Terms and Conditions

TERMS OF USE, ENROLLMENT & SERVICEIMPORTANT NOTICE: PLEASE CAREFULLY REVIEW AND UNDERSTAND THESE TERMS OF USE, ENROLLMENT & SERVICE (THESE “TERMS”) BEFORE USING, ENROLLING IN, OR RECEIVING SERVICES FROM AGENCY SCALING, LLC (“WE,” “US,” “OUR,” OR “COMPANY”), OUR AGENCY SCALING COACHING PROGRAM, OR OUR WEBSITE, WWW.AGENCYSCALING.COM. THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF LIABILITY, INCLUDING ARBITRATION AND CLASS ACTION WAIVER PROVISIONS THAT WAIVE YOUR RIGHT TO A COURT HEARING, JURY TRIAL, AND PARTICIPATION IN A CLASS ACTION (SEE SECTIONS 8, 13, 14, AND 15). THESE TERMS FORM AN ESSENTIAL BASIS OF OUR AGREEMENT.BY USING THIS WEBSITE OR ENROLLING IN OUR PROGRAMS, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO BE LEGALLY BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS IN THEIR ENTIRETY, YOU ARE NOT AUTHORIZED TO USE THIS WEBSITE OR OUR SERVICES.

1. THIS IS A CONTRACT

The use of www.agencyscaling.com or any other websites to which these Terms are linked (each, a “Website”), owned and maintained by Agency Scaling, LLC, is governed by these Terms, our Privacy Policy, Digital Millennium Copyright Act (DMCA) Policy, and Anti-Spam Policy (collectively, the “Agreement”).We provide access to the Website, including all information, courses, tools, and services available, conditioned upon your acceptance of these Terms in full. This Agreement governs:

Your access and use of the Website and services provided by us.Any order you place through the Website, by telephone, or through any other accepted method of purchase.Your use or attempted use of the products or services offered through the Website.

By visiting the Website and/or purchasing any product or service from us, you expressly agree to be bound by these Terms, including any additional terms, conditions, and policies referenced herein or available by hyperlink. If you do not agree to all of the terms and conditions in this Agreement, you are not authorized to access, browse, or use the Website or our Services in any manner.

2. WEBSITE USE

The Website is intended for use by businesses operated by adults. By using the Website, you affirm and represent that you meet all of the following conditions:

You are at least 18 years old or the legal age of majority in your state, province, or country of residence (whichever is greater).You operate a business and are using the Website for commercial purposes.You have the legal capacity to enter into a binding contract with Agency Scaling, LLC.You have read, understood, and agreed to all the terms and conditions outlined in this Agreement.

If you do not meet any of these requirements, you are not authorized to access or use the Website, its content, or its services in any manner.

3. WEBSITE USER CONDUCT AND RESTRICTIONS – LICENSE TERMS

All aspects of our Website are protected by U.S. and international copyright, trademark, and other intellectual property laws, including all content, information, design elements, text material, logos, taglines, metatags, hashtags, photographic images, testimonials, personal stories, icons, video and audio clips, and downloads. No material on the Website may be copied, reproduced, distributed, republished, uploaded, displayed, posted, or transmitted in any way whatsoever. Agency Scaling’s trademark and logo are proprietary marks of Agency Scaling, and the use of those marks is strictly prohibited. Nothing herein gives you the right to use, copy, register as a domain name, reproduce, or otherwise display any logo, tagline, trademark, trade name, copyrighted material, patent, trade dress, trade secret, or confidential information owned by Agency Scaling, LLC.Subject to your continued strict compliance with these Terms, Agency Scaling provides to you a revocable, limited, non-exclusive, royalty-free, non-sublicensable, non-transferable license to use the Website. You acknowledge and agree that you do not acquire any ownership rights in any material protected by intellectual property laws.If you purchase a subscription to the Agency Scaling Coaching Program, Agency Scaling provides to you a revocable, limited, non-exclusive, non-sublicensable, non-transferable license to use the Agency Scaling Coaching Program. As part of this license, you will be required to pay licensing fees and agree to additional set terms and conditions for your access and use of this coaching program.To have access and use of our Agency Scaling Coaching Program, you must acknowledge and agree that:

The Agency Scaling Coaching Program is copyrighted material under United States and international copyright laws that is exclusively owned by Agency Scaling, LLC.You do not acquire any ownership rights in the Agency Scaling Coaching Program.You may not modify, publish, transmit, participate in the transfer or sale, or create derivative works from the content of the Agency Scaling Coaching Program.Except as otherwise expressly permitted under copyright law, you may not copy, redistribute, publish, display, or commercially exploit any material from the Agency Scaling Coaching Program without the express written permission of Agency Scaling, LLC.In the event of any permitted copying (e.g., from the Website to your computer system), no changes or deletions in author attribution, trademark, legal notices, or copyright notices shall be made.

