Last Updated: September 1, 2020
IMPORTANT NOTICE: THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE ARBITRATION AND CLASS ACTION WAIVER SECTION BELOW. PLEASE READ CAREFULLY.
Acceptance of these terms
PLEASE READ THE TERMS THOROUGHLY AND CAREFULLY. BY USING THE PLATFORM, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU MAY NOT ACCESS OR USE THE PLATFORM.
All references to "you" or "your," as applicable, mean the person who accesses, uses, and/or participates in the Platform in any manner, and each of your heirs, assigns, and successors. If you use the Platform on behalf of an entity, you represent and warrant that you have the authority to bind that entity, your acceptance of the Terms will be deemed an acceptance by that entity, and "you" and "your" herein shall refer to that entity, its directors, officers, employees, and agents.
If you have any questions about these Terms or the Platform, please contact us by sending an email to [email protected], or by writing to Agoyu, Inc., at 11350 Random Hills Road Suite 130 Fairfax, VA 22030, ATTN: Agoyu Legal.
"Collective Content" means User Content and Agoyu Content together.
"Content" means text, graphics, images, music, software, audio, video, information or other materials, including but not limited to profile information, service requests, quotes, message threads, reviews, scheduling and calendar information, and other information or materials available on or through the Platform.
"Consumer User" means a User who is registered to receive quotes for Moving Services, requests quotes for Moving Services, or otherwise uses the Platform to receive, pay for, review, or facilitate the receipt of Moving Services.
"User" means a person or entity who completes Agoyu's account registration process or a person or entity who submits or receives a request through Agoyu.
"Platform" means all Agoyu websites, mobile or other applications, software, processes and any other services provided by or through Agoyu.
"Moving Services" means the moving and related services listed, quoted, scheduled, offered or provided by Service Users, or sought, scheduled or received by Consumer Users, through the Platform.
"Service User" means a User who is registered to send quotes for Moving Services, sends quotes for Moving Services, or otherwise uses the Platform to offer, provide, receive payment for, or facilitate the provision of Moving Services.
"Agoyu Content" means all Content Agoyu makes available on or through the Platform, including any Content licensed from a third party, but excluding User Content.
"User Content" means all Content submitted, posted, uploaded, published, or transmitted on or through the Platform by any User or other user of the Platform, including but not limited to photographs, profile information, descriptions, postings, reviews, requests, messages, and payments made through the Platform, but excluding Agoyu Content and Feedback.
Agoyu is not acting as an agent or mover
Agoyu is not an agent of either you or any Service Provider. Agoyu’s services are only offering a technology platform. You agree you will rely on your own judgment and research independent of any communications or information you receive from Agoyu in deciding which available product, terms and Service Provider best suits your needs and financial situation.
AGOYU IS NOT ACTING AS A BROKER OF HOUSEHOLD GOODS. AGOYU DOES NOT ARRANGE (OR OFFER TO ARRANGE) FOR THE TRANSPORTATION OF HOUSEHOLD GOODS. AGOYU'S ROLE IS LIMITED TO PROVIDING A TECHNOLOGY PLATFORM ON WHICH SERVICE PROVIDERS AND CONSUMER USERS COMMUNICATE. NO AGENCY OR FIDUCIARY RELATIONSHIP IS INTENDED TO BE OR SHALL BE DEEMED TO HAVE BEEN CREATED BETWEEN AGOYU'S AND ANY USER OR SERVICE PROVIDER.
Your license to use the platform
Subject to your compliance with these Terms, Agoyu grants you a limited, non-exclusive, revocable, nontransferable, and non-sublicensable license to reproduce and display Collective Content (excluding any software source code) solely for your personal and non-commercial use and only in connection with your access to and participation in the Platform. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Platform or Collective Content, except as expressly permitted in these Terms. The Platform and Collective Content are provided to you AS IS. If you download or print a copy of Collective Content for personal use, you must retain all copyright and other proprietary notices contained thereon. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Agoyu or its licensors, except for the licenses and rights expressly granted in these Terms.
