Terms and Conditions
These Terms and Conditions (“Terms”) are the rules of the road and are non-negotiable. AS SUCH, WE ENCOURAGE YOU TO BECOME FAMILIAR WITH THESE TERMS AS THEY FORM THE BASIS OF OUR CONTRACTUAL RELATIONSHIP.
If We amend these Terms, We will update them here, so everyone benefits from the change. We will also send an email outlining the changes to the email address provided by you on the Platform. It is important that You review the Terms whenever modified, because Your continued use of the Platform or Services for 30 days after notification is Your indication that You agree to be bound by the modified Terms. If You do not agree to be bound by the modified Terms, then You must notify ARS in writing of Your intention to terminate Our business relationship as instructed below. We will make the transition as smooth as possible. Truly, Our job is to empower our Customers and Remote Service Specialists.
👥 Who is who.
“Remote Service Specialist” is an individual that contracts with US to provide services and to whom payment is made for those services through the Program, as described in these Terms.
“Customer” is the business or individual that contracts with Agency Resource Solutions for provision of Services.
“Agency Resource Solutions” is Agency Resource Solutions, Inc., a South Carolina corporation, along with its subsidiaries and affiliates, and their respective directors, officers, employees, licensees, contractors, attorneys, agents, successors, and assigns. We may also refer to ourselves as “ARS.”
“Partner” means any person, firm, or company who Agency Resource Solutions contracts with or otherwise engages to assist with or perform the Services or any part of the Services.
“Program” means Agency Resource Solutions’ proprietary process and platform through which it provides Services.
“Team Member” is a talented individual who is employed by Agency Resource Solutions and provides Services to Customers pursuant to a Service Agreement between Agency Resource Solutions and its Customers.
“Website” means www.agencyresourcesolutions.com and any other websites owned or provided by Agency Resource Solutions.
📜 This is a binding contract.
These Terms, together with Service-specific scope of services, Agency Resource Solutions’ Privacy Policy, and Cookies Policy (referred to together as the “ARS Terms”), form the complete agreement between You and ARS (“Us,” “We,” “Our”). In exchange for Your agreement with the ARS Terms and agreed-upon payment, ARS will provide You a placement with a Remote Service Specialist, an agreed upon remote work process and best practices, ongoing consulting/training, and/or other related services (the “Services”). These Services will be provided through the Website enrollment process and the Program and are supported by the team at ARS. These Terms are a legally binding agreement between You and ARS (individually, “Party” or together, “Parties”). By (i) clicking the applicable button to indicate Your acceptance of the Terms, or (ii) accessing or using any Service, You accept the Terms, and You agree, effective as of the date of such action, to be bound by the Terms.
🙊 Confidential Information
Each Party may disclose confidential information to the other Party. Such information includes trade secret, proprietary and Team Member information, and pricing terms. Except as agreed or required by law, both We and You will hold in confidence and not disclose such confidential information to anyone other than Our and Your own employees, agents, contractors, or insurance entities who have agreed to preserve the confidentiality.
What is confidential? “Confidential Information” includes all non-public documents and information that have or could have commercial value or other utility. Examples include customer lists, prices and how they are set, intellectual property, Team Member information, business plans, and/or innovative ideas and methods for doing business. Information is not confidential if it is publicly known, readily available to the public through no fault of the non-disclosing Party, or if You or ARS specifically allow its disclosure in a written release. But remember, if Confidential Information becomes public because of a Party’s violation of these Terms, it is still deemed Confidential Information and still protected by this agreement.
What are my obligations? The Parties agree to keep Confidential Information confidential. The Parties agree to exercise reasonable care to protect the confidentiality of Confidential Information. Reasonable care means at least the same level of care that a Party would reasonably use to protect its own Confidential Information. The Parties agree not to disclose the other Party’s Confidential Information to any third party, except as required to fulfill Our engagement together and in that instance, under confidentiality terms that are at least as restrictive as specified under these Terms. Each Party remains fully responsible for any unauthorized disclosure by its representatives.
The Parties agree not to use Confidential Information in competition with each other. The Parties agree not to use Confidential Information in any way that harms the other Party. Each Party agrees not to share Confidential Information with competitors, or to otherwise use Confidential Information for its own business advantage. Some Confidential Information, like trade secrets and certain personally identifiable information, is protected by law. The legal duty to keep that information confidential is independent of these Terms.