To the extent you breach any of the terms referenced herein, your rights will be immediately terminated without notice.You agree not to use or attempt to use the Website or any program provided by Agency Scaling, LLC, whether alone or in conjunction with other software or hardware, in any unlawful manner or a manner harmful to Agency Scaling. You further agree to conduct yourself and all of your business activities in full compliance with all applicable laws, whether through the use of Agency Scaling Coaching Program or otherwise.

4. OUR PRIVACY STATEMENT AND DATA PROCESSING ADDENDUM AND YOUR PERSONAL INFORMATION

We respect your privacy and the use and protection of your non-public, personal information. Your submission of personal information through the Website is governed by our Privacy Statement, which can be accessed at:Privacy PolicyBy using the Website and our services, you acknowledge and agree that Agency Scaling, LLC may collect, store, process, and use your personal information in accordance with our Privacy Policy and any applicable laws and regulations. If you do not agree with any aspect of our data collection and privacy practices, you must discontinue use of the Website and our services immediately.

5. INFORMATION YOU PROVIDE; REGISTRATION; PASSWORDS

As an Agency Scaling user, you may be required to create an account in order to access certain features, services, or programs. You warrant and represent that:

The information you provide to us is truthful, accurate, current, and complete.You are not impersonating another person or entity and are using your real identity.You will maintain and promptly update your account information as necessary to ensure accuracy.

You are solely responsible for maintaining the confidentiality of your username, password, and any other credentials associated with your account. You agree not to share, transfer, or disclose your password or login credentials to any third party. You further agree not to lend, sublicense, or otherwise transfer your use of or access to your account.Additionally, you are responsible for maintaining the confidentiality of proprietary or non-public information shared with you by Agency Scaling, including but not limited to:

Technical informationPricing and financial detailsBusiness strategyData about other past or current Agency Scaling users and their businesses

Any unauthorized use, access, or sharing of such information may result in immediate termination of your account and potential legal action. If you suspect any unauthorized access to your account, you must notify us immediately.

6. ORDER PLACEMENT AND ACCEPTANCE

If you order a service or product from Agency Scaling, LLC, payment must be received in full before your order is accepted. We reserve the right to refuse, modify, or cancel orders at any time for any reason, including but not limited to:

Incomplete or inaccurate order detailsFailure to meet eligibility criteriaSuspected fraudulent activityInventory, availability, or pricing errors

Your electronic order confirmation or any other form of confirmation does not signify our acceptance of your order. Your order is only deemed accepted once you receive a formal notification from us indicating that your purchase has been successfully processed and activated.If you need to modify or cancel your order, you must contact us immediately at [email protected]. However, we cannot guarantee that we will be able to amend your order in accordance with your instructions once it has been placed and processed. All sales are final and subject to our refund and cancellation policies.

7. PRODUCTS, SERVICES, AND PRICES AVAILABLE ON THE WEBSITE

Products, services, including coaching programs, and licensing prices are generally posted at the following URL, but are subject to change: https://www.agencyscaling.com. At times, Agency Scaling may also offer services and coaching programs, which will be described when offered but nonetheless governed by these terms of the Agreement. Agency Scaling may offer additional products and services through other sites to which it owns or controls; such sites are also governed by the terms herein. Agency Scaling reserves the right, without notice, to discontinue products or services or modify specifications and prices on products and services without incurring any obligation to you. Except as otherwise expressly provided for in these terms of the Agreement, any price changes to your subscription or purchase of product(s) or services will take effect following email notice to you.

