Terms of Use | agentShop
AgentPay Inc. d/b/a agentShop
Last Updated: 23rd December, 2025
1. Agreement to Terms
These Terms of Use ("Terms") govern your access to and use of the Services. By accessing or using the Services, you agree to be bound by these Terms. If you are using the Services on behalf of an entity, you represent that you are authorized to accept these Terms on that entity's behalf.
If you do not agree, you must not use the Services.
2. Eligibility
You must be at least 13 years old and have the legal capacity to enter into this Agreement. You may not use the Services if you are barred under applicable law or under any applicable sanctions regime.
3. Account Registration and Security
You must provide accurate, complete information when creating an account and keep such information up to date. You are responsible for maintaining the confidentiality of your credentials and for all activities that occur under your account.
We are not liable for any loss or damage arising from unauthorized use of your account.
4. Subscription Plans; Fees; No Refunds
The Services are offered on subscription plans (including Basic and Pro) as we may update from time to time.
Fees are billed via Stripe or other payment processors.
Unless otherwise stated in a separate signed agreement:
• All fees are non-refundable;
• Subscriptions automatically renew unless cancelled prior to the end of the then-current term;
• Cancellation stops future renewals but does not entitle you to a refund for the current billing period.
You authorize us and our payment processors to charge all applicable fees to your designated payment method.
5. License to Use the Services
Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable license to access and use the Services solely for your internal business purposes.
We reserve all rights not expressly granted hereunder.
6. Ownership; IP; Derived Data
As between you and agentShop, you retain ownership of your raw content and data that you upload or connect ("Customer Data").
As between you and agentShop, we own and retain all right, title, and interest in and to:
• The Services, software, and underlying technology;
• All AI outputs generated by or through the Services;
• All metrics, analytics, scores, rankings, enrichments, and derived or aggregated data created by or through the Services ("Derived Data").
You obtain no ownership interest in the Services or Derived Data.
You grant agentShop a worldwide, royalty-free license to Process Customer Data as necessary to provide, secure, improve, and operate the Services.
7. Acceptable Use Restrictions
You shall not, and shall not authorize or assist others to:
• Copy, modify, adapt, translate, or create derivative works of the Services;
• Reverse engineer, decompile, disassemble, or attempt to derive source code;
• Scrape, crawl, spider, or use any automated means to access the Services, except as expressly permitted via documented APIs;
• Interfere with or circumvent security or access control mechanisms;
• Use the Services in violation of applicable law, including privacy, export, sanctions, or anti-corruption laws;
• Upload, transmit, or store malicious code, spam, or illegal content;
• Use the Services to compete with agentShop or build a substantially similar service;
• Misrepresent your identity or affiliation.
We may suspend or terminate access for any violation of this Section, without refund.
8. Third-Party Services and Integrations
The Services may interoperate with third-party services (e.g., Shopify, WooCommerce, Meta/Instagram Shops, analytics providers). We do not control and are not responsible for third-party services, their terms, or their availability.
Your relationship with such third parties is solely between you and them. You are responsible for complying with all applicable third-party terms.
We make no representations or warranties regarding third-party services and disclaim any liability arising therefrom.
9. Beta Features; Changes to Services
We may from time to time offer features identified as beta, preview, or experimental ("Beta Features"). Beta Features are provided "AS IS," may be modified or discontinued at any time, and may be subject to additional terms.
We may modify or discontinue any part of the Services at any time, with or without notice, provided that such changes do not materially violate any separately executed written agreement between you and us.
10. AI Outputs; No Professional Advice
You acknowledge and agree that:
• AI outputs may be incomplete, incorrect, or inappropriate for your specific use case.
• AI outputs are generated automatically based on models and data beyond our direct control.
• AI outputs do not constitute legal, financial, tax, medical, or other professional advice.
• You remain solely responsible for reviewing, validating, and using any AI outputs, and for any decisions or actions taken in reliance thereon.
11. Feedback
If you provide feedback, suggestions, or ideas regarding the Services ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free license to use and exploit such Feedback without restriction or compensation.
12. Export Control and Sanctions
You represent that you are not located in, and will not use the Services from, any jurisdiction subject to comprehensive U.S. embargo or sanctions and are not a restricted or blocked party under any applicable sanctions or export control laws.
You agree to comply with all applicable export control and sanctions laws.