Intellectual property rights
Agoyu Content is protected by copyright, trademark, and other laws of the United States, foreign countries, and international conventions. Except as expressly provided in these Terms, Agoyu and its licensors exclusively own all right, title, and interest in and to the Platform and Agoyu Content, including all associated intellectual property rights. All trademarks, service marks, logos, trade names and any other proprietary designations of Agoyu used herein are trademarks or registered trademarks of Agoyu. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective owners. You acknowledge and agree that the Platform is provided under license, and not sold, to you. You do not acquire any ownership interest in the Platform under these Terms, or any other rights thereto other than to use the Platform in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Terms. Agoyu reserves and shall retain its entire right, title, and interest in and to the Platform, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Terms.
Mobile Application Provisions
These Terms govern your use of the Agoyu Mobile Application (the “Application”). The Application is part of the Agoyu Platform. The Application is licensed, not sold, to you. You may download, install, and use the Platform’s Application for your personal, non-commercial use on a single mobile device owned or otherwise controlled by you strictly in accordance with the Application's documentation The Application is commercial computer software, as such term is defined in 48 C.F.R. §2.101. Accordingly, if you are an agency of the U.S. Government or any contractor therefor, you receive only those rights with respect to the Application as are granted to all other end users under license, in accordance with (a) 48 C.F.R. §227.7201 through 48 C.F.R. §227.7204, with respect to the Department of Defense and their contractors, or (b) 48 C.F.R. §12.212, with respect to all other US Government licensees and their contractors.
Agoyu may from time to time in its sole discretion develop and provide Application updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, "Updates"). Updates may also modify or delete in their entirety certain features and functionality. You agree that Agoyu has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your mobile device settings, when your mobile device is connected to the internet either:
- The Application will automatically download and install all available Updates; or
- You may receive notice of or be prompted to download and install available Updates.
You shall promptly download and install all Updates and acknowledge and agree that the Application or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this Agreement.
Terms and policies
Agoyu is compensated by Service Users for use of the Platform and may be paid a marketing lead generation fee by Service Users for the goods, facilities and services provided. Agoyu may modify its compensation structure without notice to you. Your use of the Platform and/or Agoyu’s services constitutes your agreement with Agoyu’s compensation arrangements.
YOUR USE OF THE PLATFORM, MOVING SERVICES, OR COLLECTIVE CONTENT SHALL BE SOLELY AT YOUR OWN RISK. YOU ACKNOWLEDGE AND AGREE THAT AGOYU DOES NOT HAVE AN OBLIGATION, BUT RESERVES THE RIGHT FOR ANY REASON, TO (A) MONITOR OR REVIEW USER CONTENT; OR (B) FOR ANY PERMISSIBLE PURPOSE, CONDUCT IDENTITY VERIFICATION AND OTHER BACKGROUND CHECKS, INCLUDING BUT NOT LIMITED TO SERVICE USERS AND CONSUMER USERS. THE PLATFORM IS PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, AGOYU AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT; ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF OR IN TRADE; ANY WARRANTIES, REPRESENTATIONS, OR GUARANTEES IN CONNECTION WITH THIS PLATFORM OR THE MOVING SERVICES OFFERED ON OR THROUGH THIS PLATFORM; AND ANY WARRANTIES RELATING TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THE PLATFORM, INCLUDING WITHOUT LIMITATION ALL COLLECTIVE CONTENT. AGOYU MAKES NO WARRANTY THAT THE PLATFORM OR MOVING SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. AGOYU ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR ANY DAMAGES TO YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO OR USE OF THE PLATFORM. AGOYU SHALL NOT BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY DATA, INFORMATION, MATERIALS, SUBSTANCE, OR COLLECTIVE CONTENT POSTED, TRANSMITTED, OR MADE AVAILABLE VIA THE PLATFORM. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM AGOYU OR THROUGH THE PLATFORM, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OR USERS OF THE PLATFORM AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE PLATFORM, INCLUDING BUT NOT LIMITED TO ANY CONSUMER USERS, SERVICE USERS OR SERVICE RECIPIENTS. YOU UNDERSTAND THAT AGOYU DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE PLATFORM OR TO REVIEW OR VET ANY MOVING SERVICES OR SERVICE USERS. AGOYU MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE PLATFORM OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE PLATFORM. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE PLATFORM AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE PLATFORM, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON AND GIVE OR RECEIVE MOVING SERVICES. AGOYU EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY USERS OR THIRD PARTIES.