8. DISCLAIMER - YOUR BUSINESS’ INDIVIDUAL RESULTS WILL VARY

Every online business is different, employing different strategic approaches and organizational structures, and offering different products and services. Therefore, individual results will vary from user to user. YOUR BUSINESS’ INDIVIDUAL RESULTS WILL VARY DEPENDING UPON A VARIETY OF FACTORS UNIQUE TO YOUR BUSINESS, INCLUDING BUT NOT LIMITED TO YOUR CONTENT, BUSINESS MODEL, AND PRODUCT AND SERVICE OFFERINGS.Agency Scaling does not promise, guarantee, or warrant your business’ success, income, or sales. You understand and acknowledge that Agency Scaling will not at any time provide sales leads or referrals to you or your business. Those businesses who purchase our products or services will receive access to software and tools to create Internet sales funnels and otherwise assist with their respective online offerings. However, we do not guarantee your business’ success and based upon many market factors that we cannot control, the software and tools we provide may or may not be applicable to your specific business. Further, we do not make earnings claims, efforts claims, return on investment claims, or claims that our software, tools, or other offerings will make your business any specific amount of money, and it is possible that you will not earn your investment back. We do not sell a business opportunity, “get rich quick” program, guaranteed system, franchise system, or a business in a box. You should not purchase our products or services if that is your expectation. Instead, you should purchase with the understanding that using the information and software purchased will take time and effort and may be applicable in some situations but not others. Also, we do not offer any tax, accounting, financial, or legal advice and disclaim any liability from results you may incur in these areas. You should consult your business’ accountant, attorney, or financial advisor for advice on these topics.

9. YOUR RESPONSIBILITIES IN RUNNING YOUR BUSINESS

You represent and warrant that you operate a business in good standing and that there are no prior or pending government investigations or prosecutions against you or your business. You agree that you and your business will only use Agency Scaling’s products and services for lawful purposes and that you shall not use such products or services, whether alone, or in connection with other software, hardware, or services, for any unlawful or harmful purpose. You are solely and exclusively responsible for complying with any and all applicable laws and regulations in running your business, including, but not limited to, all laws governing advertising and marketing claims, subscriptions, refunds, premium offers, tax laws, and all additional laws applicable to your business. You agree to notify Agency Scaling if any investigation or lawsuit is threatened or filed against you, whereupon Agency Scaling shall have the right to terminate this Agreement without liability. Agency Scaling shall have no liability for your violation of any laws. You are solely and exclusively responsible for collecting and reporting any and all sales and use tax, and any other taxes, which may apply to sales of products or services by your business. Agency Scaling shall not be responsible to collect or report any taxes which may apply to your business or sales of products or services by your business. You agree to indemnify Agency Scaling as set out in 17 below in the event that you and/or your business violates any law and a claim is threatened or asserted against Agency Scaling as a result.

10. TESTIMONIALS, REVIEWS, AND PICTURES/VIDEOS

Agency Scaling is pleased to hear from users and customers and welcomes your comments regarding our services and products. You agree that any testimonial or product review that you provide Agency Scaling is true and accurate in all respects and does not infringe or interfere with the intellectual property rights of any third party. You agree that Agency Scaling may use your testimonials and/or product reviews, together with your name, photograph, and any other indicator of your identity, for any form of activity relating to Agency Scaling’s services or products, in printed and online media, as Agency Scaling determines in its sole and exclusive discretion. By providing Agency Scaling with any testimonial, product review, photograph, or other information about you, you grant Agency Scaling a royalty-free, worldwide, perpetual, non-exclusive, and irrevocable license to use them. Additionally, Agency Scaling reserves the right to correct grammatical and typing errors, to shorten testimonials prior to publication or use, and to review all testimonials prior to publication or use. Agency Scaling shall be under no obligation to use any, or any part of, any testimonial or product review submitted.

11. COMPLIANCE WITH THE LAWS, INCLUDING COMMITMENT AGAINST HARASSMENT AND INTERFERENCE WITH OTHERS

As an Agency Scaling user, you must comply with all laws, both U.S. and foreign, including, but not limited to, laws prohibiting deceptive and misleading advertising and marketing, and you are solely responsible for ensuring compliance with all applicable laws.

