Authenticity Leads LLC Terms of Service
Last Updated: 1/17/2025
These Terms of Service ("Agreement") govern your use of the website located at https://authenticityleads.com, the Authenticity Leads web application, and any related services provided by Authenticity Leads LLC ("Authenticity Leads," "we," "us," or "our"). By accessing or using our Service, you agree to abide by this Agreement and comply with all applicable laws and regulations. If you do not agree with this Agreement, you are prohibited from using or accessing our website or using any other services provided by Authenticity Leads LLC.
Definitions:
By continuing to use the Service, you agree as follows:
1.1. You understand and intend that this Agreement is a legally binding agreement and the equivalent of a signed, written contract;
1.2. You will use the Service in accordance with applicable laws and regulations and in accordance with the terms and conditions in this Agreement as may be amended by us from time to time;
1.3 You understand and accept that we may modify the Agreement from time to time, and your continued use of the Service following such modifications will constitute your consent to the modified Agreement; and
1.4. You understand, accept, and have received this Agreement and its terms and conditions, and acknowledge and demonstrate that you can access this Agreement.
If you do not agree with all the terms and conditions in this Agreement, then you must immediately discontinue all use of the Service.
Subject to your payment of fees and compliance with this Agreement, we grant you a non-exclusive, non-transferable right to access and use the Service during the term of your subscription, solely for your internal use and for providing services to your clients. Specific usage limitations, including API call limits, apply based on your subscription tier and are detailed on our website. Agencies may use the Service to process data on behalf of their clients, provided that the agency ensures their clients' compliance with this Agreement. Unless you notify us otherwise in writing, we may identify you as a customer and user of our Service in our marketing materials. You grant us a worldwide, non-exclusive, non-transferable, royalty-free license to use your name, logo, and website URL in our marketing materials relating to the Service, in accordance with any usage guidelines you provide.
You will not use our intellectual property for any purpose beyond that granted in this Agreement. This means that you will not at any time, directly or indirectly, and will not permit any Authorized User, to:
In particular, with respect to the Service and any supplemental software code, you may not perform or attempt to perform any of the following:
Notwithstanding the restrictions above, Agencies may access and use the Service on behalf of their clients, solely for the purpose of providing services to those clients. Agencies are responsible for ensuring that their clients' use of the Service complies with all terms and conditions of this Agreement.
We reserve all rights not expressly granted to you in this Agreement. Except for the limited rights and licenses expressly granted in this Agreement, nothing in this Agreement grants to you or any third party any intellectual property rights or other right, title, or interest in or to the Service.
We may temporarily suspend your access to the Service if we reasonably determine that: (a) there is a threat to Authenticity Leads IP; (b) your use disrupts the Service or poses a security risk; (c) you are using the Service for fraudulent or illegal activities; (d) you have ceased business operations, filed for bankruptcy, or are subject to similar proceedings; (e) our provision of the Service is prohibited by law; (f) our third-party vendors have suspended our access to necessary services; or (g) your failure to make any payment when due and such failure continues for 15 days or more. Then, we may suspend your and any Authorized User’s access to any portion or all of the Service until such amounts are paid in full. While we will use commercially reasonable efforts to provide you written notice of any suspension of your Service and to provide updates regarding resumption of access to the Service following any suspension, in no event will we have any liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that you or any Authorized User may incur as a result of a suspension of your access to the Service.
We own all right, title, and interest in and to Aggregated Data. Aggregated Data is derived from analyzing Processed Data after it has been anonymized and aggregated, ensuring no personally identifiable information is retained. We may make Aggregated Data publicly available in compliance with applicable law and use Aggregated Data for service improvement, research, marketing, and other purposes permitted by law.
You are responsible for all use of the Service by your Authorized Users and, in the case of Agencies, for the use of the Service by your clients. You will ensure that all Authorized Users and clients, as applicable, comply with this Agreement. You are responsible for maintaining the security of your account and will notify us immediately of any unauthorized access.
