terminated or suspended. Unless required by law, we don't have to provide refunds, benefits, or other compensation to You if we discontinue the services.
WE MAY, IN OUR SOLE DISCRETION, LIMIT, SUSPEND, TERMINATE, MODIFY, OR DELETE YOUR ACCOUNT, YOUR SITES, ANY OF YOUR CLIENT’S SITES, ACCESS TO THE SERVICES OR ANY PORTION OF THEM; PROHIBIT ACCESS TO OUR SERVICES AND PLATFORM, AND OUR CONTENT, SERVICES, AND TOOLS; OR DELAY OR REMOVE HOSTED CONTENT, AND WE ARE UNDER NO OBLIGATION TO COMPENSATE YOU FOR ANY LOSSES OR RESULTS.
3. Changes
AgencyEngine may update or modify these Terms at any time. Occasionally, AgencyEngine may revise this Agreement by posting updated terms at agencyengine.ai/terms-of-service in accordance with this Section 3 "Changes."
If any updates to the Terms materially affect Your rights, AgencyEngine shall provide You with advance notice of such changes at least three (3) days prior to the changes taking effect ("Notice Period"). Such notification ("Change Notice") may occur through one or more of these methods:
- email communication,
- a notice within the AgencyEngine Platform, and/or
- a notification posted prominently on the AgencyEngine website. Each Change Notice will be considered sufficient notice for purposes of modifying these Terms.
If You disagree with any modifications, Your only remedy is to terminate this Agreement before the conclusion of the Notice Period. All updates to the Agreement will become effective immediately after the end of the Notice Period. Your continued use of AgencyEngine’s Services after the expiration of the Notice Period constitutes Your acceptance of the updated Terms.
4. AgencyEngine’s License to You
A. Platform License
Subject to these Terms, AgencyEngine hereby grants You a limited, non-exclusive, non-transferable license to access and use the Platform during the Term solely for the purposes as specified by these Terms, with a right to sublicense exclusively to the extent necessary for enabling Your Clients and You to access and utilize the Platform Services as contemplated under this Agreement (the "License").
The Services, Platform, Marks, and any related intellectual property rights remain the copyrighted proprietary property of AgencyEngine and may not be redistributed, repackaged, or utilized in any manner except as explicitly permitted under these Terms. Violation of this License may result in suspension or termination of Your account, and AgencyEngine reserves the right to refuse any or all future access or use of the Services. The Platform and all other AgencyEngine intellectual property remain expressly subject to this License.
You acknowledge and agree that the Platform, Services, Software, trademarks, service marks, logos, and other related materials featured on the AgencyEngine website ("Marks") are protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights, individually or collectively, under all applicable laws and international agreements. AgencyEngine and its licensors exclusively own and retain all rights, titles, and interests in and to the Platform, Marks, and associated intellectual property rights, including any modifications, improvements, derivations, and compilations (the "AgencyEngine Content").
Except for the rights explicitly granted herein, neither You nor Your Clients shall have any rights or claims concerning the Platform or the AgencyEngine Content. You acknowledge, and will ensure Your Clients acknowledge as applicable, that no license or right of any kind is granted under these Terms except for the specific licenses set forth herein, and all rights not expressly licensed herein are fully reserved by AgencyEngine.
5. Content & Feedback
A. Ownership of Client Content
As between You and AgencyEngine, AgencyEngine does not own or claim any ownership rights in or to the content provided by You or Your Clients for inclusion or display on Sites (“Your Content”). Your Content may include, without limitation, information, data, text, software, music, audio, photographs, graphics, videos, messages, goods, products, services, or other materials that You or Your Clients create, upload, or otherwise make available through the Services.
AgencyEngine accesses Your Content solely through methods authorized by You or Your Clients, including copying or retrieving content or images directly from Your or Your Clients’ websites (as expressly approved by You or Your Clients) or by receiving content uploaded or pasted by You or Your Clients onto the Platform.
You (and, if applicable, Your Clients) remain solely responsible for all Your Content that is provided, uploaded, or otherwise shared via the Platform, including ensuring that such content does not violate any applicable laws or infringe upon the rights of any third party.