What if there is a disclosure? The Parties agree to notify each other immediately of any unauthorized access, disclosure, loss or misuse of Confidential Information, or other breaches. The Parties will also use best efforts to immediately contain and remedy any such unauthorized access, disclosure, loss, or misuse. Finally, the Parties will fully cooperate with each other in any effort to enforce rights related to any such unauthorized disclosure. A Party may be required by law, court order, regulatory inquiry, or subpoena to disclose Confidential Information (we will call that a “Compelled Disclosure”). If You or ARS receive a notice of Compelled Disclosure, the recipient will provide the other Party prompt notice, to the extent allowed by law, and will provide reasonable assistance if the decision is made to contest the Compelled Disclosure.
How long does this obligation last? These confidentiality and non-disclosure obligations will continue for 3 years after Our business relationship ends. However, within sixty business days of termination of these Terms, each Party must return all documents in their respective possession, custody, or control which contain the other Party’s Confidential Information and/or provide certification that all copies (electronic or hardcopy) have been destroyed. In the instance where documents or data are subject to longer, legal, or compliance-related retention requirements, the Parties are allowed to retain the other Party’s Confidential Information, subject to these confidentiality and non-disclosure obligations, for as long as required by the relevant law or applicable retention policy, thereafter, returning or destroying it.
💻 Data Privacy and Processing
You are trusting Us with Your business and certain personal information. We take that trust seriously and work hard to comply with the highest data processing standards, rules, and regulations. Please review the ARS Privacy Policy for details. The information here includes an overview of that program. In a conflict between these Terms and those documents, the Privacy Policy governs.
Control of Personal Data. In order to provide Our Services, We, You, and ARS Partners may export, import, collect, and/or otherwise process personal data (“Personal Data”) belonging to individuals who are protected under applicable data protection and privacy laws. Each Party is solely responsible for its compliance with applicable data protection laws and for fulfilling all of its related obligations to third parties, including data subjects and supervisory authorities.
Use of Third Parties and Subprocessors. You authorize ARS to use third parties to process Personal Data, and additionally, You authorize those third parties to engage subprocessors to process Personal Data. ARS’s use of any specific third party or subprocessor to process Personal Data must be in compliance with applicable data protection laws and must be governed by a contract between ARS and the third party (and their subprocessors) that requires comparable protections to these Terms. ARS will provide upon written request a copy of ARS’s agreements with third parties that process Your Personal Data. Please note, in sharing Our third-party contracts, all terms unrelated to the Standard Contractual Clauses will be redacted for confidentiality reasons. If after review, You object to the appointment of a particular third party (or subprocessor), You may terminate this agreement in accordance with the ARS Terms.
Data Loss. In the case of any reportable losses of Personal Data (“Incident”), each Party will notify the other as soon as possible and no later than 72 hours after identification of an Incident. Quick notice allows each Party to consider what it needs to do to resolve an Incident in accordance with the applicable law. When an Incident occurs, the Parties agree to help each other in an expeditious and compliant manner.
Cooperation and Audit Rights. Both You and ARS agree to provide reasonable assistance to each other related to any requests from individuals exercising their rights in Personal Data granted to them under applicable data protection laws. ARS shall make available to You and Your regulators all information necessary to demonstrate compliance with applicable data protection laws. If You agree to cover the cost (regardless of any resulting findings), ARS will allow and cooperate with a data protection impact assessment and a third-party audit initiated by You.
📏 Compliance
We like rules and We follow them. We require compliance with all applicable bribery, trade, trafficking, and money laundering laws.
Anti-Corruption. Anti-corruption laws prohibit directly or indirectly making, promising, authorizing, or offering any advantage or anything of value to public officials or private persons or corporations to secure an improper advantage, to improperly obtain or retain business, or to direct business to any other person or entity. The Parties agree, individually and together, to comply with all applicable Anti-Corruption and Anti-Bribery Laws.
Applicable Laws. ARS takes full responsibility for Our actions and omissions regarding the employment of Team Members and provision of Services. However, We are in this together and You also have a role to play. When engaging or using Services, You agree to comply with applicable laws and regulations.
You and ARS agree that neither Party will knowingly take any action that would cause the other Party to be in violation of any applicable law. Additionally, each Party will promptly notify the other Party if such Party has any information or suspicion that there may be a violation of any law, regulation, or work rule in connection with the performance of any activities under the ARS Terms.
Information about applicable laws may be provided by ARS through the Program and Website. We strive to keep Our information and templates accurate, current, and up to date, but You understand and agree that ARS is not a law firm, attorney, or tax advisory firm, and the information provided is not a substitute for the advice or services of an attorney or tax professional. It is always best practice to consult a licensed attorney, tax, and accounting professional before beginning a new business relationship.