You will pay us the fees (“Fees”) in US dollars, as set forth in your Account dashboard. These Fees may take the form of a recurring subscription on a monthly or annual basis (as chosen by you), or one-time fees, and are being prepaid in advance of our granting access to the Service for the following subscription period, beginning with the Fee payment date. You may be granted a free trial (usually 30 days, but the actual length of time will be as noted in your Account dashboard), after which you will be automatically charged the agreed-upon Fee for your chosen subscription using the payment information you entered. You may cancel at any time prior to the end of the trial period. Depending on the service level you choose in your Account dashboard, if you reach the limit of allowed services for that level we will pause the Service until your next billing cycle, or you may have the option to upgrade your Account’s service level to accommodate additional services. If you have any questions, please contact us at [Contact Email]. If you fail to make any payment when due, without limiting our other rights and remedies: (a) We may charge interest on the past due amount at the rate of 3% per month calculated daily and compounded monthly or, if lower, the highest rate permitted under applicable law. (b) You will reimburse us for all reasonable costs incurred by us in collecting any late payments or interest, including attorneys’ fees, court costs, and collection agency fees. (c) If such failure continues for 15 calendar days or more, we may suspend your and any Authorized User’s access to any portion or all of the Services until such amounts are paid in full in accordance with this Section. All Fees and amounts payable by you under this Agreement do not include taxes and similar assessments. You are responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental or regulatory authority on any amounts payable by you under this Agreement. You are not responsible for any taxes imposed on our income.
Each party may disclose or make available to the other party information about their business affairs, products, confidential intellectual property, trade secrets, third-party confidential information, and other sensitive or proprietary information, whether or not marked, designated, or otherwise identified as "confidential" (collectively, "Confidential Information"). Confidential Information does not include information that, at the time of disclosure, is: (a) in the public domain; (b) known to the receiving party at the time of disclosure; (c) rightfully obtained by the receiving party on a non-confidential basis from a third party; or (d) independently developed by the receiving party. You agree that you will not disclose Authenticity Leads’ Confidential Information, except to employees who need to know such Confidential Information to exercise your rights or perform your obligations under this Agreement. On the expiration or termination of this Agreement, you will promptly return to us all copies of our Confidential Information, or destroy all such copies and certify in writing to us that such Confidential Information has been destroyed. Your nondisclosure obligations with regard to Confidential Information are effective as of the Effective Date and will expire 5 years from the date first disclosed. With respect to any Confidential Information that constitutes a trade secret (as determined under applicable law), obligations of nondisclosure will survive the termination or expiration of this Agreement for as long as such Confidential Information remains subject to trade secret protection under applicable law.
We own all right, title, and interest in and to Authenticity Leads IP, including any third-party software or services incorporated into the Service. You grant us the right to use your company name, logo, and website URL in our marketing materials, subject to your usage guidelines. If you provide us with any feedback, we are free to use such feedback for any purpose without attribution or compensation. You assign to us all right, title, and interest in any intellectual property rights contained in the feedback. Agencies may use the Service to process data on behalf of their clients. However, this does not grant the Agency or its clients any ownership rights to Authenticity Leads IP.
This Agreement begins on the Effective Date and continues until terminated by either party with notice, which you may do by logging into your account and canceling your subscription through your Account dashboard or by contacting us. We may terminate this Agreement if you breach this Agreement or fail to pay fees after receiving 30 days' written notice. Either party may terminate for material breach incapable of cure or remaining uncured for 30 days after written notice. Either party may terminate this Agreement immediately upon written notice if the other party: becomes insolvent or unable to pay debts; files for bankruptcy; makes a general assignment for the benefit of creditors; or has a receiver, trustee, or similar agent appointed to control its property or business.
You agree to receive business-related communications from us, including product updates and administrative notices. You may opt out of marketing emails.
You are responsible for creating and maintaining a secure Account. You must provide accurate account information. Accounts are not transferable.