B. Your Feedback
For continuous improvement, technology enhancement, and marketing efforts, AgencyEngine may utilize the feedback provided by you, our Partner, to develop new features and guide other business purposes. Any feedback You provide to AgencyEngine, such as images, words, ideas, concepts, techniques, marketing strategies, suggestions, comments, emails, or other materials (“Feedback”), is deemed non-confidential and non-proprietary. By submitting Feedback, You confirm that You have the right to disclose it and grant AgencyEngine a perpetual, worldwide, royalty-free, transferable, sublicensable, non-exclusive license.
AgencyEngine may, at its sole discretion, share data and best practices derived from Feedback. In doing so, we are committed to ensuring that no individual partner’s unique methods, trade secrets, or proprietary information are revealed to other partners.
C. Publicity/Case Studies
You authorize AgencyEngine to use Your name, logo, and trademarks in its sales and marketing materials. Both parties agree that any public announcements or press releases directly referencing Your organization will only be published upon prior written approval from both You and AgencyEngine.
You further agree that, with Your prior written approval, AgencyEngine may publish or otherwise distribute case studies or other marketing materials detailing Your use of the Services for promotional purposes and in connection with its offerings to third parties.
6. Registration and Account Management
To use certain features of the Services, You'll need to register and provide information like Your name, email address, physical address, company name, industry, and website URL ("Registration Data"). For more details on the information we collect, please refer to these Terms and our Privacy Policy.
You can access and manage Your content and personal information, including Your Partner Data, anytime using Your account settings or by contacting us at legal@agencyengine.ai.
By using our Services, You agree to:
- Provide accurate and complete Registration Data, updating it as necessary.
- Keep Your account details secure and confidential.
- Carefully manage permissions, as admin users can make significant changes to Your account or sites. You're responsible for ensuring they have the right authorization.
- Avoid impersonating or misrepresenting Your identity or affiliation.
- Notify us immediately in writing if You become aware of any unauthorized use or security breach affecting the Platform, Your sites, or the Services.
All communications and activities made using Your Registration Data are considered authorized by You. You are responsible for all actions performed under Your Registration Data.
- Data
AgencyEngine requires certain operational, performance, or usage, and lead-conversion data, which may be used to evaluate solution effectiveness, conduct experiments, and refine AgencyEngine’s offerings, including for promotional initiatives. Partners shall provide the necessary and accurate data for which they act as custodians.
7. Privacy, Data Protection, and Compliance
You shall supply AgencyEngine only with Personal Data that is strictly necessary for AgencyEngine to perform its Services under this Agreement, and You will not request or require AgencyEngine to Process Personal Data in a manner that violates applicable Data Protection Laws.
Notwithstanding the above, You are expressly prohibited from uploading, transferring, or otherwise using the Services in connection with Personal Data that constitutes Protected Health Information or any data defined as sensitive or restricted under applicable Data Protection Laws (“Prohibited Data”). Prohibited Data shall include but not be limited to genetic or biometric information, data regarding health or medical conditions, sexual orientation or sexual life information, Social Security Numbers or similar government-issued identifiers, financial data (such as credit card details or credit ratings), and any information related to minors under 16 years of age.
A. Your Obligations to Your Clients and Site Visitors:
Utilizing AgencyEngine’s Services does NOT guarantee compliance with applicable Data Protection Laws, and AgencyEngine expressly disclaims any responsibility for Your compliance obligations. You are solely responsible for providing appropriate notices and obtaining all necessary consents from Your Clients and/or Site Visitors in connection with their use of the Services. Your obligations include, without limitation, compliance with breach notification statutes, providing accurate disclosure of the Personal Data collected and how such data is processed or disclosed, and implementing a comprehensive and legally compliant privacy policy.
You acknowledge and agree that AgencyEngine shall not be responsible or liable to You, Your Clients, or any End-Users for Your or Your Clients’ breaches of applicable Data Protection Laws.
B. AgencyEngine’s Privacy Obligations:
AgencyEngine may utilize Personal Data for statistical purposes, financial analysis, and business insights, provided such data is aggregated, de-identified, or otherwise stripped of personally identifiable attributes.