Agoyu is not responsible for any errors or delays in responding to a request or referral form caused by, including but not limited to, an incorrect email address or other information provided by you or other technical problems beyond our reasonable control.
Eligibility and use of the platform
Access to and use of the Platform is available only to individuals who are at least 18 years old and can form legally binding contracts under applicable law. By accessing or using the Platform, you represent and warrant that you are eligible.
You understand that Agoyu is not in the business of providing Moving Services and that Moving Services are provided by Service Users. Agoyu is not responsible for the Moving Services provided by the Service Users, the quality of the Moving Services, your household or other goods, or any damages that you or others might incur as a result of obtaining Moving Services from a Service User.
Account registration and other submissions
Users may access the Platform without registering for an account. To access and participate in certain features of the Platform, you will need to create a password-protected account ("Account"). We may allow you to register for an Account using certain third-party account and log-in credentials (your "Third-Party Site Password"), such as your Facebook or Google credentials. You agree to provide accurate, current, and complete information during the registration or request submission process and at all other times when you use the Platform, and to update information to keep it accurate, current, and complete. You are solely responsible for safeguarding your Agoyu password and, if applicable, your Third-Party Site Password. You are solely responsible for all activity that occurs on your Account, and you will notify Agoyu immediately of any unauthorized use. Agoyu is not liable for any losses by any party caused by an unauthorized use of your Account. Notwithstanding the foregoing, you may be liable for the losses of Agoyu or others due to such unauthorized use. Your account is nontransferable except with Agoyu’s written permission and in line with Agoyu policies and procedures.
By using this Platform and submitting a request for a quote for Moving Services (a “submission”), you indicate your desire to be connected with a Service Provider, you understand that you are agreeing to the stated terms and conditions of that submission and that you are submitting an inquiry to Agoyu and its network of Service Providers. You authorize Agoyu to forward your information to the Service Providers. You further understand and agree that by selecting a Service Provider or other provider, you are providing express written consent for them to contact you by telephone at the numbers (whether landline or cellular) you have provided, including for marketing purposes, and you hereby consent to any such calls even if your phone number is on the Do Not Call list. You consent to receive email from Agoyu, its affiliates, and its Service Providers at the email address you provided or at other addresses that may be associated with you that we receive from Service Providers or other parties. You hereby consent to any such email, so it will not be considered spam or unauthorized by any local, state or federal law or regulation. You agree that the consents described herein shall remain valid and in effect until you revoke them by opting out. You are providing express written consent that Agoyu, a third party on Agoyu’s behalf, and Service Providers with whom you are matched, may deliver calls or text messages to you, including for marketing purposes, using an automatic telephone dialing system or an artificial or prerecorded voice to the phone number you have provided. You understand that you are not required to consent to receive these communications as a condition of using Agoyu’s services.
These terms govern the provision and delivery of text messages by us or our text message service providers to you. Agoyu may provide this service to our users. We or our service providers may send text messages to: (1) provide you with information you requested from Agoyu; (2) inform you of improvements, features, or Agoyu services that may be of interest to you; (3) to facilitate the matching of Agoyu users with movers or other features you voluntarily use on Agoyu; and (4) to respond to your inquiries regarding your account or use of Agoyu.
You may sign up to receive text messages through our Platform. By signing up to receive text messages, you agree to these SMS Terms and the Terms. By signing up to receive Agoyu text messages, you agree that Agoyu or its agents may use any automated or non-automated technology to send you informational and/or promotional text messages. The types of text messages you will receive depend on the SMS campaign(s) you opt into. You understand that you are not required to receive Agoyu text messages as a condition of using the Platform.
Agoyu does not charge you for its text message program. But message and data rates may apply, so depending on your plan with your wireless or other applicable provider, you may be charged by your carrier or other applicable provider. We may send you an initial message confirming that we have received your opt-in. After that, you will receive recurring text messages, and the specific amount may vary depending on how you use our Platform.