Information provided via the Website. We will use information provided by You, including personal information, in connection with providing the Services. This usage may include sharing information between the Website and other Websites owned or licensed by the ARS family of companies, as well as third party providers’ websites. You consent to this transfer of data, subject to applicable law, these Terms, and ARS’s Privacy Policy.
The Platform is not the answer to everything. Information provided via the Website is meant for informational purposes only and should not be interpreted as professional legal or tax advice. We encourage You to consult a professional that is trained or licensed in the relevant area if You need assistance.
🛑 Termination of Services
Convenience. We are in this together and while We do not want You to leave Our Program, if We are not the right fit for Your needs, You should be able to make a change. You may terminate your Agreement under these Terms, at any time, for any reason or no reason, if You give us 30 days’ written notice of Your intent to terminate. ARS can likewise terminate any Agreement(s) under these Terms at any time, for any reason or no reason, if We give You 30 days’ written notice. The only catch is that you shall continue to pay the agreed-upon salary to your assigned Remote Service Specialist throughout your 30-day notice period. You will also be required to pay out your remaining contracted months under your ARS commitment term (selected by You when you sign up for our Program) in one lump sum on the next billing date.
Breach. In the case of breach of contract, either Party may terminate these Terms and/or one or more Service Agreement(s), pursuant to the ARS Terms, following written notice to the other Party and five calendar days’ opportunity to cure. The cure period will not be extended.
Cancellation of Services. ARS reserves the right to cancel any Services provided due to suspicious behavior, fraud, harassment, unfair, deceptive, or illegal acts or practices, and at the direction of law enforcement or other regulatory authority.
Effect of Termination. After either Party has delivered to the other Party a termination notice as provided above, ARS will begin the process of terminating Services with respect to the affected Remote Service Specialists or other affected parties. ARS will continue to provide Services under the current Terms until the actual date each Agreement or can be terminated in accordance with the relevant terms and with applicable law. Of course, obligations to pay unpaid invoices and remedies for non-payment survive termination of these Terms and Agreements.
The termination or expiration of an Agreement will not terminate these Terms. Unless a Party terminates these Terms as described above, the Terms will remain in effect for as long as You have any active Service Agreement and will automatically terminate 90 days from the date on which You no longer have any active Service Agreements with Us.
Warranty and Disclaimers
💪 Warranty
Mutual Warranty. Each Party hereby represents and warrants: (a) that it is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation or organization; (b) that the execution and performance of the agreement will not conflict with or violate any provision of any law having applicability to such Party; and (c) that the agreement, when executed and delivered, will constitute a valid and binding obligation of such Party and will be enforceable against such Party in accordance with its terms.
ARS’s Warranty. ARS further represents and warrants that the Services will be performed and operate in all respects in accordance with the ARS Terms and with applicable laws and will be performed in a professional and skillful manner at a standard comparable with others in the industry.
Customer Warranty. You further represent and warrant that during the use or engagement of Services, You will comply with all laws applicable to You relating to the engagement or provision of Services, these Terms, and all Service Agreements. You further represent and warrant that during the use or provision of Services, You will not task or otherwise involve ARS, Remote Service Specialists, ARS Team Members, or other service providers in any illegal activity during the term of Our engagement.
🚫 Disclaimers
Disclaimer of Warranties. EXCEPT AS OTHERWISE EXPRESSLY STATED IN THESE TERMS, TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, OUR SERVICES, THE PLATFORM, WEBSITES, AND CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND MADE BY ARS. WITHOUT LIMITING THE FOREGOING, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ARS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, DATA LOSS, AND NON-INFRINGEMENT. ARS DOES NOT WARRANT THAT OUR SERVICES, WEBSITES, OR ARS CONTENT WILL (I) MEET YOUR SPECIFIC EXPECTATIONS OR REQUIREMENTS; (II) BE COMPLETELY SECURE OR FREE FROM UNAUTHORIZED, THIRD-PARTY SYSTEM ERRORS, INTRUSION, BUGS, VIRUSES, OR OTHER HARMFUL COMPONENTS NOT CONTROLLED BY US; OR (III) BE FREE FROM INTERRUPTION.
Employment Relationship. Under the Terms, ARS is not the employer of the provided Remote Service Specialist. In contrast, ARS is acting as a placement company, recruiting, training, and recommending a Remote Service Specialist to be hired as an employee of Customer. Customer agrees to comply with all applicable employment and tax laws as it relates to its Remote Service Specialist.
