This Agreement governs your access to and use of 2am.tech’s website (www.2am.link), all subpages, subdomains, mobile applications, and all content, services, and products available at or through the website and mobile applications (collectively, the “Site” and the services offered by 2amigos Consulting Group, LLC (“2am.tech”), the “Services”). By registering for an account, signing into your account, accessing the Site, or using the Site in any way, you are agreeing to be contractually bound by the terms and conditions herein. Defined terms are set forth in Section 20.
1. Account Registration and Profile
You must register with the Site to have full access and use of the Site. Your account registration is subject to review and approval by 2am.tech. 2am.tech reserves the right to refuse, suspend, or revoke your access to the Site for violating these terms, or for any other reason, or for no reason, all in 2am.tech’s sole discretion. To use our Site, you must complete a user profile (“Profile”). You agree to provide accurate and complete information on your Profile and you agree to keep that information current. You agree not to provide any false or misleading information about your identity, skills, or experience and to keep all such information current. We reserve the right to suspend or terminate the account, or access to our Site, for anyone who provides false, inaccurate, or incomplete information in creating, marketing, or maintaining a Profile or an account, in our sole discretion.
2. Experts Are Independent Experts
Experts are independent contractors (unless specifically engaged by 2am.tech as employees). Experts have sole responsibility for providing their own computer, printer, research tools, software, and other tools and materials necessary to perform the required services.
3. Buy-Out Fee to Work Together Outside the Site
Should a Client wish to hire Expert as a direct employee, subject to the Expert’s agreement, upon 2am.tech’s agreement, which 2am.tech may withhold in its reasonable discretion, the Client may do so in exchange for a fee (the “Buyout Fee”). The Buyout Fee payable to 2am.tech is the greater of: (a) 10% of the Expert’s annual salary (to be estimated at the time of the buyout and subject to a true-up after 12 months) in the event of full or part-time employment; or (b) $10,000. Upon payment of the Buyout Fee, 2am.tech shall provide written consent for the Expert to become an employee of the Client’s firm or otherwise provide service to the Client outside of the Site; provided, however, that 2am.tech should be entitled to a reasonable transition period to ensure that other clients are not negatively affected by such change..
4. Non-Circumvention; Liquidated Damages for Working Together Outside the Site Without 2am.tech Approval
You acknowledge that 2am.tech has, and continues to invest, substantial resources and effort to build and operate the Site and provide the Services. You, on behalf of yourself and your firm, companies, affiliates, or any other entity in which you hold an interest, acknowledge and commit not to circumvent or attempt to circumvent 2am.tech or this Agreement, or in any way procure services from Expert (in their individual capacity or as part of a firm or company) outside of the Site without 2am.tech’s prior written consent, other than through the Buy-Out Fee above. YOU ACKNOWLEDGE THAT THE CIRCUMVENTION DESCRIBED ABOVE WOULD DAMAGE 2AM.TECH, AND YOU EXPRESSLY AGREE THAT DAMAGES FOR BREACH WILL BE MEASURED AS THE GREATER OF: (A) 30% OF THE HOURLY ASSOCIATE’S ANNUAL SALARY (SUBJECT TO A TRUE-UP AFTER 12 MONTHS) IN THE EVENT OF FULL OR PART-TIME EMPLOYMENT; OR (B) $10,000. YOU ACKNOWLEDGE AND AGREE THAT THE CLIENT AND CONTRACTOR ARE JOINTLY AND SEVERALLY LIABLE FOR THIS PAYMENT. You and 2am.tech hereby acknowledge and agree that the sums payable under this Section constitute liquidated damages and not penalties and are in addition to all other rights of 2am.tech under this Agreement. You and 2am.tech further acknowledge that: (i) the amount of loss or damages likely to be incurred is incapable or is difficult to precisely estimate; (ii) the amounts specified in this Section bear a reasonable relationship to, and are not plainly or grossly disproportionate to, the probable loss likely to be incurred in connection with circumvention of the Site; (iii) one of the reasons for the amounts set forth in this Section is the uncertainty and cost of litigation regarding the question of actual damages; and (iv) you and 2am.tech are sophisticated parties and this Agreement is an arm’s length agreement. If you do not agree to this liquidated damages provision, your sole recourse is to not use the Services.