AgencyEngine shall implement reasonable and appropriate administrative, physical, and technical safeguards designed to ensure the security and protection of Personal Data, appropriate in AgencyEngine’s discretion, to the nature and sensitivity of such data.
AgencyEngine will retain Personal Data only for the duration necessary to provide the Services subject to this Agreement, unless otherwise permitted or required by applicable laws. Upon expiration or termination of this Agreement, AgencyEngine will delete or return all Personal Data in its possession relating to You or Your Clients, subject to any legal obligations requiring retention (in which case AgencyEngine shall ensure safeguard measures preventing further Processing of such Personal Data). The terms herein shall continue governing any retained Personal Data.
In addition to these privacy provisions and the other terms set forth within these Terms, You and Your Clients’ use of the Platform and Services is subject to AgencyEngine’s Privacy Policy, which describes our practices concerning the collection, usage, and disclosure of information collected when visiting or using the Platform. By accessing or using the Services, You consent (and shall cause Your Clients to consent) to such collection and processing of information, including Personal Data, as described herein and in AgencyEngine’s Privacy Policy, as may be periodically updated by AgencyEngine.
C. Compliance
AgencyEngine is not responsible for ensuring that any websites or other online content created or hosted through the Platform comply with local, state, provincial, national, or other relevant legal requirements, including (but not limited to) accessibility or language mandates.
8. Pricing, Payments, Refunds, and Taxes
By using AgencyEngine's Services, You agree to pay all applicable setup fees, subscription fees, and any other charges agreed upon during registration or subscription purchase (collectively, the “Service Fees”).
You agree to provide and maintain a valid bank account ("Authorized Bank Account") on file, and You expressly authorize AgencyEngine to automatically withdraw and debit all applicable Service Fees from the Authorized Bank Account. You must ensure that a valid Authorized Bank Account is kept current at all times to avoid interruptions or termination of Your AgencyEngine Account or any Services or Sites provided.
Your Authorized Bank Account will be automatically debited according to Your selected billing cycle. If You upgrade or add additional services during an existing billing period, AgencyEngine may immediately debit Your Authorized Bank Account for a prorated amount covering the additional fees.
If You choose to purchase or download third-party apps or services separately through AgencyEngine’s Platform or integrated app marketplace, these apps or services will be billed separately, according to the applicable app provider’s terms and conditions.
If, for any reason, AgencyEngine is unable to successfully process an automatic withdrawal or debit from Your Authorized Bank Account, You agree to promptly provide an alternative valid form of payment. You expressly authorize AgencyEngine to debit or charge this alternative payment method for all unpaid, overdue, or previously due Service Fees, including any associated late or processing fees incurred.
You are solely responsible for all applicable taxes, levies, or duties associated with Your use of AgencyEngine’s Services. Payment processing may be handled either directly by AgencyEngine or by third-party vendors. If payments are handled by third parties, such payment processing is governed by the third parties' terms of use and applicable privacy policies. We encourage You to review any such third-party terms and privacy practices carefully.
A. Auto-renewal
AgencyEngine's Services operate on an automatic renewal basis, charged on a recurring fee schedule, unless explicitly stated otherwise. At the end of each subscription period, AgencyEngine will automatically renew Your subscription for a subsequent period equal in duration to Your original term and will charge Your Authorized Bank Account accordingly.
AgencyEngine reserves the right to set pricing for each Service and may, at its sole discretion, change pricing at any time. AgencyEngine may introduce charges or fees for Services previously offered at no charge. If AgencyEngine increases the price of any Service to which You are subscribed, AgencyEngine will communicate such pricing changes to You in advance by email. AgencyEngine is not obligated to notify You regarding price adjustments for Services to which You are not subscribed.