The number of text messages you receive may depend upon factors including how you use our services and whether you take steps to generate additional text messages from us. By signing up to receive Agoyu text messages, you represent that you are 18 years of age or older and understand the obligations and agree to the terms set forth in these Terms which form a binding agreement between you and us. You further represent that you are the subscriber of the cellular service at the mobile number provided or that you are authorized by the subscriber to sign-up for texts. If you no longer want to receive Agoyu text messages, you may opt-out. After doing so, we will send you confirmation of your opt-out via text message. If you have revoked consent and want to re-enroll in our text message program, you can re-enroll through our website.
In some instances, Agoyu may choose to track the occurrence of communications between Consumer Users and Service Users that occur off of the Platform via email, phone call, SMS text message, third-party websites, or any other means, whether initiated by a Consumer User or Service User. In order to track the occurrence of such communications, Agoyu may obscure Service User contact information in a Service User profile, replace Service User contact information in a Service User profile with a different piece of contact information that will forward to the Service User, or take any other step reasonably calculated to track the occurrence of such communications. Except as explicitly stated herein, we will not record or review the content of any communications that do not come into contact with the Agoyu Platform unless we first obtain your permission.
If you send text messages with a Consumer User or Service User using the telephone number for that User available on the Platform, we may use a third-party service provider to track these text messages. We may track these text messages for fraud prevention, to enforce these Terms, and for quality and training purposes. As part of this process, Agoyu and its service provider may receive in real time and store data about your text message, including the date and time of the text message, your phone number, and the content of the text message.
Agoyu may publicly display advertisements, paid content, and other sponsored information. The manner, mode, and extent of such advertising are subject to change without specific notice to you. Service Users may compensate Agoyu to promote themselves in search results and therefore rank higher.
As a user of the Platform, you may not:
- Use another person's Account, misrepresent yourself or Moving Services offered through the Platform, misrepresent your identity or qualifications, misrepresent information in a quote request, or post Content in any inappropriate category or areas on the Platform;
- Use any automated system including but not limited to robots, spiders, offline readers, or scrapers to access the Platform for any purpose without Agoyu's prior written approval; provided, however, that the operators of public search engines may use spiders or robots to copy materials from the Platform for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such material (Agoyu reserves the right to revoke these exceptions either generally or in specific cases);
- In any manual or automated manner copy copyrighted text, or otherwise misuse or misappropriate Platform information or Content including but not limited to, for use on a mirrored, competitive, or third-party site;
- Transmit more request messages through the Platform in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser;
- Take any action that (a) may unreasonably encumber the Platform's infrastructure; (b) interferes or attempts to interfere with the proper working of the Platform or any third-party participation; (c) bypasses measures that are used to prevent or restrict access to the Platform; (d) circumvents, disables or otherwise interferes with security features of the Platform; (e) distributes viruses or any other technologies that may harm Agoyu or users; (f) uses the Platform in a way that violates any copyrights, trade secrets, or other rights of any third party, including privacy or publicity rights; or (g) circumvents or manipulates any fees owed to Agoyu or a Service User;
- As a Service User, use the Platform in any manner that circumvents your obligation to pay Agoyu for access to services provided by the Platform;
- As a Service User, violate any other agreements you may have with Agoyu;
- Collect, harvest, or publish any personally identifiable data including but not limited to names or other account information, from the Platform, or use the communication systems provided by the Platform for any reason not explicitly authorized by these Terms, including commercial solicitation purposes;
- Take any inappropriate or unlawful actions, including the submission of inappropriate or unlawful Content to or through the Platform, including Content that is harassing, hateful, illegal, profane, obscene, defamatory, threatening, or discriminatory, or that advocates, promotes, or encourages inappropriate activity, conduct that would be considered a criminal offense, or conduct that would give rise to civil liability or violate any law;
- Submit User Content that damages the experience of any user including but not limited to (a) requests to download non-Agoyu mobile applications and/or links that direct the user to mirrored websites where the user must enter information that is redundant with what has already been entered on Agoyu, (b) offers to purchase a Moving Service or any other service outside of Agoyu, or (c) using a profile page or user name to promote services not offered on or through the Platform;
- Take any action that may undermine the efficacy or accuracy of reviews or ratings systems;
- Sign up for, negotiate a price for, use, or otherwise solicit a Moving Service with no intention of following through with your use of or payment for the Moving Service;
- Agree to purchase a Moving Service when you do not meet a Service User's requirements;
- Undertake any activity or engage in any conduct that is inconsistent with the business or purpose of the Platform; and
- Attempt to indirectly undertake any of the foregoing.