5. Dispute Resolution Between Client and Expert
By accessing the Site or using the Services as a Client or Expert, you agree to resolve all Disputes between Client and Expert per the terms of this Section 5. Either a Client or Expert may initiate a dispute (a “Dispute”) that will be reviewed by 2am.tech who will adjudicate the Dispute and determine how the Dispute will be resolved.
By accessing the Site or using the Services, you agree that when a Dispute is initiated by either Client or Expert, you will provide your full cooperation to 2am.tech and will promptly respond to all requests for information or documents. You acknowledge and agree that a failure to fully cooperate with 2am.tech may result in a determination of the Dispute that is adverse to you.
6. Using the Site
To access or use the Site, you must be, and hereby represent you are, 18 years or older and have the requisite power and authority to enter into this Agreement. To use the Site and the Services, you must have, and hereby represent that you have, an independent business (whether it be as a self-employed individual/sole proprietor or as a corporation or other entity) and further represent that you intend to use the Site and Services for your business purposes only. You understand that you must comply with any licensing or registration requirements with respect to your business and you represent that you comply with all such requirements and will indemnify, defend, and hold 2am.tech harmless from any lawsuits, damages, or costs resulting from you failing to comply with your licensing and registration requirements for your business. 2am.tech reserves the right, in our sole discretion, to refuse, suspend, or revoke your access to the Site and Services upon a violation of this Agreement for any other reason, or for no reason, all in 2am.tech’s sole discretion. You may not access or use the Site if we have previously banned you from the Site.
6.1.2. Digital signature
By registering for a 2am.tech account on the Site, or by clicking to accept the Terms of Service when prompted on the Site, you are deemed to have executed this Agreement electronically, effective on the date you register your account or click to accept the Terms of Service, pursuant to the U.S. Electronic Signatures in Global and National Commerce Act (15 U.S.C. § 7001, et seq.). You acknowledge that you can electronically receive, download, and print this Agreement and any amendments.
6.1.3. Permission to use the Site
We grant you permission to use the Site subject to the restrictions in this Agreement. Your use of the Site is at your own risk, including the risk that you might be exposed to content that is offensive, indecent, inaccurate, objectionable, or otherwise inappropriate.
6.1.4. Site availability
The Site may be modified, updated, interrupted, suspended, or discontinued at any time without notice or liability.
7.1.1. Responsibility for User Content
You alone are responsible for your User Content, and once posted or published, it cannot always be withdrawn. You assume all risks associated with your User Content, including anyone’s reliance on its quality, accuracy, or reliability, or any disclosure by you of information in your User Content that makes you personally identifiable. You represent that you own, or have the necessary permissions to use and authorize the use of your User Content as described herein. You may not imply that your User Content is in any way sponsored or endorsed by 2am.tech. You may expose yourself to liability if, for example, your User Content contains material that is false, intentionally misleading, or defamatory; violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; contains material that is unlawful, including illegal hate speech or pornography; exploits or otherwise harms minors; or violates or advocates the violation of any law or regulation.
126.96.36.199. Our right to use your User Content
You own your User Content and except as expressly authorized by this Agreement, we will not use your User Content for marketing purposes without your permission. In connection with your registration or in your account settings, you may elect (and thereby expressly grant your permission) to make your profile and other User Content available to other Users, 2am.tech, and the public. Notwithstanding anything to the contrary herein, you agree and acknowledge that we and other Users may view and otherwise use your User Content in connection with posting work on the Site, applying for work on the Site, completing work through the Site, and aggregating and compiling data regarding usage of the Site for marketing and development purposes (the “Approved Uses”). As such, you hereby irrevocably grant us world-wide, non-exclusive, royalty-free, sublicensable, transferable rights to use your User Content for the Approved Uses. You also irrevocably grant the Users of the Site the right to access your User Content in connection with their use of the Site for the Approved Uses. Finally, you irrevocably waive, and cause to be waived, against 2am.tech and its Users any claims and assertions of moral rights, attribution, or otherwise with respect to the Approved Uses of your User Content.