B. Late Fees
If Your Service Fees payment is overdue, AgencyEngine reserves the right to apply a late fee on the unpaid balance at the maximum rate permitted by law, but not exceeding 1.5% per month of the amount owed. Failure to pay overdue amounts may result in suspension or termination of Your Services. Additionally, if AgencyEngine must use a collection agency or resort to legal proceedings to collect amounts owed, You agree to reimburse AgencyEngine for all expenses incurred, including reasonable attorneys’ fees and court costs. Furthermore, should AgencyEngine refer unpaid amounts to any third-party collection agency or similar service, You agree to pay any applicable collection fees at the time the account is referred.
9. User Conduct; Generated Output
A. User Conduct
You agree to use the Services in a manner compliant with all applicable local, state, national, and international laws and regulations, and to ensure that Your Clients understand and adhere to these requirements.
AgencyEngine will not be held liable if any Client misuses the Services or violates any law or regulation.
You (the “Partner”) are responsible for all activity that occurs under your AgencyEngine account, including any activity carried out by your employees, contractors, end-clients, or other third parties to whom you grant access (collectively, your “Clients”). You agree to ensure that your Clients receive, understand, and comply with these Terms of Service and all applicable AgencyEngine policies. Any act or omission by a Client that would constitute a violation of these Terms if committed by you will be deemed a breach by you, and AgencyEngine may hold you accountable for that breach, including by suspending or terminating your account or the Services.
In addition, You and Your Clients may not:
- Utilize Content in a manner inconsistent with its intended purpose or outside the scope of the Services and the terms of this Agreement.
- You further agree not to engage in or enable any unlawful or harmful uses, including but not limited to content exploiting minors, hateful or discriminatory materials, malicious code, fraudulent or deceptive activities, or anything that violates applicable law or third-party rights.
In addition, You expressly agree not to:
- Alter, modify, delete, forge, mirror, frame, hyper-link, create derivative works of, disrupt, circumvent, or compromise any portion or functionality of the Services or AgencyEngine Content;
- Access or attempt to access any of AgencyEngine's systems, programs, or data that are not expressly intended for public use, or circumvent any registration requirements or security mechanisms on the Services;
- Decompile, disassemble, reverse engineer, or otherwise attempt to discover underlying source code, algorithms, or ideas of the Services, except strictly if and to the extent applicable law explicitly permits;
- Abuse or manipulate the Services or affect pricing displayed through the Services in any deceptive manner;
- Engage in activity or use language that is threatening, abusive, harassing, defamatory, libelous, harmful, hateful, offensive, or profane towards AgencyEngine’s clients, users, employees, representatives, or any third party, as determined solely by AgencyEngine.
You are responsible for ensuring that Your Clients are aware of and comply with the expectations outlined in AgencyEngine’s policies. This includes, for example, referencing these policies in Your own internal documentation, contractual agreements, or onboarding materials, and addressing them in direct communications (e.g., emails, meetings, or training sessions) to clearly convey the requirements to Your Clients.
We are not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to any of Your Clients’ content. Furthermore, we shall not be liable to You or any third party for Your Clients’ content in any way
B. AgencyEngine-Provided Output
You further agree to comply fully with any third-party guidelines, policies, or terms associated with the use of any artificial intelligence technology or tool utilized within the Platform or Services that AgencyEngine makes You aware of or provides by linking expressly thereto.
Ownership of Output: AgencyEngine supplies content, whether images, text, or similar material, that may originate from AI tools, human creators, or thirdâparty providers like stock image services. All content provided by AgencyEngine remains its property. Users are expressly prohibited from transferring, sublicensing, or repurposing this content beyond the scope of any agreed license without prior written consent.
Similarity of AI-Generated Output: Due to the nature of AI-generated content, Output may not be unique. The Platform or Services may produce the same or substantially similar output for multiple users who provide similar Input. Output generated for or provided to other users will not be deemed Your Output. You hereby irrevocably release, acquit, and forever discharge, and agree not to sue, AgencyEngine and its affiliates, as well as their employees, officers, directors, and representatives, from all liability regarding alleged copyright, trademark, infringement, misappropriation, or violation of rights arising from Output similarity or related concerns.
Accuracy Responsibility: Because Output is generated using automated processes, its accuracy in relation to real persons, places, or facts cannot be guaranteed. You agree to independently evaluate, verify, and take full responsibility for accuracy and suitability of such Output in relation to Your intended use.
