Last Updated: October 25th, 2024
These Terms and Conditions ("Terms") govern your access to and use of the agencyanalytics.com website, AgencyAnalytics application and the services provided through the same (the "Service") which are owned and operated by My SEO Tool Inc (“AgencyAnalytics”, "us", "we", or "our").
Your access to and use of the Service is subject to your acceptance of and compliance with these Terms and to your acceptance of our Privacy Policy. These Terms apply to all visitors, users and others who access or use the Service (referred to herein as ‘you’ or ‘user’).
By accessing or using the Service you agree to be bound by these Terms and accept all legal consequences. If you do not agree to these terms and conditions, in whole or in part, please do not use the Service.
1. Accounts
In order to use certain features of the Service (eg. trials or Subscription usage) you must create an account with us. When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Service.
You are responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password, whether your password is with our Service or a third-party service.
You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.
You may not use as a username or other identifier the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.
2. Subscriptions
Some parts of the Service are billed on a subscription basis ("Subscription(s)"). You will be billed in advance on a recurring and periodic basis ("Billing Cycle"). Billing cycles are set either on a monthly or annual basis, depending on the type of subscription plan you select when purchasing a Subscription. At the end of each Billing Cycle, your Subscription will automatically renew under the exact same conditions unless you cancel it or AgencyAnalytics cancels it. You may cancel your Subscription renewal either through your online account management page at any time and the cancellation will take effect at the end of the then current billing period.
A valid payment method, including credit card or PayPal, is required to process the payment for your Subscription. You shall provide AgencyAnalytics with accurate and complete billing information including full name, address, state, zip code, telephone number, and a valid payment method information prior to your Subscription commencing. By submitting such payment information, you automatically authorize AgencyAnalytics to charge all Subscription fees incurred through your account to any such payment instruments.
Should automatic billing fail to occur for any reason and if automatic retries are unsuccessful, your account will be cancelled and access terminated. In addition, any payment not received by the due date may accrue (except with respect to charges then under reasonable and good faith dispute), at AgencyAnalytics' discretion, late charges at the rate of 1.5% of the outstanding), or the maximum rate permitted by law, whichever is lower, from the date such payment was due until the date paid. If AgencyAnalytics pursues collection efforts against you due to your failure to pay fees due under this Agreement, you will pay AgencyAnalytics’ costs of collection, including any legal fees related thereto. In addition to the foregoing, AgencyAnalytics will be entitled to suspend the provision of Services in its sole discretion until your account is brought current, or to terminate this Agreement without waiving any of AgencyAnalytics’ rights and remedies in respect thereof. Notwithstanding the foregoing, there are no refunds for termination or suspension except for the satisfaction guarantee outlined in the FAQ to our pricing page: https://agencyanalytics.com/pricing, you will remain fully liable for all fees, costs, and charges in full term as if there was no termination or suspension.
3. Trials Beta Features & Feature Changes
Trial Terms
AgencyAnalytics may, at its sole discretion, offer a Subscription with a free trial for a limited period of time ("Free Trial"). You may be required to enter your billing information in order to sign up for a Free Trial. If you are required to enter your billing information when signing up for a Free Trial, you will not be charged by AgencyAnalytics until the Free Trial has expired. On the last day of the Free Trial period, unless you cancelled your Subscription, you will be automatically charged the applicable Subscription fees for the type of Subscription you have selected. At any time and without notice, AgencyAnalytics reserves the right to: (i) modify the terms and conditions of any Free Trial offer; and/or (ii) cancel such Free Trial.
Beta Features
From time to time, AgencyAnalytics may make available certain Service features or functionality that is in a testing or experimental stage (“Beta Features”) on a temporary basis for evaluation purposes only. This includes any features made available to users of the Service from time to time. AgencyAnalytics does not make any commitment to provide Beta Features in any future versions of the Service and AgencyAnalytics may immediately and without notice remove or modify any Beta Features for any reason without liability to you but will endeavour where reasonably possible to provide at least thirty (30) days prior notice of any change. All Beta Features are provided "AS IS" without warranty of any kind.