188.8.131.52. 2am.tech may modify or remove content
User Content does not necessarily reflect the opinion of 2am.tech. We have the right (though not the obligation) to, in our sole discretion, determine whether or not any User Content is appropriate and complies with this Agreement and to refuse or remove any User Content that, in our reasonable opinion, violates any 2am.tech policy or is in any way harmful, inappropriate, or objectionable. 2am.tech further reserves the right to make formatting and edits, as well as to change the manner User Content is displayed on the Site.
Except for Content that originates from 2am.tech, we do not claim ownership of any Content that is transmitted, stored, or processed in your account. You retain all ownership of and responsibility for your User Content. We own 2am.tech Content, including but not limited to visual interfaces, interactive features, graphics, design, compilation, computer code, products, software, aggregate user review ratings, aggregate and compiled data regarding usage of the Site and all other elements and components of the Site excluding your User Content, Protected Content, and Third-Party Content. We also own the copyrights, trademarks, service marks, trade names, and other intellectual and proprietary rights throughout the world (“IP Rights”) associated with 2am.tech Content and the Site, which are protected by copyright, trade dress, patent, trademark laws, and all other applicable intellectual and proprietary rights and laws. As such, you may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit any of 2am.tech Content in whole or in part except as expressly authorized by us. Except your limited right to use the Services and Site as expressly and unambiguously provided herein, we do not grant you any express or implied rights, and all rights in and to the Site and 2am.tech Content are retained by us.
We are under no obligation to enforce this Agreement on your behalf against another User. While we encourage you to let us know if you believe another User has violated this Agreement, we reserve the right to investigate and take appropriate action at our sole discretion. 2am.tech is not responsible for User Content or Third-Party Content. You agree not to hold 2am.tech liable for User Content or Third-Party Content.
8.1 You agree not to, and will not assist, encourage, or enable others to use the Site to:
a. Transmit any Content that is unlawful, promotes unlawful conduct, is pornographic, discriminatory, or otherwise victimizes or intimidates an individual or group on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability; violates any applicable rules of professional conduct; is false or defames, harasses, abuses, threatens, or incites violence towards any individual or group; or violates any third-party’s rights, including any breach of confidence, copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right;
b. Promote a business or other commercial venture or event, or otherwise use the Site for commercial purposes, except as expressly permitted in writing by 2am.tech; send solicitation or marketing emails, spam, surveys, or other mass messaging, whether commercial in nature or not; engage in keyword spamming, or otherwise attempt to manipulate the Site’s search results or any third-party website;
c. Violate the privacy of any person; or impersonate any person or entity, including any of our employees or representatives;
d. Violate this Agreement;
e. Modify, adapt, appropriate, reproduce, distribute, translate, create derivative works or adaptations of, publicly display, sell, trade, or in any way exploit the Site or Site Content, except as expressly authorized by 2am.tech;
f. Use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape, or index any portion of the Site or any Site Content;
g. Reverse engineer any portion of the Site, record, process, or mine information about other Users, or reformat or frame any portion of the Site;
h. Remove or modify any copyright, trademark, or other proprietary rights notice that appears on any portion of the Site or on any materials printed or copied from the Site;
i. Access, retrieve, or index any portion of the Site for purposes of constructing or populating a searchable database;
j. Attempt to gain unauthorized access to the Site, User accounts, computer systems or networks connected to the Site through hacking, password mining, or any other means;
k. Use the Site or any Site Content to transmit any computer viruses, worms, defects, Trojan horses, or other items of a destructive nature;
l. Use any device, software, or routine that interferes with the proper working of the Site, or otherwise attempt to interfere with the proper working of the Site;
m. Use the Site to violate the security of any computer network, crack passwords, or security encryption codes; disrupt or interfere with the security of, or otherwise cause harm to, the Site or Site Content;
n. Remove, circumvent, disable, damage or otherwise interfere with any security- related features of the Site, features that prevent or restrict the use or copying of Site Content or features that enforce limitations on the use of the Site; or
o. Use, modify, recreate, reproduce, distribute, create derivative works or adaptations of, publicly display, or in any way exploit 2am.tech Content, the Site, or the Services for your own commercial benefit or otherwise.