12. DISCLAIMERS OF OTHER WARRANTIES

EXCEPT WHERE OTHERWISE INAPPLICABLE OR PROHIBITED BY LAW, THE WEBSITE, PRODUCTS, SERVICES, AND SOFTWARE ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE MAKE NO, AND EXPRESSLY DISCLAIM ANY AND ALL, REPRESENTATIONS AND WARRANTIES AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY, AND/OR COMPLETENESS OF ANY INFORMATION ON THIS WEBSITE. WE DO NOT REPRESENT OR WARRANT, AND EXPRESSLY DISCLAIM THAT: (A) THE USE OF THE WEBSITE OR ANY SOFTWARE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE, OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM, OR DATA, (B) THE WEBSITE, PRODUCTS, SERVICES, OR SOFTWARE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, SOFTWARE, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS IN THE WEBSITE WILL BE CORRECTED, OR (F) THE WEBSITE OR THE SERVER(S) THAT MAKE THE WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ALL CONDITIONS, REPRESENTATIONS, AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

13. LIMITATIONS OF LIABILITIES

EXCEPT WHERE OTHERWISE INAPPLICABLE OR PROHIBITED BY LAW, IN NO EVENT SHALL AGENCY SCALING OR ANY OF ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AND/OR AGENTS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE, OR ANY OTHER DAMAGES, FEES, COSTS, OR CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT, THE SERVICES OR PRODUCTS, YOUR OR A THIRD PARTY’S USE OR ATTEMPTED USE OF THE WEBSITE OR ANY SOFTWARE, SERVICE, OR PRODUCT, REGARDLESS OF WHETHER AGENCY SCALING HAS HAD NOTICE OF THE POSSIBILITY OF SUCH DAMAGES, FEES, COSTS, OR CLAIMS. THIS INCLUDES, WITHOUT LIMITATION, ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR PRODUCTS, OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, OR OTHER DAMAGES. THIS APPLIES REGARDLESS OF THE MANNER IN WHICH DAMAGES ARE ALLEGEDLY CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, OR OTHERWISE. IN NO EVENT SHALL AGENCY SCALING’S LIABILITY TO YOU OR YOUR BUSINESS EXCEED THE AMOUNT OF TWO (2) TIMES THE PAYMENTS PAID BY YOU TO AGENCY SCALING FOR THE MONTH PRECEDING THE DATE IN WHICH THE FACTS GIVING RISE TO A CLAIM AGAINST AGENCY SCALING OCCURRED OR TWO-THOUSAND DOLLARS ($2,000), WHICHEVER IS GREATER.

14. DISPUTE RESOLUTION BY MANDATORY BINDING ARBITRATION AND CLASS ACTION WAIVER

PLEASE READ THIS ARBITRATION PROVISION CAREFULLY TO UNDERSTAND YOUR AND YOUR BUSINESS’ RIGHTS. EXCEPT WHERE PROHIBITED BY LAW, YOU AND YOUR BUSINESS AGREE THAT ANY CLAIM THAT YOU OR YOUR BUSINESS MAY HAVE IN THE FUTURE MUST BE RESOLVED THROUGH FINAL AND BINDING CONFIDENTIAL ARBITRATION. YOU ACKNOWLEDGE AND AGREE THAT YOU AND YOUR BUSINESS ARE WAIVING THE RIGHT TO A TRIAL BY JURY. THE RIGHTS THAT YOU AND YOUR BUSINESS WOULD HAVE IF YOU WENT TO COURT, SUCH AS DISCOVERY OR THE RIGHT TO APPEAL, MAY BE MORE LIMITED OR MAY NOT EXIST. YOU AGREE THAT YOU AND YOUR BUSINESS MAY ONLY BRING A CLAIM IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF (LEAD OR OTHERWISE) OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU FURTHER AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OR CLAIMS OR OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. HOWEVER, AN ARBITRATOR CAN AWARD ON AN INDIVIDUAL BASIS THE SAME DAMAGES AND RELIEF AS A COURT (INCLUDING INJUNCTIVE AND DECLARATORY RELIEF OR STATUTORY DAMAGES), AND MUST FOLLOW THE TERMS OF THESE CONDITIONS OF USE AS A COURT WOULD.