We may, in our sole discretion, provide you with customer and technical support services related to the Service (“Support Services”). We are not required to provide Support Services unless otherwise required by applicable law. No failure to provide, or to continue to provide, Support Services will constitute a default by Authenticity Leads under this Agreement. Any supplemental software code provided to you as part of the Support Services will be treated as part of the Service, and as between you and us will be and remain our sole property and will be subject to the terms and conditions of this Agreement. If we choose to provide you Support Services, we will attempt to respond to any technical questions, problems, and inquiries within a reasonable time. But the following restrictions apply: (a) We may decline to provide support for a matter that we consider, at our sole discretion, to require unreasonable time, effort, cost, or expense. (b) We make no warranty as to a specific response time or to the successful or satisfactory resolution of the question, problem, or inquiry. (c) You will cooperate and work closely with us to reproduce malfunctions as we reasonably request, including conducting diagnostic or troubleshooting activities. (d) You will cooperate and perform any requested modifications that our technical staff instructs you to perform on any supplementary software code installed on your webpage. Our customer support may be reached by contacting us at [Contact Email]. You agree that you will look solely to Authenticity Leads in connection with Support Services.
We reserve the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice at any time. You agree that we will not be liable to you or any third party for any modification, suspension, or discontinuance of the Service. If we enhance the Service to include new or additional features or capabilities, we may amend this Agreement or the applicable Fees and we reserve the right to obtain your consent to such amendments. If you do not agree to these amendments in their entirety, we reserve the right to terminate this Agreement as otherwise described in this Agreement. We reserve the right to monitor use of the Service to determine compliance with this Agreement, as well as the right to edit, refuse to post, or remove any content, information, or materials, in whole or in part, at our sole discretion. We reserve the right to refuse access to the Service to anyone, or terminate any Account, for any reason, at any time.
We will endeavor to have our Service operate properly. However, as a service that relies on software, predictive algorithms, third-party networks, software, and services, and continuous Internet connectivity, we do not guarantee that our Service will operate in an uninterrupted or error-free manner or that it will always be available, free from errors, omissions, or malfunctions. If we receive notice of any failure or malfunction, or we become aware of them ourselves, we will attempt to regain the Service's availability as soon as practicable. But such incidents will not be considered a breach of this Agreement. Further, even though we make commercially reasonable efforts to have our Service identify and flag Bad Data, we cannot and do not guarantee that our Service will detect or prevent all types or all instances of Bad Data. We will not be liable for any such Bad Data not detected by our Service.
YOUR USE OF THE SERVICE IS ENTIRELY AT YOUR OWN RISK. THE SERVICE IS PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR (iii) THE RESULTS OF USING THE SERVICE WILL BE ACCURATE OR RELIABLE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. Because some jurisdictions do not allow the disclaimer of implied warranties, the foregoing disclaimer may not apply to you.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE. Because some jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the extent permitted by law.
You agree to indemnify and hold us, our affiliates, officers, agents, and employees harmless from any claim, demand, loss, costs, or expense, including attorneys’ fees, made by any person or entity arising out of your violation of this Agreement, state or federal laws or regulations, or any other person’s rights, including infringement of any copyright or violation of any proprietary or privacy right. Under no circumstances, including any negligent act, will we, our affiliates, or agents be liable for any damages of any kind that result from the use of, or the inability to use, the Service.
Our Privacy Policy, located at authenticityleads.com/privacy, governs the collection, processing, and sharing of personal information. By using the Service, you agree to the terms of the Privacy Policy.
21. Disclosures Required by Law:
We may disclose your information, including personally identifiable information, as required by law or legal process. We reserve the right to fully cooperate with law enforcement authorities or court orders requesting our assistance.
22. Legal Compliance:
You represent and warrant that you are not located in a country subject to a U.S. embargo or designated as supporting terrorism, and you are not on any U.S. prohibited parties list.
23. Governing Law; Jurisdiction:
This Agreement is governed by the laws of North Carolina. You consent to the exclusive jurisdiction of the courts in North Carolina.