- copy the Platform, except as expressly permitted by this license;
- modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Platform;
- reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Platform or any part thereof;
- remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Platform, including any copy thereof;
- rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Platform, or any features or functionality of the Platform, to any third party for any reason, including by making the Platform available on a network where it is capable of being accessed by more than one device at any time; or
- remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Platform.
We may, in our sole discretion, permit you to post, upload, publish, submit or transmit User Content. By making available any User Content on or through the Platform, you hereby grant to Agoyu a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such User Content on, through, by means of or to promote, market or advertise the Platform or Moving Services, or for any other purpose in our sole discretion, except that the contents of private messaging through the Platform will not be used by Agoyu in public advertising. In the interest of clarity, the license granted to Agoyu shall survive termination of the Platform or your Account. Agoyu does not claim ownership rights in your User Content and nothing in these Terms will be deemed to restrict rights that you may have to use and exploit any such User Content submitted, posted, uploaded, published, or transmitted on or through the Platform by you.
You acknowledge and agree that you are solely responsible for all User Content that you make available on or through the Platform. Accordingly, you represent and warrant that: (a) you either are the sole and exclusive owner of all User Content that you make available on or through the Platform or you have all rights, licenses, consents and releases that are necessary to grant to Agoyu the rights in such User Content, as contemplated under these Terms; and (b) neither the User Content nor your posting, uploading, publication, submission or transmittal of the User Content or Agoyu's use of your User Content (or any portion thereof) on, through or by means of the Platform will infringe, misappropriate or violate a third party's patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. While it has no obligation to do so, you agree that Agoyu may proofread, summarize or otherwise edit and/or withdraw your User Content, and you understand it remains your sole responsibility to monitor your User Content and ensure that such edited Content is accurate and consistent with your representations and warranties in these Terms.
Agoyu reserves the right, at any time and without prior notice, to remove or disable access to User Content that we, in our sole discretion, consider to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Platform or users, or for any other reason.
Disputes between or among users
Agoyu values our Service Users and Consumer Users, and we understand that occasionally disputes may arise between or among them. Our goal is to provide tools to help users resolve such disputes independently. In the rare event a dispute regarding an interaction related to the Platform cannot be resolved independently, you agree, at Agoyu's request, to participate in good faith, to the extent you are reasonably able to do so, in a neutral resolution or mediation conducted by Agoyu or a neutral third-party mediator or arbitrator selected by Agoyu. Notwithstanding the foregoing, you acknowledge and agree that Agoyu is under no obligation to become involved in or impose resolution in any dispute between or among users or any third party.
By sending us any feedback, comments, questions, or suggestions concerning Agoyu or our services, including the Platform (collectively, “Feedback”) you represent and warrant (a) that you have the right to disclose the Feedback, (b) that the Feedback does not violate the rights of any other person or entity, and (c) that your Feedback does not contain the confidential or proprietary information of any third party or parties. By sending us any Feedback, you further (i) agree that we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (ii) grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and (iii) irrevocably waive, and cause to be waived, against Agoyu and its users any claims and assertions of any moral rights contained in such Feedback. This Feedback section shall survive any termination of your Account or the Platform.
We expect Users to respect copyright law. In appropriate circumstances we will terminate the Account of any user who repeatedly infringes or is believed to be repeatedly infringing the rights of copyright holders.
The Platform may be subject to U.S. export control laws, including the Export Control Reform Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Platform to, or make the Platform accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Platform available outside the U.S.
Not party to agreement between users; no endorsement
Agoyu does not endorse any User, user, or any Service User, and Agoyu is not a party to any agreements between or among users, Users, or third parties. No agency, partnership, joint venture, or employment is created as a result of the Terms or any user's or User's use of any part of the Platform, including but not limited to any estimating, scheduling or other services. Neither Agoyu nor any Users or users of the Platform may direct or control the day-to-day activities of the other, or create or assume any obligation on behalf of the other. Users are required by these Terms to provide accurate information, and although Agoyu may undertake additional checks and processes designed to help verify or check the identities or backgrounds of users, we do not make any representations about, confirm, or endorse any user or their purported identity or background, regardless of the specific Agoyu services they are using or any involvement by Agoyu personnel in providing or scheduling those services.