9. 2am.tech has no responsibility or liability of any kind for any User Content or Third- Party Content and ANY USE OR RELIANCE ON USER CONTENT OR THIRD-PARTY CONTENT IS SOLELY AT YOUR OWN RISK
You agree not to use feedback information from the Site to make any employment, credit, credit valuation, underwriting, or similar decision about a User. While 2am.tech does not investigate the reviews for accuracy or reliability, 2am.tech may, but is not required to, do so if a User requests that 2am.tech do so. You may be held legally responsible for damages suffered by other Users or third parties as a result of your remarks if such remarks are legally actionable and/or defamatory. 2am.tech is not legally responsible for any feedback or comments posted or made available on the Site by any Users, even if that information is defamatory or otherwise legally actionable. In order to protect the integrity of the feedback system and protect Users, 2am.tech reserves the right (but is under no obligation) to remove or modify posted feedback or information that, in 2am.tech’s sole judgment, violates this Agreement or negatively affects our marketplace. You acknowledge and agree that you will notify 2am.tech of any error or inaccurate statement in your feedback results and that if you do not do so, 2am.tech may rely upon the accuracy of such information.
10. Email Communications. We use email and electronic means to stay in touch with our Users
10.1. Consent to electronic communications for Users
For contractual purposes, you: (i) consent to receive communications from 2am.tech in an electronic form via the email address you have submitted or via the Site; and (ii) agree that all agreements, notices, disclosures, and other communications that 2am.tech provides to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing.
10.2. Keep your address and email address current with us
In order to ensure that we are able to provide records or notices to you electronically or by U.S. Postal Service, you agree to notify us immediately of any change in your email or mailing address by updating your account information on the Site or by contacting the Customer Care Team. You must keep your email address updated on the Site and you must regularly check the Site for postings. If you fail to respond to an email message from 2am.tech regarding a violation, dispute, or complaint within two business days, 2am.tech may suspend or terminate all pending work and your account.
10.3. Legal notice to 2am.tech must be in writing and not by email or messenger
Communications made through email or the Service’s private messaging system will not constitute legal notice to 2am.tech or any of our officers, employees, agents, or representatives in any situation where notice to 2am.tech is required by this Agreement, contract, or any law or regulation. All notices to 2am.tech intended to have a legal effect concerning this Agreement or use of the Site or Services must be in writing and delivered in person or by mail evidenced by a delivery receipt to the following address:
2amigos Consulting Group, LLC
1301 NE Miami Gardens Dr,
625W North Miami Beach, FL 33179
11. Third-Party Content
The Site may provide you with convenient links to third-party website(s), as well as other forms of Third-Party Content. These links are provided as a courtesy to Users. We have no control over third-party websites or content or the promotions, materials, information, goods, or services available on them. By linking to such content, we do not represent or imply that we adopt or endorse, nor are we responsible for, the accuracy or reliability of any opinion, advice, or statement made by parties other than 2am.tech. If you decide to leave the Site and access Third-Party Content, you do so at your own risk, and you should be aware that our Agreement no longer governs. You should review the applicable terms and policies, including privacy and data gathering practices, of any such content. This Agreement does not authorize you to distribute, publicly display, publicly perform, make available, alter, or otherwise use any Third-Party Content except as permitted herein. Your use of the Site is consent for 2am.tech to present this Content to you. You acknowledge all responsibility for, and assume all risk for, your use of Third-Party Content. You agree that we are not responsible for Third-Party Content and that your use of Third- Party Content, including their websites, is at your own risk.
12. No Liability for User Interactions
Any liability, loss, or damage that occurs as a result of any User interactions or Content that you input or receive through your use of the Site or the Services is solely your responsibility. At our discretion, we, or the technology we employ, may monitor and/or record your general interactions with the Site and the Service; provided however, that we cannot view your Protected Content.
You agree to indemnify, defend, and hold 2am.tech, its affiliates, and any related companies, as well as the shareholders, officers, directors, employees, agents, and representatives of each of them harmless, including costs, liabilities, and legal fees, from any claim or demand made by any User or other third-party arising out of or relating to: (i) your access to or use of the Site; (ii) your violation of this Agreement; (iii) any products or services purchased or obtained by you in connection with the Site; or (iv) the infringement by you, or any third-party using your account, of any intellectual property or other right of any person or entity. 2am.tech reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter involving 2am.tech without our prior written consent. 2am.tech will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
14. