Platform Terms of Service (Agencies)

1. Introduction and acceptance

These Terms of Service ("Terms") govern access to and use of the Yarotech platform (the "Platform") by web‑design agencies and other resellers ("Tenant", "you"). The Platform is operated by Yarotech ("Yarotech", "we", "us"). By creating a Tenant account, accessing the Web Agency dashboard, or otherwise using the Platform, you agree to these Terms. You confirm that you are authorized to bind the organization you represent and that you are using the Platform for business purposes.

2. Definitions

• Platform — Yarotech's multi‑tenant system for building, hosting, and managing websites, including the Web Agency dashboard, the Web Agent client chat, hosting orchestration, and the automated and AI‑assisted build/edit tools.
• Web Agency — the Tenant‑facing dashboard where you manage your Clients and their Sites.
• Web Agent — the client‑facing chat service through which your Clients request website changes.
• Tenant — you, the agency or reseller with a Platform account.
• Client — the Tenant's own end customer, for whom the Tenant builds or manages a Site.
• Site — a website built or managed on the Platform.
• Tenant Content — content the Tenant or its Clients submit, upload, or request to publish.
• Users — individuals the Tenant authorizes to access its Web Agency account.

3. The Platform and license grant

Subject to these Terms, Yarotech grants the Tenant a non‑exclusive, non‑transferable, revocable right to access and use the Platform to build, host, and manage Sites for its Clients during the term. This includes the right to onboard Clients, issue them Chat Links, and apply the Tenant's own branding (see §7). Yarotech may update, improve, or modify the Platform, and will aim to avoid materially degrading core functionality without notice.

4. Accounts, Users, and security

• Eligibility. You must provide accurate registration details and keep them current.
• Authentication. Access requires a verified email, a password, and mandatory two‑factor authentication (2FA). You are responsible for keeping credentials and 2FA devices secure.
• User roles. You can invite Users and assign roles (for example, Owner, Manager, Editor, Viewer) and limit Users to specific Clients. You are responsible for your Users' actions and for promptly removing access when someone leaves.
• Account security. You are responsible for all activity under your account. Notify us promptly at yaro@yarotech.net of any suspected unauthorized access or security incident.

5. Tenant responsibilities and the Client relationship

• You own the Client relationship. Your Clients are your customers. You are solely responsible for your dealings with them — including contracting, pricing, billing, and support.
• Your own terms. You must maintain your own terms of service and privacy policy with your Clients (the companion Client terms template is a starting point). You must ensure appropriate notices and consents are in place for Client and website‑visitor data.
• Responsibility for Content. You are responsible for all Tenant Content — including anything your Clients submit or request — and for ensuring it is lawful and non‑infringing (see §11).
• Front‑line support. You provide first‑line support to your Clients. We support you, the Tenant.

6. Automated and AI‑assisted systems

• The Platform builds and edits Sites using automated and AI‑assisted systems, including third‑party AI/LLM service providers.
• Automated output can contain errors, omissions, or unexpected results. The Platform provides safeguards — including a confirmation step before significant changes go live, and the ability to revert to a previous version — but you are responsible for reviewing changes before relying on them or presenting them to Clients.
• Automated output is provided "as is", with no warranty of accuracy, originality, or fitness for a particular purpose. You are responsible for ensuring Sites and content meet your and your Clients' requirements and applicable law.

7. White‑label and branding

• The Platform is white‑label: you may apply your brand (name, logo, colors) to the Web Agency dashboard and the Web Agent client chat, and present the service to your Clients as your own.
• You may not remove, alter, or circumvent security features, or claim ownership of the underlying Platform, software, or systems beyond the branding rights granted here.
• By design, Yarotech does not surface its own identity or its providers to your Clients. You acknowledge that Yarotech (and its providers) operate the underlying Platform.

8. Hosting and infrastructure

• Hosting model. Sites are hosted on infrastructure we arrange, which may include a shared front‑door tier (for example, <your-brand>.sitenetwork.net) and/or a dedicated hosting account, plus optional custom domains.
• Fair use and limits. You will use the Platform reasonably and will not overload, probe, or abuse the infrastructure or the automated/AI systems. We may set and enforce fair‑use, storage, rate, or resource limits.
• Availability. The Platform and hosting are provided on a best‑effort basis. We do not guarantee uninterrupted or error‑free operation, and service may be interrupted for maintenance, updates, provider issues, or events beyond our control.

9. Fees and payment

The fees for the Platform, what they include, and the payment schedule are as set out in your order or plan agreed with Yarotech, which forms part of these Terms. Unless stated otherwise: fees are billed in advance, are exclusive of taxes, and overdue amounts may result in suspension.