Limitations of AI-Generated Output: You acknowledge and accept inherent limitations involved with AI-generated Output. Specifically, AI-generated Output may: (a) contain errors or misleading information; (b) lack originality or creativity, resulting in repetitive or predictable content; (c) struggle with nuances, slang, idioms, context, and cultural references, producing potentially nonsensical or out-of-context information; (d) lack the capability to understand, portray, or accurately replicate human emotion or empathy; (e) perpetuate biases present in training data, which could produce discriminatory or offensive Output; (f) face limitations in accomplishing complex, judgment-intensive, or nuanced tasks requiring human understanding; (g) require large datasets, potentially of varying quality or biases, negatively impacting content quality; and (h) lack personal touch, appearing cold or impersonal compared to human-created content.
You agree that neither You nor Your Clients shall hold AgencyEngine liable for any issues—whether legal, ethical, or otherwise—arising from the content You or Your Clients generate, submit, or use within AgencyEngine’s Services. This includes all text, images, data, and AI-generated content (“AI Content”). You and Your Clients are solely responsible for verifying the accuracy, legality, suitability, and intellectual property rights of AI Content. Accordingly, AgencyEngine shall not be held accountable for any claims, liabilities, or damages—including but not limited to defamation, libel, obscenity, or infringement of third-party rights—that result from AI Content. You agree to indemnify and hold AgencyEngine harmless from any such claims or liabilities stemming from actions taken by You or Your Clients.
10. Termination
AgencyEngine may suspend or terminate Your account and access to Services at any time, at our sole discretion, without liability to You or any third party. Termination reasons may include, but are not limited to, extended inactivity periods, non-payment, unauthorized use of Registration Data, violations of this Agreement, violations of user conduct rules (see Section 9), providing us inaccurate or incomplete Registration Data, or providing inappropriate or offensive content.
A. Client Subscription Cancellation
If Your Client cancels their subscription, their site will be deactivated. It can be restored within 30 calendar days. After this period, the site will be permanently deleted and cannot be recovered.
11. Release & Disputes with Others
You alone are responsible for Your interactions with Your Clients, visitors (“End Users”), other users of our Services, and any third parties encountered through using our Platform. AgencyEngine may, but is not obligated to, monitor disputes between You and others. Should a dispute occur with third parties (including team members, Clients, End Users, or employees), You release AgencyEngine and our directors, officers, subsidiaries, employees, partners, joint ventures, and agents from all claims, demands, damages (actual and consequential), known or unknown, arising from or relating to such disputes.
If You’re a California resident, You waive California Civil Code §1542, stating: “A general release does not extend to claims that the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
12. Disclaimers of All Warranties
AgencyEngine’s Platform, Service, and Content are all provided on an “as is” and “as available” basis. We expressly disclaim any and all warranties of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, and non-infringement.
Without limiting this:
- We do not warrant that AgencyEngine’s Platform, Your Sites, our Services, or the Content will meet Your requirements, nor that their functionality will be uninterrupted, timely, secure, accurate, correct, complete, or available.
- We neither endorse nor assume any responsibility or liability whatsoever for Your Content or for content provided by third parties.
- We make no representations or warranties regarding the use, correctness, accuracy, completeness, reliability, or results of Your Sites, our Services, or any Content viewed or generated therein.
13. Limitation of Liability
To the fullest extent permitted by applicable law, AgencyEngine shall under no circumstances be liable for any indirect, incidental, special, punitive, exemplary, or consequential damages, including, but not limited to, lost profits, lost revenue, damage to reputation or goodwill, or lost Clients or users, arising from or relating to:
- Your use or inability (for any reason) to use any parts of our Platform or Services (including inaccuracies or errors in content provided or accessed through the Platform),
- Any action or inaction associated with this Agreement (including the cost of procuring substitute services), or
- The actions, statements, or conduct of You or any third party on the Platform or Your Site, including any submissions of Content.
Without limiting the foregoing, AgencyEngine expressly disclaims liability for any diminution or loss of Your user base caused by unsatisfactory performance, design, or functionality of the websites You create or manage using our Platform or Services.
