Terms of Use for Agency Commander

1. License Grant

Subject to your compliance with this Agreement and all applicable order forms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Services solely for your internal business operations during the subscription term you purchased.

2. Acceptable Use & Restrictions

You agree not to:

• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Services.
• Rent, lease, sell, sublicense, assign, or otherwise transfer the Services to any third party.
• Use the Services to create a competing product or to benchmark features for publication without our consent.
• Upload unlawful, infringing, or malicious content, including material that violates privacy or IP rights.
• Interfere with or disrupt the integrity, performance, or security of the Services or related data.
• Access the Services for timesharing or service bureau purposes.

3. Accounts and Security

You must keep credentials confidential and promptly notify us of unauthorized use. You are responsible for actions taken through your accounts. We reserve the right to suspend access to protect the platform or if you violate this Agreement.

4. Customer Data

You retain ownership of the financial, operational, and other records you upload ("Customer Data"). You grant us a limited license to host, display, and process Customer Data solely to provide and support the Services. You are responsible for securing necessary rights to Customer Data and ensuring your use complies with applicable law.

5. Third-Party Integrations

The Services may connect with third-party products such as QuickBooks Online, cloud storage, payment processors, or messaging tools. Those products are governed by their own terms and privacy policies. We are not responsible for third-party services, and enabling an integration authorizes us to share Customer Data with that provider as needed to fulfill the requested function.

6. Fees & Payment

Subscription fees are invoiced as described in the applicable order form. Unless stated otherwise, all fees are due within thirty (30) days of invoice, are non-cancelable, and non-refundable. Late payments may incur finance charges or suspension of access.

7. Confidentiality

"Confidential Information" means non-public business, technical, or financial information disclosed by either party. Each party will protect the other’s Confidential Information with the same degree of care it uses for its own, but not less than reasonable care, and will only use it to fulfill this Agreement. These obligations do not apply to information that is public through no fault of the receiving party, was already known, was independently developed, or must be disclosed by law (with prompt notice when legally permitted).

8. Term and Termination

This Agreement remains in effect for the duration of your subscription. Either party may terminate for material breach if the breach is not cured within thirty (30) days of written notice. We may terminate immediately if you become insolvent or enter bankruptcy proceedings. Upon termination you must stop using the Services, and we will delete or return Customer Data according to our retention policies, except where law requires continued storage.

9. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED.

10. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE FEES PAID BY YOU TO US FOR THE SERVICES DURING THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY. IN NO EVENT WILL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION.

11. Indemnification

You will defend and indemnify Agency Commander, its affiliates, and personnel from any third-party claims, damages, or expenses (including reasonable attorneys’ fees) arising out of your Customer Data, your violation of this Agreement, or your use of the Services in violation of law or third-party rights.

12. Compliance & Export

You represent that neither you nor your users are located in an embargoed country or on any U.S. government denied-party list. You agree to comply with all applicable export and anti-corruption laws when using the Services.

13. Governing Law & Dispute Resolution

This Agreement is governed by the laws of the State of Delaware, United States, without regard to conflict of law principles. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Wilmington, Delaware for any dispute not subject to binding arbitration under a separate written agreement.

14. Updates

We may modify this Agreement to reflect product, legal, or operational changes. Updated terms will be posted on this page with a revised effective date. Material changes will be communicated via email or in-product notice at least thirty (30) days before they take effect. Continued use of the Services after the effective date constitutes acceptance.

15. Contact

Questions about this Agreement can be sent to [email protected].