Feature Changes
We reserve the right to make changes to feature access and related subscription components of the Service, to ensure all our customers are receiving the best value from our products. AgencyAnalytics will provide reasonable notice of these changes and provide alternatives if needed to avoid disruption to your business.
4. Fee Changes
AgencyAnalytics, in its sole discretion and at any time, may modify the Subscription fees for the Subscriptions or impose charges on features previously made available at no charge in order to account for increased costs and/or to reflect added product value as we iterate and add new or improved features and functionality. Any Subscription fee change will become effective after the end of the then-current Billing Cycle in which the fee change was made.
AgencyAnalytics will provide you with at least thirty (30) days of prior notice of any increase in Subscription fees to give you an opportunity to terminate your Subscription before such change becomes effective.
Your continued use of the Service after the Subscription fee change comes into effect constitutes your agreement to pay the modified Subscription fee amount.
5. Integrations
The Service supports integrations with various third party owned and operated social media sites which have their own terms of service. When authorizing any of the integrations offered with the service, our code will have access to any data made available by the integrations API. If the integration requires a specific set of permission scopes to be authorized by the user, the API data accessed will also be limited to these scopes. Data retrieved from certain integrations may be cached for a short period and may be stored on our servers to improve the deliverability of data with the Service. The data obtained from integrations will be used in the dashboard and reports that you and your users have access to. Additionally, to further enhance our Services, including the development of new features, we may anonymize and aggregate this data (“Aggregated Data”) for analysis and improvement purposes. Aggregated Data may also be used by us to develop certain benchmarking tools available on the Service. Aggregated Data will not include any personal information or specific user details. For clarity, as between you and us, we shall own all rights to such Aggregated Data free from encumbrance.
YouTube
By authorizing the Service to access your YouTube account (eg. in order to display your feed and insights), you agree to YouTube's Terms of Service. You may revoke access from the Google Security Settings.
Google APIs
AgencyAnalytics use of and transfers to any other app of information received from Google APIs will adhere to Google API Services User Data Policy, including the Limited Use requirements.
6. Content
Our Service allows you to post, link, store, share and otherwise make available certain information, text, graphics, videos, or other material ("User Content"). You are responsible for the User Content that you post to the Service, including its legality, reliability, and appropriateness.
By posting User Content to the Service, you grant us and our service providers the right and license to use, modify, perform, display, reproduce, and distribute such User Content on and through the Service. You retain any and all of your rights to any User Content you submit, post or display on or through the Service and you are responsible for protecting those rights.
You represent and warrant that: (i) the User Content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of User Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.
We reserve all rights to block or remove communications or materials and other User Content that we determine to be: (a) abusive, defamatory, or obscene; (b) fraudulent, deceptive, or misleading; (c) in violation of a copyright, trademark or, other intellectual property right of another or; (d) offensive or otherwise unacceptable to us in our sole discretion without liability to you.
You acknowledge that, by providing you with the ability to view and distribute user-generated content on the Service, we are merely acting as a passive conduit for such distribution and we are not undertaking any obligation or liability relating to any contents or activities on the Service.
7. Intellectual Property
The Service and all contents, including but not limited to text, images, graphics or code (but excluding User Content) is the property of AgencyAnalytics and its licensors and are protected by copyright, trademarks, database and other intellectual property rights. You may display and copy, download or print portions of the material from the different areas of the Service only for your own non-commercial use. Any other use is strictly prohibited and may violate copyright, trademark and other laws. These Terms do not grant you a license to use any trademark of AgencyAnalytics or its affiliates. You further agree not to use, change or delete any proprietary notices from materials downloaded from the Service.
8. Links To Other Web Sites
The Service may contain links to third-party web sites or services that are not owned or controlled by AgencyAnalytics. AgencyAnalytics has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that AgencyAnalytics shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such websites or services. We strongly advise you to read the terms and conditions and privacy policies of any third-party web sites or services that you visit.
9. Artificial Intelligence
The Service may integrate with third party artificial intelligence (“AI”) technologies and platforms powered by machine learning and other AI technologies (“AI Services”). You acknowledge that the AI Services are provided by third parties and that AgencyAnalytics has no responsibility or liability for the performance of the AI Services. You are prohibited from using AI Services in certain prohibited manners including, without limitation, bypassing filters or otherwise making an AI Service perform unanticipated actions, exposing any information used in AI Services’ training data, overriding the privacy or security controls in an AI Service, creating or exacerbating biases in an AI Service, or otherwise negatively impacting an AI Services’ safeguards or extracting personal information in the course of using an AI Service.
AI Services use machine learning models that generate predictions based on patterns in data. Given the probabilistic nature of machine learning, you should evaluate the accuracy of any output generated by AI Services arising out of your use of the Service (“Output”) as appropriate for their use case, including by manually reviewing the Output. You shall be solely responsible for all decisions made, advice given, actions taken, and failures to act based on use of or reliance on Outputs. Agency Analytics does not represent or warrant that Outputs will be accurate or applicable for your desired use.
10. Confidentiality
“Confidential Information” means all confidential and proprietary information of a party (“Disclosing Party”) disclosed to the other party (“Receiving Party”) in connection with the Services, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including but not limited to business and marketing plans, know-how, technology, technical and financial information, product designs, and business processes. Confidential Information shall not include any information that: (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party; (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party; (iii) was independently developed by the Receiving Party without breach of any obligation owed to the Disclosing Party; or (iv) is received from a third party without breach of any obligation owed to the Disclosing Party.
The Receiving Party shall not disclose or use any Confidential Information of the Disclosing Party for any purpose outside the scope of these Terms, except with the Disclosing Party’s prior written permission. The Receiving Party agrees to protect the Confidential Information of Disclosing Party in the same manner that it protects its own Confidential Information (but in no event using less than reasonable care).
If the Receiving Party is compelled by law to disclose Confidential Information of the Disclosing Party, it shall provide the Disclosing Party with prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance if the Disclosing Party wishes to contest the disclosure.
If the Receiving Party discloses or uses (or threatens to disclose or use) any Confidential Information of the Disclosing Party in breach of these Terms, the Disclosing Party shall have the right, in addition to any other remedies available to it, to seek injunctive relief to enjoin such acts, it being specifically acknowledged by the parties that any other available remedies may be inadequate.
11. Termination
AgencyAnalytics shall have the right to suspend or terminate this Agreement immediately in the event of an emergency, suspected fraud, enforcement by external authorities or regulatory requirement or on provision of at least five (5) days prior written notice to you of all other suspensions or terminations where practicable. In instances where you have breached these Terms, we will notify you and, if the breach is capable of cure, provide you with a reasonable period in which to cure such breach, failing which we reserve the right to terminate the Service without further notice or liability to you. Upon termination, your right to use the Service will immediately cease. If you wish to terminate your account for any reason, you may cancel via your online account management page. The following terms will survive termination of these Terms: Sections 6 and 10-20.
12. Indemnification
Each party (the “Indemnifying Party”) shall defend the other party and its directors, officers and employees (collectively the “Indemnified Parties”) from and against any actions, suits, or proceedings brought against the Indemnified Parties by a third party to the extent arising as a result of: (i) violation of any law or regulation by the Indemnifying Party (including, without limitation, any privacy or personal information protection law or regulation); or (ii) breach of the terms of this Agreement (collectively any actions, suits, or proceedings falling within (i), (ii) or (iii) hereinafter referred to as a “Claim”) and shall indemnify and hold the Indemnified Parties harmless from and against any damages or costs (including reasonable attorneys' fees) awarded in to such third party against the Indemnified Parties by a court of competent jurisdiction in respect to any such Claim, subject to the conditions that the Indemnified Parties: (a) promptly give written notice of each Claim to the Indemnifying Party; (b) give the Indemnifying Party sole control of the defense and settlement of each Claim (provided that the Indemnifying Party may not settle or defend any Claim unless it unconditionally releases the Indemnified Parties of all liability); and (c) provide to the Indemnifying Party, at the Indemnifying Party's cost, all reasonable assistance and co-operation in respect to each Claim.