These limitations apply to any theory of liability—whether based on warranty, contract, statute, tort, or any other legal principle—and remain in effect even if AgencyEngine has been advised of the possibility of such damages.
These limitations of liability apply whether the claims are based on warranties, contract violations, tort—including negligence—or any other legal theory, even if AgencyEngine has been warned of or foresaw the possibility of such damages.
You expressly agree that any claim or cause of action arising from Your use of the Platform, Services, Content, or this Agreement must be filed no later than thirty (30) days after such claim or cause of action arose or be permanently barred.
If, for any reason, these limitations of liability are not enforceable in part or in whole, You agree that AgencyEngine’s total aggregate liability under this Agreement shall never exceed the total fees You have paid to AgencyEngine pursuant to this Agreement.
14. Indemnification
At Your own expense, You agree to indemnify, defend, and hold AgencyEngine, our officers, directors, employees, agents, and affiliates harmless from and against all claims, liabilities, losses, costs, expenses (including reasonable attorney’s fees), and damages of any kind, known or unknown, that are connected to or arise from:
- Your use of, reliance upon, or access to the Platform, AgencyEngine Content, or Services;
- Your Content;
- Your Sites and/or Your Clients’ Sites;
- Your violation of any applicable laws, regulations, or this Agreement.
AgencyEngine will provide written notice to You of any such claim. You agree explicitly not to enter settlements or compromises related to such claims unless You have AgencyEngine’s prior consent. AgencyEngine maintains the right, at our sole discretion, to assume exclusively the defense and control over any matter You must indemnify. You agree to fully cooperate with any required defense activities in that event.
15. Third-Party Services
In connection with Your use of the AgencyEngine Platform or Services, You may become aware of products, services, offers, or promotions provided by third parties. Portions of the Platform or Services delivered by or through third parties ("Third-Party Services") are expressly subject to the terms, conditions, policies, and agreements of such third parties. Your use of Third-Party Services is conditioned upon Your acceptance of and compliance with these additional terms and conditions. If You choose to utilize Third-Party Services, You acknowledge that You are responsible for reviewing and understanding such third-party terms and conditions and agree that the respective third party is fully responsible for performance, delivery, and support of their services.
You expressly acknowledge and agree that, irrespective of how Third-Party Services may be presented or made available to You (including bundled with AgencyEngine Services, offered separately through AgencyEngine, or accessible within the Platform), AgencyEngine acts solely as an intermediary platform facilitating Your access to such Third-Party Services. AgencyEngine does not endorse, guarantee, or assume any responsibility or liability whatsoever for Third-Party Services, including any third-party products, services, promotions, offerings, or interactions. AgencyEngine is not, and will not become, a party to any interaction or agreement between You and a Third-Party Service provider and will not be responsible for monitoring any such interactions or transactions.
AgencyEngine's Platform or Services may allow You to import, link, or reference content that is hosted on third-party websites ("Third-Party Content"). This Third-Party Content is not owned or controlled by AgencyEngine. If Third-Party Content becomes unavailable, removed, or inaccessible by a third party, the corresponding portions of Your Sites or Platform creations referencing such Third-Party Content will no longer function properly.
The Services may permit You to embed images, animations, videos, audio files, fonts or other content provided by You or third parties into Sites or other portions of the Platform ("Embedded Content"). Your use of any Embedded Content is subject to Your compliance with these Terms and any applicable third-party licenses, end-user license agreements, or terms of use governing the specified Third-Party Content.
AgencyEngine makes no warranty or representation that any content embedded or imported via the Platform—either through automated import methods or placed manually by You—is properly licensed for use in Your jurisdiction. It is solely Your responsibility to verify and ensure that You possess all appropriate licenses, usage rights, permissions, or that Your intended usage complies with all applicable laws such as Fair Use or similar rights in Your jurisdiction.
AgencyEngine reserves the right, at its sole discretion and at any time, to remove Third-Party Content from the Platform or Services and/or to disable any access You may have to such Third-Party Content.