24. Binding Arbitration:
Any dispute or claim relating in any way to your use of the Service (each, a “Claim”) will be resolved by binding arbitration, rather than in court (except that you may assert claims in small-claims court if your claims qualify). You agree that each Claim must be brought individually. YOU AND AUTHENTICITY LEADS AGREE THAT (i) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A CLASS ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; (ii) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY OR AS A PRIVATE ATTORNEY GENERAL; AND (iii) NO ARBITRATION MAY BE JOINED WITH ANY OTHER ARBITRATION. The Federal Arbitration Act and federal arbitration law apply to this Agreement and this binding arbitration clause. Arbitration is a process with no judge or jury – an arbitrator will review the arguments in the dispute and award damages and other relief just like a court would. The arbitrator must follow this Agreement as a court otherwise would. Court review of the arbitration award is limited under the Federal Arbitration Act. To start an arbitration, you must send an email to [email protected] describing your Claim and requesting arbitration, or we may do the same by sending a written notice requesting arbitration to your address. The proceedings will be conducted through JAMS, using their Streamlined Arbitration Rules and Procedures. You can view these rules at jamsadr.com or by calling 800-352-5267. The payment of the initial filing fees will be made by the party filing the Claim, and any other filing and other fees will be apportioned as directed by the JAMS rules. The arbitration will take place in [City, State], unless the Parties agree to video, phone, or Internet connection appearances. Except as otherwise set forth below, you may seek any remedies available to you under federal, state or local laws in an arbitration action. As part of the arbitration, both you and Authenticity Leads will have the opportunity for discovery of non-privileged information that is relevant to the Claim. The arbitrator will provide a written statement of the arbitrator’s decision regarding the Claim, the award given (including any attorneys’ fees and costs awarded), and the arbitrator’s findings and conclusions on which the arbitrator’s decision is based. Notwithstanding the terms of this Section, either of us may bring a lawsuit in court for equitable relief, for any misuse or infringement of intellectual property rights, or for any Claim related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use of the Service. BY AGREEING TO THIS ARBITRATION PROVISION, YOU UNDERSTAND THAT YOU AND AUTHENTICITY LEADS WAIVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. You and Authenticity Leads agree that if any portion of this Section is found illegal or unenforceable, that portion will be severed and the remainder of the Section will be given full force and effect.
25. Security of Data Transmission:
Electronic communications may not always be encrypted. Data may be accessed by unauthorized third parties during transmission. We take measures to secure data transmission, such as encryption, but cannot guarantee absolute security.
26. Hyperlinks:
We are not responsible for the content, accuracy, security, or privacy of linked websites.
27. Trademarks and Copyrights:
Authenticity Leads IP is protected by copyright and trademark laws. You may not use our trademarks without permission.
28. Miscellaneous Terms:
28.1 Agreement Revisions: This Agreement may only be revised in writing by Authenticity Leads or by our publication of a new version on the Service.
28.2 Force Majeure: We are not liable for any delay or failure to perform due to unforeseen circumstances or causes beyond our reasonable control.
28.3 No Partnership: No joint venture, partnership, employment, or agency relationship exists between you and us as a result of this Agreement.
28.4 Assignment: We may assign this Agreement to any person or entity at any time without your consent. You may not assign this Agreement without our prior written consent.
28.5 Export Regulation: You will comply with all applicable export control laws and regulations.
28.6 U.S. Government Rights: If you are a U.S. government entity, you receive only those rights granted to all other end users.
28.7 Severability: If any part of this Agreement is invalid, the remainder shall remain in full force and effect.
28.8 Attorneys' Fees: The prevailing party in any litigation related to this Agreement shall be entitled to recover reasonable costs and attorneys’ fees.
28.9 No Waiver: Our failure to enforce any provision is not a waiver of that provision.
28.10 Equitable Remedies: We are entitled to equitable remedies for breaches of this Agreement.
28.11 Entire Agreement: This Agreement constitutes the entire agreement between the parties.
28.12 Inclusive Language: The word "including" means "including but not limited to."
29. Data Processing Agreement:
A Data Processing Agreement ("DPA") is incorporated into this Agreement and is available at [DPA URL]. The DPA addresses GDPR compliance and data processing practices, specifically noting that Authenticity Leads does not store user data and detailing the security measures taken during the temporary processing of data. In the event that Customer is an Agency using the Service on behalf of its clients, Customer shall be responsible for ensuring that its clients comply with the terms of this DPA and all applicable data protection laws. Customer shall also be responsible for obtaining any necessary consents from its clients for the processing of their data through the Service.