10. Data protection and privacy

• Roles. As between the parties, the Tenant (and/or its Client) is the controller of Client and visitor personal data, and Yarotech acts as a processor / subprocessor, processing such data to provide the Platform on your instructions.
• Security. We apply reasonable technical and organizational measures, including encryption of sensitive credentials at rest, mandatory 2FA for dashboard access, and per‑tenant isolation.
• Subprocessors. We use third‑party subprocessors to provide hosting, email delivery, content delivery/security, and automated/AI processing. A current list is in Appendix A. We remain responsible for our subprocessors' performance of the relevant services.
• Data location. The Platform and data are primarily hosted in the United States.
• Breach notification. We will notify you without undue delay after becoming aware of a personal‑data breach affecting your data.
• Data processing terms. For the processing of personal data, the parties will comply with the Yarotech Platform Data Processing Addendum (DPA), which prevails over these Terms on data‑protection matters to the extent of any conflict.

11. Acceptable use

You will not, and will not permit your Users or Clients to: build, host, or distribute anything illegal, infringing, deceptive, or harmful (our Acceptable Use Policy applies here as well); abuse, overload, reverse‑engineer, or attempt to circumvent the Platform, its limits, its security, or its automated/AI systems; use the Platform to build a competing platform, or resell access other than to provide website services to your own Clients; or misuse the automated/AI systems (for example, to generate prohibited content, spam, or high‑volume abuse). We may investigate suspected violations and act under §15.

12. Intellectual property

• Yarotech IP. Yarotech owns all rights in the Platform, including the Web Agency and Web Agent software, systems, templates, and underlying technology. No rights are granted except as expressly stated.
• Tenant IP. You own your brand and your Client relationships. As between you and Yarotech, you and/or your Clients own the Tenant Content and the delivered Sites, subject to the licenses needed to host and operate them and to any third‑party asset licenses.
• Feedback. If you give us feedback or suggestions, you grant us a perpetual, royalty‑free license to use it.

13. Confidentiality

Each party may access the other's non‑public information. Each will protect the other's confidential information with reasonable care and use it only to perform under these Terms. This excludes information that is public, independently developed, or lawfully received from a third party, or that must be disclosed by law.

14. Warranties, disclaimers, and limitation of liability

• Disclaimer. Except as expressly stated, the Platform, hosting, and all automated/AI output are provided "as is" and "as available," without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, accuracy, and non‑infringement.
• Limitation. To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, data, or goodwill. Yarotech's total aggregate liability arising out of or relating to the Platform or these Terms will not exceed the fees you paid to Yarotech in the twelve (12) months before the event giving rise to the claim.

15. Suspension and termination

• Suspension. We may suspend your access or a Site immediately for non‑payment, suspected abuse or security risk, or legal reasons. We will aim to give notice where practical.
• Termination. Either party may terminate on thirty (30) days' written notice, or as otherwise set out in your order. We may terminate for material breach not cured within thirty (30) days of notice.
• Effect. On termination, your right to use the Platform ends. We will provide a reasonable period and reasonable assistance for you to export or migrate your and your Clients' Sites and data. Provisions that by their nature survive (IP, confidentiality, disclaimers, liability, indemnity, accrued fees) continue.

16. Portability and migration

The Platform supports moving Sites between hosting models (for example, from the shared tier to a dedicated hosting account, or onto a custom domain) and cooperating with a reasonable migration if you leave. You remain responsible for your Clients' domains and any registrar‑side DNS.

17. Indemnification

You will defend, indemnify, and hold harmless Yarotech and its providers from third‑party claims, damages, and costs (including reasonable legal fees) arising from Tenant Content, your or your Clients' use of the Platform, your Client relationships, or your breach of these Terms or applicable law.

18. Changes to these Terms and the Platform

We may update these Terms or the Platform. For material changes to these Terms, we will give reasonable notice (for example, by email or a dashboard notice). Continued use after the effective date means you accept the updated Terms.

19. Governing law and disputes

These Terms are governed by the laws of the State of Michigan, without regard to its conflict‑of‑laws principles. The exclusive venue for any dispute arising out of or relating to these Terms or the Platform will be the state or federal courts located in Oakland County, Michigan, and you consent to the personal jurisdiction of those courts.

20. General

• Relationship. The parties are independent contractors; nothing creates a partnership, agency, or employment relationship. Yarotech is not a party to your agreements with your Clients.
• Entire agreement; order of precedence. These Terms, plus any order form and the DPA, are the entire agreement. In case of conflict: DPA (data matters) → order form → these Terms.
• Assignment. You may not assign without our consent; we may assign to an affiliate or successor.
• Subcontractors. We may use subcontractors / subprocessors to provide the Platform.
• Notices. Notices to Yarotech: yaro@yarotech.net. Notices to you: your account email.
• Severability, no waiver, and force majeure apply as standard.

21. Contact

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Appendix A — Subprocessors (current)

Category	Provider	Purpose
Website hosting (cPanel)	cPanel hosting provider	Website hosting and file storage
Transactional email	Transactional email provider	Platform and notification email delivery
Content delivery & access/security	Content delivery & security provider	Secure delivery, TLS certificates, and access control
Automated / AI processing	AI / LLM provider	Automated website build and edit assistance