13. Limitation Of Liability
AgencyAnalytics, its directors, employees, partners, agents, suppliers, or affiliates, shall not be liable for any loss or damage, direct or indirect, incidental, special, consequential or punitive damages, including without limitation, economic loss, loss or damage to electronic media or data, goodwill, or other intangible losses, resulting from (i) your access to or use of the Service; (ii) your inability to access or use the Service; (iii) any conduct or content of any third-party on or related to the Service; (iv) any content obtained from or through the Service; and (v) the unauthorized access to, use of or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other claim in law, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose. TO THE EXTENT THAT THE FOREGOING LIMITATION IS NOT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL OUR TOTAL AGGREGATE LIABILITY IN CONNECTION WITH OR UNDER THESE TERMS OF USE, OR YOUR USE OF, OR INABILITY TO MAKE USE OF, THE SERVICES, EXCEED THE FEES PAID BY YOU TO US IN THE SIX (6) MONTHS PRECEDING THE CLAIM. FOR GREATER CERTAINTY, THE EXISTENCE OF ONE OR MORE CLAIMS UNDER THESE TERMS WILL NOT INCREASE THIS MAXIMUM LIABILITY AMOUNT.
14. Disclaimer And Non-Waiver of Rights
AgencyAnalytics makes no guarantees, representations or warranties of any kind as regards the website and associated technology. Any purportedly applicable warranties, terms and conditions are excluded, to the fullest extent permitted by law. Your use of the Service is at your sole risk. The Service is provided on an "AS IS" and "AS AVAILABLE" basis and AgencyAnalytics its subsidiaries, affiliates, and its licensors do not warrant that a) the Service will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Service is free of viruses or other harmful components; or d) the results of using the Service will meet your requirements.
To the maximum extent permitted by applicable law, the Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose or non-infringement.
If you breach any of these Terms and AgencyAnalytics chooses not to immediately act, or chooses not to act at all, AgencyAnalytics will still be entitled to all rights and remedies at any later date, or in any other situation, where you breach these Terms. AgencyAnalytics does not waive any of its rights. AgencyAnalytics shall not be responsible for any purported breach of these Terms caused by circumstances beyond its control. A person who is not a party to these Terms shall have no rights of enforcement.
15. Exclusions
As set out above, some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you. Provincial laws of Canada may apply to certain products and service provided.
16. Governing Law
These Terms shall be governed by, and interpreted and enforced in accordance with, the laws in the Province of Ontario and the laws of Canada, as applicable.
17. Provisions Severable
If any provision of these Terms is held to be invalid or unenforceable by a court of competent jurisdiction, then any remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements, oral or otherwise, regarding the Service.
18. Changes
We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. The date of last update of these Terms is set out at the beginning of these pages. What constitutes a material change will be determined at our sole discretion.
By continuing to access or use our Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, in whole or in part, please stop using the website and the Service.
19. Assignment
You may not assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of AgencyAnalytics. Any attempt by You to assign its rights or obligations under these Terms in breach of this Section shall be void and of no effect. AgencyAnalytics may assign any of its rights or obligations hereunder without Your consent. Subject to the foregoing, these Terms shall bind and inure to the benefit of the parties, their respective successors and permitted assigns.
20. Entire Agreement
These Terms and all documents incorporated herein by reference constitute the entire agreement between You and AgencyAnalytics pertaining to the subject matter of these Terms and supersedes all prior agreements and understandings between You and AgencyAnalytics.
21. Language
The parties have expressly requested and required that these Terms and all related documents be written in the English language. Les parties conviennent et exigent expressément que ce Contrat et tous les documents qui s'y rapportent soient rédigés en Anglais.
22. Contact Us
If you have any questions about these Terms, please contact us.