a. General

Arbitration is a manner of resolving a “Claim” without filing a lawsuit. “Claim” means any dispute between you, Agency Scaling, or any involved third party relating to your account, your use of the Website, your relationship with Agency Scaling, these Terms, or the Privacy Policy. This includes any and all claims that relate in any way to your use or attempted use of the products, and any act or omission by Agency Scaling or any third party related to your use or attempted use of the products. You, Agency Scaling, or any involved third party may pursue a Claim. Agency Scaling agrees to final and binding confidential arbitration should it have any Claims against you. Likewise, you agree to final and binding confidential arbitration should you have any Claims against Agency Scaling. By agreeing to arbitrate, you waive the right to go to court and agree instead to submit any Claims to final and binding confidential arbitration. You further agree that all claims must be arbitrated on an individual basis and not on a class basis, only individual relief is available, and that claims of more than one customer cannot be arbitrated or consolidated with those of any other customer. This arbitration provision sets forth the terms and conditions of our agreement to final and binding confidential arbitration and is governed by and enforceable under the Federal Arbitration Act (the “FAA”), 9 U.S.C. §§ 1-16, as amended.Notwithstanding anything to the contrary herein, (a) a representative action for public injunctive relief pursuant to California’s Consumer Legal Remedies Act (Cal. Civ. Code § 1750 et seq.), Unfair Competition Law (Cal. Bus. & Prof. Code § 17200 et seq.) and/or False Advertising Law (Cal. Bus. & Prof. Code § 17500 et seq.) must be arbitrated on a class basis, (b) in the event that the foregoing clause is deemed invalid or unenforceable, a representative action for public injunctive relief pursuant to California’s Consumer Legal Remedies Act (Cal. Civ. Code § 1750 et seq.), Unfair Competition Law (Cal. Bus. & Prof. Code § 17200 et seq.) and/or False Advertising Law (Cal. Bus. & Prof. Code § 17500 et seq.) may be brought in the state or federal courts located in Dallas County, Texas on a class basis, and (c) any claims other than for public injunctive relief must be arbitrated on an individual, non-class basis as otherwise set forth in this Section.

b. Exceptions

Notwithstanding the foregoing, and as an exception to final and binding confidential arbitration, you and Agency Scaling both retain the right to pursue, in small claims court, any claim that is within that court’s jurisdiction and proceeds on an individual (non-class) basis, including overdue account matters within the small claims court’s jurisdiction. Agency Scaling will not demand arbitration in connection with any individual claim that you properly file and pursue in a small claims court, so long as the claim is and remains pending in that court.The following claims shall not be subject to final and binding arbitration and must be adjudicated only in the state or federal courts located in Dallas County, Texas: (i) an action by Agency Scaling relating to the infringement or validity of our proprietary rights, including without limitation, trademarks, service marks, trade dress, copyrights, trade secrets, or patents; or (ii) an action by Agency Scaling for temporary, preliminary, or permanent injunctive relief, whether prohibitive or mandatory, or other provisional relief, against you for breach or threatened breach of this Agreement. You expressly agree to refrain from bringing or joining any claims that are excluded from final and binding arbitration pursuant to this subsection “b” in any representative or class-wide capacity, including but not limited to bringing or joining any claims in any class action or any class-wide arbitration. Small claims matters may be filed in any small claims court with personal and subject matter jurisdiction over the parties. For all other matters excluded from final and binding arbitration by this subsection “b,” the parties consent to exclusive jurisdiction and venue in the state and federal courts located in Dallas County, Texas, and forever waive any challenge to said courts’ jurisdiction and venue.

c. Required Pre-Dispute Procedures

We acknowledge and agree that before initiating any Claim against the other, we agree to first contact the other with a written description of the dispute, which shall include all relevant documents and information, and the proposed resolution. You may send the written description of any dispute you have with us by emailing us at [email protected]. Agency Scaling will contact you by letter at the billing address you provided to us or at the email address you provided to us. You agree to negotiate with Agency Scaling or its designated representative in good faith about your problem or dispute. If for some reason the dispute is not resolved within 120 days after receipt of the written dispute, we agree to the dispute resolution provisions below. Notwithstanding the foregoing or any other term of this arbitration agreement, we will have the right to seek injunctive or other equitable relief in state or federal court located in Dallas County, Texas to enforce these Terms or prevent an infringement of a third party’s rights or our intellectual property rights, as stated in subsection “b” above. You hereby expressly consent to, and forever waive any challenge to, the exclusive personal jurisdiction and venue of said courts in such actions.

d. Commencing Arbitration

You and Agency Scaling agree to commence any arbitration proceeding within one (1) year after the Claim arises (the 1-year period includes the required pre-dispute procedures set forth above) and that any arbitration proceeding commenced after one (1) year shall be forever barred.

e. Arbitration Location

If the amount in controversy is $500 or less, then the arbitration may be conducted by telephone or by written submissions. Otherwise, the arbitration shall be conducted in Dallas County, Texas, unless Agency Scaling otherwise agrees to arbitrate in another forum requested by you.