13. Disclaimers
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES AND ALL CONTENT, AI OUTPUTS, AND FEATURES ARE PROVIDED "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS," WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF:
• TITLE,
• NON-INFRINGEMENT,
• MERCHANTABILITY,
• FITNESS FOR A PARTICULAR PURPOSE,
• ACCURACY, RELIABILITY, OR COMPLETENESS,
• SECURITY, UPTIME, OR ERROR-FREE OPERATION.
YOU ASSUME ALL RISK AS TO THE QUALITY AND PERFORMANCE OF THE SERVICES.
14. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATED TO THE SERVICES OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS SHALL NOT EXCEED THE FEES ACTUALLY PAID BY YOU TO US FOR THE SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
Some jurisdictions do not allow certain limitations of liability; in such cases, the above limitations will apply to the maximum extent permitted.
15. Indemnification
You shall defend, indemnify, and hold harmless agentShop and its affiliates, officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:
• Your use or misuse of the Services;
• Customer Data or other content you submit or connect;
• Your violation of these Terms or applicable law;
• Any dispute between you and any third party, including your customers, employees, or vendors;
• Your use of, or integration with, third-party platforms or services.
This obligation survives termination of your account and these Terms.
16. Term and Termination
These Terms remain in effect while you use the Services. We may suspend or terminate your access at any time, with or without notice, for any reason, including if we reasonably believe:
• You have violated these Terms;
• Your use presents a security, legal, or reputational risk;
• Continued use is no longer commercially or technically feasible.
Upon termination, your right to access the Services ceases immediately. Except as required by law or a separate written agreement, we are under no obligation to retain your Customer Data, and no refunds will be issued.
17. Governing Law; Dispute Resolution
These Terms are governed by the laws of the State of California, without regard to conflict-of-law rules.
17.1 Arbitration; Class Waiver
Except for claims seeking injunctive or equitable relief, any dispute arising out of or relating to these Terms or the Services shall be resolved by binding arbitration administered in San Francisco County, California, under the rules of JAMS (or a similar administrator we select).
YOU AND AGENTSHOP AGREE THAT ALL CLAIMS MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING.
If this class-action waiver is found unenforceable as to a particular claim, that claim must be brought in a court of competent jurisdiction in San Francisco County, California, and not in arbitration.
18. Force Majeure
We are not liable for any delay or failure in performance resulting from causes beyond our reasonable control, including acts of God, war, terrorism, civil unrest, labor disputes, Internet failures, or third-party service interruptions.
19. Entire Agreement; Severability
These Terms, together with the Privacy Policy and any applicable addenda or order forms, constitute the entire agreement between you and agentShop regarding the Services. If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
KEY ANNEXES / ADDENDA
ANNEX 1 — COOKIE POLICY
Last Updated: 23rd December, 2025
This Cookie Policy supplements the agentShop Privacy Policy and describes how AgentPay Inc. d/b/a agentShop uses cookies, pixels, SDKs, scripts, and other tracking technologies ("Cookies") in connection with our websites, web applications, and mobile applications (collectively, the "Services").
By using the Services, you consent to the use of Cookies as described herein.
1. Types of Cookies We Use
1.1 Strictly Necessary Cookies - Essential for operation of the Services, enabling authentication and login, security, fraud prevention, and session integrity, load balancing and traffic distribution. The Services cannot function properly without these Cookies.
1.2 Functional Cookies - Allow us to remember your settings and preferences, such as language, account profile preferences, and UI choices. Disabling these may affect functionality.
1.3 Performance and Analytics Cookies - Collect information about usage patterns to help us improve the Services. They may be provided by first- or third-party analytics tools.
1.4 Advertising and Attribution Cookies - Track interactions with ads or marketing content to help measure campaign performance. We do not sell Personal Information or use Cookies for cross-context behavioral advertising where prohibited by CPRA.
1.5 Third-Party Cookies - Third parties operating on our Services may set Cookies for analytics or integration functionality. We do not control third-party Cookies and disclaim liability arising from their operation.
2. Managing Cookies - You may disable, remove, or block Cookies using your browser or device settings. However, some features may become unavailable if essential Cookies are blocked.
3. "Do Not Track" - The Services do not currently respond to Do Not Track signals due to lack of industry consensus.
4. Updates to this Cookie Policy - We may update this Cookie Policy periodically. Your continued use constitutes acceptance of any changes.
