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Online Service Agreement and Privacy Policy

Easy Territory, Inc. (“EZT”)
Last Updated: 1/1/2026


IMPORTANT NOTICE

PLEASE READ THIS ONLINE SERVICES AGREEMENT (“AGREEMENT”) CAREFULLY. BY ACCESSING OR USING THE EASYTERRITORY SERVICES, YOU (“CUSTOMER”) AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE, DO NOT USE THE SERVICES.

Customer is responsible for ensuring that all Users comply with this Agreement and will be liable for any breach by its Users.


1. DEFINITIONS

1.1 “Confidential Information” means any non-public information disclosed by a party that is designated as confidential or that reasonably should be understood to be confidential, including the terms of this Agreement.

1.2 “Documentation” means EZT’s user guides, help content, and technical documentation made available for the Services.

1.3 “EasyTerritory Services” or “Services” means EZT’s hosted, subscription-based software platform and related services made available via the EasyTerritory Cloud.

1.4 “EasyTerritory Cloud” means the Services hosted at https://*.easyterritory.com.

1.5 “Malicious Code” means viruses, worms, time bombs, Trojan horses, or other harmful or malicious code.

1.6 “Subscriber Data” means data submitted to the Services by or on behalf of Customer.

1.7 “Subscription” means Customer’s right to access and use the Services during the applicable Subscription Term.

1.8 “Subscription Term” means the period during which Customer has paid applicable Subscription Fees.

1.9 “User” means an individual authorized by Customer to use the Services.


2. GRANT OF RIGHTS AND USE RESTRICTIONS

2.1 Subscription Grant

Subject to this Agreement and payment of applicable fees, EZT grants Customer a limited, non-exclusive, non-transferable right to access and use the Services for Customer’s internal business purposes during the Subscription Term.

2.2 Authorized Users

Customer may permit its employees and contractors to use the Services solely for Customer’s benefit. Customer is responsible for all User activity.

2.3 Use Restrictions

Customer shall not:

  • Share User credentials
  • Exceed purchased User limits
  • Rent, lease, resell, or sublicense the Services
  • Reverse engineer or attempt to derive source code
  • Use the Services to transmit unlawful, infringing, or malicious content
  • Interfere with EZT’s systems or security

2.4 Audit Rights

EZT may reasonably monitor usage to verify compliance. Any audit will not unreasonably interfere with Customer’s operations.


3. FEES AND PAYMENT

3.1 Fees. Fees are set forth in the applicable order or quote.

3.2 Payment Terms. Invoices are due within thirty (30) days.

3.3 Taxes. Fees exclude taxes. Customer is responsible for all applicable taxes.

3.4 Late Payments. Overdue amounts may accrue interest at the lesser of 1.5% per month or the maximum allowed by law. EZT may suspend Services for non-payment.

3.5 Refunds. Fees are non-refundable except as required by law.


4. SUPPORT AND SERVICE AVAILABILITY

4.1 Updates and Upgrades

EZT may, from time to time, implement updates, upgrades, enhancements, or modifications to the EasyTerritory Services (“Updates”). Such Updates may temporarily affect availability or functionality of the Services. Where Updates are reasonably expected to materially impact Customer’s use of the Services, EZT will use commercially reasonable efforts to provide advance notice and, where practicable, perform such Updates outside of regular business hours.

4.2 Technical Support

During an active Subscription Term, Customer may request technical support through the EasyTerritory portal or via email. Standard technical support is provided during EZT’s normal business hours of 8:00 AM to 5:00 PM Eastern Time, Monday through Friday, excluding nationally recognized holidays.

4.3 Third-Party Hosting Environment (Azure SLA Dependency)

The EasyTerritory Services are hosted on Microsoft Azure, a third-party cloud infrastructure provider (“Third-Party Hosting Environment”). Availability and performance of the Services are subject to Microsoft’s service level commitments as published by Microsoft from time to time. Customer expressly acknowledges and agrees that EZT does not control and may not be able to remediate outages, disruptions, or performance issues caused by the Third-Party Hosting Environment.


5. INTELLECTUAL PROPERTY AND DATA

5.1 Ownership

EZT retains all rights, title, and interest in the Services and Documentation. No ownership rights are transferred to Customer.

5.2 Subscriber Data

Customer retains all rights to Subscriber Data. EZT may access, process, and store Subscriber Data solely to provide, maintain, support, and improve the Services.

5.3 Data Security

EZT will maintain commercially reasonable administrative, technical, and physical safeguards to protect Subscriber Data.

5.4 Feedback

Customer grants EZT a perpetual, royalty-free right to use feedback and suggestions without obligation.


6. CONFIDENTIALITY AND PRIVACY

6.1 Confidentiality Obligations

Each party will protect the other party’s Confidential Information using reasonable care and only use it as permitted under this Agreement.

6.2 Exceptions

Confidentiality obligations do not apply to information that is public, independently developed, or lawfully obtained.

6.3 Privacy

EZT collects limited personal information (name, email, company, address) for account administration, billing, and service delivery. EZT does not sell personal data. Additional privacy terms are described in EZT’s Privacy Policy and, where applicable, a Data Processing Addendum.

6.4 Marketing Communications

Marketing emails include an unsubscribe mechanism. Data access or deletion requests may be submitted to [email protected].


7. TERMINATION

7.1 For Breach. Either party may terminate this Agreement with thirty (30) days’ written notice if the other party fails to cure a material breach.

7.2 Effect of Termination. Upon termination:

  • Customer’s access will cease
  • EZT will destroy Subscriber Data within 14 business days
  • Confidentiality, IP, payment, and liability provisions will survive

8. DISCLAIMER OF WARRANTIES

THE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTIES OF ANY KIND. EZT DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.


9. INTELLECTUAL PROPERTY INDEMNIFICATION

EZT will defend Customer against third-party claims that the Services infringe U.S. intellectual property rights and will indemnify Customer for resulting damages, provided Customer promptly notifies EZT and cooperates.


10. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

  • EZT WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES
  • EZT’S TOTAL LIABILITY WILL NOT EXCEED THE FEES PAID BY CUSTOMER IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM

11. SUBSCRIPTION AND RENEWAL

Subscriptions are billed annually unless otherwise stated. Renewal terms and pricing are subject to EZT’s then-current rates upon renewal.


12. GOVERNING LAW

This Agreement is governed by the laws of the State of Florida, excluding conflict-of-law rules. Venue shall lie exclusively in Leon County, Florida.


13. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements. Amendments must be in writing and signed by EZT. English governs all interpretations.