f. Organization, Rules, and the Arbitrator

We each agree that any and all Claims other than those exempted under subsection “b” above shall be submitted to final and binding confidential arbitration before a single arbitrator of the American Arbitration Association (“AAA”).

g. Fees

Payment of all filing, administration, and arbitrator fees will be governed by the AAA’s Rules.

h. Governing Law and Award

The arbitrator shall follow the substantive law of Texas without regard to its conflicts of laws principles. Any award rendered shall include a confidential written opinion and shall be final, subject to appeal under the FAA.

i. Enforceability

This provision survives termination of your account or relationship with Agency Scaling, bankruptcy, assignment, or transfer.

j. Amendments

Agency Scaling reserves the right to amend this arbitration provision at any time. Your continued use of the Website, purchase of a product or service on or through the Website, or use or attempted use of an Agency Scaling product or service, is affirmation of your consent to such changes.YOU UNDERSTAND AND AGREE TO HAVE ANY CLAIMS DECIDED INDIVIDUALLY AND ONLY THROUGH BINDING, FINAL, AND CONFIDENTIAL ARBITRATION. YOU HAVE THE RIGHT TO OPT-OUT OF THIS ARBITRATION PROVISION WITHIN THIRTY (30) DAYS FROM THE DATE THAT YOU PURCHASE, USE, OR ATTEMPT TO USE A PRODUCT OR SERVICE PURCHASED ON OR THROUGH THE WEBSITE (WHICHEVER COMES FIRST) BY WRITING TO US AT [email protected]. FOR YOUR OPT-OUT TO BE EFFECTIVE, YOU MUST SUBMIT A SIGNED WRITTEN NOTICE IDENTIFYING ANY PRODUCT OR SERVICE YOU PURCHASED, USED, OR ATTEMPTED TO USE WITHIN THE 30 DAYS AND THE DATE YOU FIRST PURCHASED, USED, OR ATTEMPTED TO USE THE PRODUCT OR SERVICE. IF MORE THAN THIRTY (30) DAYS HAVE PASSED, YOU ARE NOT ELIGIBLE TO OPT OUT OF THIS PROVISION AND YOU MUST PURSUE YOUR CLAIM THROUGH BINDING ARBITRATION AS SET FORTH IN THIS AGREEMENT.

15. AGENCY SCALING’S ADDITIONAL REMEDIES

In order to prevent or limit irreparable injury to Agency Scaling, in the event of any breach or threatened breach by you of the provisions of this Agreement or any infringement or threatened infringement by you of the intellectual property of Agency Scaling or a third party, Agency Scaling shall be entitled to seek a temporary restraining order and preliminary and permanent injunctions or other equitable relief from a federal or state court located in Dallas County, Texas restraining such breach, threatened breach, infringement, or threatened infringement.

16. INDEMNIFICATION

To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless Agency Scaling, its directors, officers, employees, shareholders, licensors, independent contractors, subcontractors, suppliers, affiliates, parent companies, subsidiaries, and agents from and against any and all claims, actions, losses, liabilities, damages, expenses, demands, and costs of any kind, including, but not limited to, attorneys’ fees and costs of any litigation or other dispute resolution, arising out of, resulting from, or in any way connected with or related to (1) your use, misuse, or attempt to use the Website, software, products, or services, (2) information you submit or transmit through the Website, (3) your breach of these Terms, the documents they incorporate by reference, the Agreement, or the representations and warranties provided by you in this Agreement, or (4) your violation of any law or the rights of a third party.

17. NOTICE AND TAKEDOWN PROCEDURES; COPYRIGHT ACT

If you believe that materials or content available on the Website infringes any copyright you own, you or your agent may send Agency Scaling a notice requesting that Agency Scaling remove the materials or content from the Website. If you believe that someone has wrongly filed a notice of copyright infringement against you, you may send Agency Scaling a counter-notice. Notices and counter-notices should be sent to Agency Scaling, LLC, Attention Legal Department, 191 University Boulevard #230, Dallas, TX 75205, or by e-mail to [email protected]. These Terms fully incorporate by reference the DMCA Policy.

18. THIRD-PARTY LINKS

The Website may contain links to other websites. Agency Scaling assumes no responsibility for the content or functionality of any non-Agency Scaling website to which we provide a link. Please see our Privacy Statement for more details.