ANNEX 2 — EU/UK GDPR ADDENDUM
Last Updated: 23rd December, 2025
This EU/UK GDPR Addendum supplements the agentShop Privacy Policy for users located in the European Economic Area ("EEA") or United Kingdom ("UK"). Where EU or UK data protection laws apply, this Addendum shall control in the event of conflict.
1. Roles of the Parties - For Personal Information collected through the Services, agentShop acts as a Data Controller. For enterprise integrations or specific data processing contracts, agentShop may act as a Data Processor.
2. Legal Bases for Processing - We rely on: Performance of a contract, Legitimate interests, Consent, and Compliance with legal obligations.
3. GDPR Rights - You have the right to: Access, Correct, Delete, Restrict Processing, Object to Processing, Request data portability, Withdraw consent, and Lodge a complaint with a supervisory authority. Requests may be submitted to info@useagentshop.com.
4. International Transfers - agentShop transfers Personal Information to the United States and other jurisdictions using Standard Contractual Clauses (SCCs) and supplemental technical measures.
5. Automated Decision-Making - We may use automated processes for ranking, scoring, and catalog optimization. You may request human review where legally required.
ANNEX 3 — CALIFORNIA PRIVACY NOTICE (CPRA)
Last Updated: 23rd December, 2025
This California Privacy Notice supplements the agentShop Privacy Policy for California residents under the CCPA as amended by CPRA.
1. Categories of Personal Information Collected: Identifiers, Commercial information, Internet activity, Geolocation, Professional information, Inference data. We do not collect sensitive personal information except for security or fraud prevention.
2. Purposes of Collection - As described in the main Privacy Policy.
3. Disclosure for Business Purposes - We disclose Personal Information to service providers for hosting, analytics, AI processing, authentication, billing, and security. We do not sell or share for cross-context behavioral advertising.
4. Your CPRA Rights - Access, Delete, Correct, Know, Opt out, Limit use of sensitive information. Submit requests to info@useagentshop.com.
5. Non-Discrimination - We will not discriminate for exercising CPRA rights.
ANNEX 4 — DATA PROCESSING ADDENDUM (DPA)
Last Updated: 23rd December, 2025
This DPA applies where agentShop Processes Customer Data as a Service Provider/Processor.
1. Roles - Customer = Controller, agentShop = Processor/Service Provider.
2. Instructions - agentShop processes Customer Data only to provide and improve Services.
3. Subprocessors - AWS, OpenAI, Clerk Inc., BrowserBase, Stripe, Analytics providers.
4. Security - Encryption, access controls, logging, penetration testing, incident response.
5. Breach Notification - Notify Customer without undue delay after confirming a breach.
6. Deletion - Delete or return Customer Data upon termination, except as required by law.
7. Audit Rights - Documentation available upon reasonable request.
ANNEX 5 — API TERMS
Last Updated: 23rd December, 2025
1. API License - Limited, revocable, non-exclusive license for authorized business purposes.
2. Restrictions - No exceeding rate limits, circumventing authentication, scraping data, benchmarking, building competing products, or disclosing API keys.
3. Monitoring - agentShop may monitor API usage for compliance.
ANNEX 6 — AI ADDENDUM
Last Updated: 23rd December, 2025
1. AI Output Ownership - agentShop owns all AI outputs, enrichments, scoring, and derived data. Customer receives a limited license to use outputs as permitted.
2. AI Limitations - Outputs may be incorrect, incomplete, offensive, non-compliant, or hallucinatory. Customer must review all outputs before use.
3. Prohibited Uses - Do not use AI outputs to provide professional advice, generate deceptive content, harm individuals, violate law, or train competing AI systems.
ANNEX 7 — SECURITY & INCIDENT RESPONSE ADDENDUM
Last Updated: 23rd December, 2025
1. Technical Measures - Encryption in transit (TLS 1.2+), encryption at rest (AES-256), secure development lifecycle, production access restrictions, logging and monitoring, regular vulnerability scanning.
2. Incident Response - Investigate and contain incidents, notify Customer where required by law, provide updates until resolution, take corrective actions. agentShop does not guarantee prevention and disclaims liability for incidents from Customer actions or third-party platforms.
ANNEX 8 — HIPAA / PHI DISCLAIMER
Last Updated: 23rd December, 2025
1. No HIPAA Compliance - The Services are not designed for storing, transmitting, or processing protected health information (PHI) under HIPAA.
2. Prohibited Data - You shall not upload or process any PHI or medical records using the Services. agentShop does not act as a Business Associate and expressly disclaims any obligations arising under HIPAA.