Any reference on the Platform to a user being licensed or credentialed in some manner, indicates only that the user has completed a relevant account process or met user review standards, and does not represent anything else. Any such description is not an endorsement, certification or guarantee by Agoyu and is not verification of their identity and whether they or their Moving Services are licensed, insured, trustworthy, safe or suitable. Instead, any such description is intended to be useful information for you to evaluate when you make your own decisions about the identity and suitability of others whom you contact or interact with via the Platform. You should always exercise responsibility, due diligence and care when deciding whether to have any interaction with any other user. Except as specifically described in the Agoyu Guarantee and including its exclusions and limitations, Agoyu has no responsibility for any damage or harm resulting from for your interactions with other users.
The Collective Content may contain links to third-party websites, offers, or other events/activities not owned or controlled by Agoyu. We do not endorse or assume any responsibility for any such links, and if you access them, you do so at your own risk.
By using the Platform, you understand and agree that any legal remedy or liability that you seek to obtain for actions or omissions of other users or other third parties will be limited to a claim against those particular users or other third parties. You agree not to attempt to impose liability on or seek any legal remedy from Agoyu with respect to such actions or omissions.
Sanctions for violations of these terms
Without limiting any other rights reserved herein, Agoyu may, in its sole discretion, take any action permitted by law for any violation of these Terms or any other policy or agreement between you and Agoyu, including but not limited to removing User Content you posted, limiting your Account access, requiring you to forfeit certain funds or paid Fees, assessing monetary penalties or costs, terminating your Account, notifying other Users of the termination of your Account and/or the violation of these Terms, decreasing your status or search rank, canceling quotes or postings, blocking access, investigating you, and/or cooperating with law enforcement agencies in investigation or prosecution.
Account suspension or termination
We may, in our discretion, with or without cause, with or without prior notice and at any time, decide to limit, block, suspend, deactivate or cancel your Agoyu Account in whole or in part. If we exercise our discretion under these Terms to do so, any or all of the following can occur with or without prior notice or explanation to you: (a) your Account will be deactivated or suspended, your password will be disabled, and you will not be able to access the Platform or your User Content, or receive assistance from Agoyu support teams; (b) if appropriate in our sole discretion, we may communicate to other users that your Account has been terminated, blocked, suspended, deactivated, cancelled, or otherwise penalized in any way, and why this action has been taken. You may cancel your use of the Platform and/or terminate your Account at any time. Please note that if your Account is cancelled, we do not have an obligation to delete or return to you any Content you have posted to the Platform, including, but not limited to, any reviews.
Arbitration and class action waiver
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
You and Agoyu agree that these Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions.
This Section is intended to be interpreted broadly and governs any and all disputes between us, including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; claims that arose before this Agreement or any prior agreement (including, but not limited to, claims related to advertising); and claims that may arise after the termination of this Agreement. The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small court claims, as provided below.
By agreeing to these Terms, you agree to resolve any and all disputes with Agoyu as follows:
Initial Dispute Resolution: Most disputes can be resolved without resort to litigation. You can reach Agoyu's support department at [email protected]. Except for intellectual property and small claims court claims, the parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation with the Agoyu support department, and good faith negotiations shall be a condition to either party initiating a lawsuit or arbitration.
Where the relief sought is $10,000 or less and you do not wish to bring the claim in small claims court, the arbitration will be conducted online by an online arbitration provider of our choosing in accordance with their applicable Arbitration Rules & Procedures effective at the time a claim is made. You are responsible for your own attorneys' fees unless the arbitration rules and/or applicable law provide otherwise.