19. TERMINATION

This Agreement will take effect (or shall re-take effect) at the time you click “ACTIVATE MY ACCOUNT NOW,” “PAY NOW,” “ORDER NOW,” “SUBMIT,” “BUY NOW,” “PURCHASE,” “I ACCEPT,” “I AGREE” or similar links or buttons, otherwise submit information through the Website, respond to a request for information, begin installing, accessing, or using the Website, complete a purchase, select a method of payment, and/or enter in payment method information, whichever is earliest. If, in our sole discretion, you fail, or we suspect that you have failed, to comply with any term or provision of the Agreement or violated any law, whether in connection with your use of Agency Scaling or otherwise, we may terminate the Agreement or suspend your access to the Website at any time without notice to you. Sections 8 through 16, and 19 through 28 of this Agreement, as well as any representations, warranties, and other obligations made or undertaken by you, shall survive the termination of this Agreement and/or your account or relationship with Agency Scaling. Upon termination, you remain responsible for any outstanding payments to Agency Scaling.

20. NO WAIVER

No failure or delay on the part of Agency Scaling in exercising any right, power, or remedy under this Agreement may operate as a waiver, nor may any single or partial exercise of any such right, power, or remedy preclude any other or further exercise of such right, power, or remedy, or the exercise of any other rights, power, or remedy under this Agreement. A waiver of any right or obligation under this Agreement shall only be effective if in writing and signed by Agency Scaling.

21. FORCE MAJEURE

Agency Scaling will not be responsible to you for any delay, damage, or failure caused or occasioned by any act of nature or other causes beyond our reasonable control.

22. ASSIGNMENT

Agency Scaling may assign its rights under this Agreement at any time, without notice to you. Your rights arising under this Agreement cannot be assigned without Agency Scaling’s (or its assigns’) express written consent.

23. ELECTRONIC SIGNATURE

All information communicated on the Website is considered an electronic communication. When you communicate with Agency Scaling through or on the Website or via other forms of electronic media, such as e-mail, you are communicating with the company electronically. You agree that we may communicate electronically with you and that such communications, as well as notices, disclosures, agreements, and other communications that we provide to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by the party sending the communication.

24. CHANGES TO THE AGREEMENT

You can review the most current version of the Terms at any time at https://www.agencyscaling.com/terms-of-use. We reserve the right, at our sole discretion, to update, change, or replace any part of the Agreement by posting updates and changes to our Website. It is your responsibility to check our Website periodically for changes. Your continued use of or access to our Website following the posting of any changes to the Agreement constitutes acceptance of those changes.

25. YOUR ADDITIONAL REPRESENTATIONS AND WARRANTIES

You further represent and warrant: (1) that you are at least eighteen (18) years of age, or the legal age of majority in your jurisdiction, whichever is greater; (2) that you own, operate, and/or have the right to bind the business for which you are using the Website; (3) that you have read this Agreement and thoroughly understand and agree to the terms contained in this Agreement; and (4) that you will not resell, re-distribute, or export any product or service that you order from the Website. You further represent that Agency Scaling has the right to rely upon all information provided to Agency Scaling by you, and Agency Scaling may contact you, your business, and any subaccounts you create by email, telephone, direct message, or postal mail for any purpose, including but not limited to (i) follow-up calls, (ii) satisfaction surveys, and (iii) inquiries about any orders you placed or considered placing on or through the Website.

26. SEVERABILITY

If any provision of this Agreement is found by the arbitrator or (if proper) a court of competent jurisdiction to be invalid or unenforceable, the remaining provisions shall not be affected thereby and shall continue in full force and effect, and such provision may be modified or severed from this Agreement to the extent necessary to make such provision enforceable and consistent with the remainder of the Agreement.

27. ENTIRE AGREEMENT

These terms of the Agreement and any policies or operating rules posted by us on the Website or in respect to the Website constitute the entire agreement and understanding between you and your business and Agency Scaling and govern your access to and use of the Website and your ordering, purchasing, and use and/or attempted use of any service or product, and supersede and replace any prior or contemporaneous agreements, representations, communications, and proposals, whether oral or written, between you and Agency Scaling. In the future, we may also offer new services, products, and/or features through the Website. Such new services, products, and/or features shall also be subject to this Agreement and any policies or operating rules posted by us on the Website. Any ambiguities in the interpretation of these Terms or the Agreement shall not be construed against the drafting party.

28. CONTACTING US

We encourage our customers to contact us with questions or comments about our products and services. Please feel free to do so by sending an email to [email protected].