Forms and Templates. As a part of Our Program, ARS may recommend that you to utilize forms, agreements, policies, templates, and other documents. These are provided as a convenience to Your business. The use of these documents is at Your own risk, and You agree to hold ARS harmless and indemnify ARS from any claims arising from use of those documents.
Professional Advice. While We agree to provide compliant Services to You, ARS does not provide tax, legal or accounting advice. We will do Our best to provide You with the information You need to make Your own decisions about compliance with applicable laws. If You have questions after reviewing any portion of the Services provided by ARS, You should consult Your own tax, legal or accounting advisors.
✨ Important Things That Are Not Easily Categorized
Marketing. Ask first. Neither ARS, nor You shall issue or release any announcement, statement, press release or other publicity or marketing materials relating to this agreement or otherwise use each other’s trademarks, service marks, trade names, logos, domain names or other indicia of source, affiliation, or sponsorship, in each case, without the prior written consent of the other Party.
Electronic Acceptance of Terms. These Terms, and any amendments thereto, by whatever means accepted, shall be treated in all manner and respects as an original contract and shall be considered to have the same binding legal effect as if it were an original signed version thereof, delivered in person. Neither Party hereto shall argue that a contract was not formed hereunder based on either (i) the use of electronic means to indicate acceptance of these Terms; or (ii) the fact that any signature or acceptance of this agreement was transmitted or communicated through electronic means; and each Party forever waives any related defense.
Electronic Notification. Any notices or other communications provided by ARS, including those regarding modifications to these Terms, will be given via email. Notice provided by e-mail will be deemed received on the date such email is sent.
No Agency. Except where explicitly provided, the Terms do not create or constitute a partnership or joint venture between the Parties or make either Party an agent of the other. Neither Party shall hold itself out contrary to the terms of this paragraph. Nothing contained in these Terms shall be deemed to permit either Party to conduct business in the name of or on account of the other Party, to incur or assume any expense, debt, obligation, liability, tax or responsibility on behalf of or in the name of the other Party or to act on behalf of or bind the other Party in any manner whatsoever.
Waiver. No failure or delay by either Party to exercise any right or remedy provided under the ARS Terms or by applicable law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.
No Assignment. Except where explicitly provided, neither Party may assign rights and obligations under the ARS Terms, by operation of law or otherwise, without the other Party’s prior written consent, which will not be unreasonably withheld. Any attempt to assign or transfer this agreement, without such consent, will be invalid.
Force Majeure. If either Party is delayed, hindered, or prevented from performing its obligations under this agreement by reason of war, riot, sabotage, terrorist act, flood, fire, earthquake, hurricane, tornado, radiological emergency, computer virus or worm, governmental or quasi- governmental law, regulation or court order, or any other cause of like nature beyond reasonable control, the Party unable to perform will promptly give notice to the other Party. As soon as practicable under the circumstances, the non-performing Party shall make commercially reasonable efforts to resume full performance.
Entire Agreement. The ARS Terms, including these Terms and Conditions, all applicable Service Agreements, Privacy Policy, Cookies Policy, and any other separately executed contracts form the entire agreement between the Parties and replaces all prior understandings, communications, and agreements, oral or written, regarding this subject matter. Any of the ARS Terms, including these Terms and Conditions, may only be modified as otherwise provided herein. To the extent any conflict or ambiguity between these Terms and Conditions and a Service Agreement arises, the Parties agree that the terms of the Service Agreement will govern.
Severability. If any part of these Terms is found to be invalid or unenforceable, the remainder of the agreement will remain in full force and effect as if the unenforceable part did not exist. The Terms will be construed in its entirety, giving meaning to its whole, and not strictly for or against ARS or Customer.
Governing Law. This agreement shall be governed by and construed in accordance with the laws of the State of South Carolina, USA without regard to its conflict of law provisions.
Contacting ARS. Notice to ARS under these Terms or any Service Agreement can be provided by email addressed to support@agencyresourcesolutions.com. If You really like snail mail, You can find us at:
Agency Resource Solutions, Inc.703 Lightwind CourtSeneca, SC 29672 USA
Feedback. ARS is here for YOU! Our mission is taking the service load off of our Customers and their teams, keeping that process efficient, simple, and affordable for Customers, while also helping brilliant people build fulfilling careers from anywhere. If You have ideas about how We can do that better, We welcome Your suggestions. Talk to Us at support@agencyresourcesolutions.com. We truly value your input!