Where the relief sought is $10,001 or more, resolution shall be in accordance with the JAMS Streamlined Arbitration Procedure Rules for claims that do not exceed $250,000 and the JAMS Comprehensive Arbitration Rules and Procedures for claims exceeding $250,000 in effect at the time the arbitration is initiated, excluding any rules or procedures governing or permitting class actions. To start an arbitration with JAMS, you must do the following: (a) write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover (you may find a copy of a Demand for Arbitration at www.jamsadr.com); (b) send three copies of the Demand for Arbitration, plus the appropriate filing fee, to JAMS, Two Embarcadero Center, Suite 1500, San Francisco, California 94111; and (c) send one copy of the Demand for Arbitration to Agoyu at 11350 Random Hills Road Suite 130 Fairfax, VA 22030, ATTN: Agoyu Legal. You will be required to pay $250 to initiate an arbitration against us. If the arbitrator finds the arbitration to be non-frivolous, Agoyu will pay all other fees invoiced by JAMS, including filing fees and arbitrator and hearing expenses. You are responsible for your own attorneys' fees unless the arbitration rules and/or applicable law provide otherwise.
The parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.
Arbitration shall be initiated in the Commonwealth of Virginia, United States of America. You and Agoyu further agree to submit to the personal jurisdiction of any federal or state court in or for Fairfax County, Virginia in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.
Class Action Waiver: The parties further agree that the arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND AGOYU AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS USER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in their entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
Exception: Litigation of Intellectual Property and Small Claims Court Claims: Notwithstanding the parties' decision to resolve all disputes through arbitration, either party may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights ("intellectual property rights" means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court's jurisdiction.
30-Day Right to Opt Out: You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending (from the email address you use on Agoyu) written notice of your decision to opt out to [email protected] with the subject line, "ARBITRATION AND CLASS ACTION WAIVER OPT-OUT." The notice must be sent within thirty (30) days of the later of the Effective Date of these Terms or your first use of the Platform; otherwise, you shall be bound to arbitrate disputes in accordance with the terms of those paragraphs. If you opt out of these arbitration provisions, Agoyu also will not be bound by them.
Changes to this section will otherwise apply prospectively only to claims arising after the thirtieth (30th) day. If a court or arbitrator decides that this subsection on "Changes to This Section" is not enforceable or valid, then this subsection shall be severed from the section entitled “Arbitration and Class Action Waiver,” and the court or arbitrator shall apply the first Arbitration and Class Action Waiver section in existence after you began using the Platform.
Survival: This Arbitration and Class Action Waiver section shall survive any termination of your Account or the Platform.
The Terms and the relationship between you and Agoyu shall be governed in all respects by the laws of the Commonwealth of Virginia, without regard to its conflict of law provisions. You agree that any claim or dispute you may have against Agoyu that is not subject to arbitration must be resolved by a court located in Fairfax County, Virginia, or the United States District Court, Eastern District of Virginia, located in Alexandria, Virginia, except as otherwise agreed by the parties. You agree to submit to the personal jurisdiction of the courts located within Fairfax County, Virginia, or a United States District Court, Eastern District of Virginia, located in Alexandria, Virginia, for the purpose of litigating all such claims or disputes that are not subject to arbitration. You hereby waive any and all jurisdictional and venue defenses otherwise available.
Limitation of liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE PLATFORM AND COLLECTIVE CONTENT, YOUR OFFERING OR PROVIDING MOVING SERVICES OR REQUESTING OR RECEIVING MOVING SERVICES THROUGH THE PLATFORM, AND ANY CONTACT YOU HAVE WITH OTHER USERS OF AGOYU OR THIRD PARTIES, WHETHER IN PERSON OR ONLINE, REMAINS WITH YOU. NEITHER AGOYU NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE PLATFORM WILL BE LIABLE (WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT AGOYU HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE) FOR: (A) ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, OR PUNITIVE DAMAGES; (B) SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE; (C) THE COST OF SUBSTITUTE PRODUCTS OR SERVICES; (D) ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS; (E) THE USE OF OR INABILITY TO USE THE PLATFORM, MOVING SERVICES OR COLLECTIVE CONTENT; (F) ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE PLATFORM OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE PLATFORM; (G) YOUR OFFERING OR PROVIDING MOVING SERVICES OR REQUESTING OR RECEIVING MOVING SERVICES THROUGH THE PLATFORM; (H) THE LOSS OF ANY GOODS, POSSESSIONS, PROPERTY, OR OTHERWISE; OR (I) DAMAGE TO ANY PROPERTY, REAL OR PERSONAL.
IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF AGOYU AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, ARISING FROM OR RELATING TO THE TERMS, PLATFORM, MOVING SERVICES, AND/OR COLLECTIVE CONTENT, OR FROM THE USE OF OR INABILITY TO USE THE PLATFORM OR COLLECTIVE CONTENT OR IN CONNECTION WITH ANY MOVING SERVICES OR INTERACTIONS WITH ANY OTHER USERS EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO AGOYU BY YOU OR BY A SERVICE PROVIDER TO AGOYU IN CONNECTION WITH YOUR MOVING SERVICES HEREUNDER, OR ONE HUNDRED U.S. DOLLARS IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE. THE LIMITATION OF LIABILITY DESCRIBED ABOVE SHALL APPLY FULLY TO RESIDENTS OF NEW JERSEY.
Indemnification and release
You agree to release, defend, indemnify, and hold Agoyu and its affiliates and subsidiaries, and their respective officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with (a) your violation of these Terms; (b) your User Content; (c) your interaction with any User or user; and (d) the request or receipt or offer or provision of Moving Services by you, including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with such Moving Services.
Notwithstanding the foregoing paragraph, if you are a resident of New Jersey, you only agree to release, defend, indemnify, and hold Agoyu and its affiliates and subsidiaries, and their respective officers, directors, employees and agents, harmless from and against any third-party claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with your violation of these Terms.
If you are a California resident, you waive California Civil Code Section 1542, which provides:
A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.
If you are not a California resident, you waive your rights under any statute or common law principle similar to Section 1542 that governs your rights in the jurisdiction of your residence.
Force Majeure: Other than payment obligations, neither Agoyu nor you shall be liable to the other for any delay or failure in performance under the Terms arising out of a cause beyond its control and without its fault or negligence. Such causes may include but are not limited to fires, floods, earthquakes, strikes, unavailability of necessary utilities, pandemics, blackouts, acts of God, acts of declared or undeclared war, acts of regulatory agencies, or national disasters.
Due Diligence. You acknowledge and agree that you have been advised that you are solely responsible for selection of the Service Provider and for any decision to engage or not to engage with a Service Provider. You have also been advised to request the Service Provider’s proof of insurance. You also acknowledge and agree that you may be able to obtain better rates and terms through other sources. You are also responsible for ensuring that the estimate is based upon accurate information and you agree to only provide accurate information through the Platform and to work in good-faith with the Service Providers to improve the accuracy of any estimates provided. You also agree that you have been advised to ask the Service Providers for references and to research online reviews for the Service Providers.
No Third-Party Beneficiaries: You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.
Contacting You and E-SIGN Consent: You agree that Agoyu may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Platform. With your consent, Agoyu, Consumer Users, Service Users, or other individuals may also contact you by telephone or through text messages. If you have agreed to receive text messages or telephone calls from Agoyu, Consumer Users, Service Users, or other individuals you also consent to the use of an electronic record to document your agreement. You may withdraw your consent to the use of the electronic record by sending an email to [email protected] with "Revoke Electronic Consent" in the subject line. To view and retain a copy of this disclosure or any information regarding your enrollment in this program, you will need (a) a device (such as a computer or mobile phone) with a web browser and Internet access; and (b) either a printer or storage space on such device. For a free paper copy, or to update our records of your contact information, send an email to [email protected] with contact information and the address for delivery.
Assignment. You will not assign any of your rights or delegate any of your obligations under these Terms without our prior written consent. Any purported assignment or delegation in violation of this provision is null and void. No assignment or delegation relieves you of any of your obligations under these Terms.
Severability. If any provision of these Terms is invalid, illegal, void or unenforceable, then that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.
Waiver: No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Agoyu's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
Statute of Limitations: You agree that regardless of any statute or law to the contrary, any claim arising out of or related to the Platform or the Moving Services offered therein must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred. Notwithstanding the foregoing, this statute of limitations shall not apply to residents of New Jersey.
Section Headings: The section headings in these Terms are for convenience only and have no legal or contractual effect.
[BM1]Do we want to put the onus on them to keep records of communication and their video etc. (the video should automatically download to their camera roll in their iPhone).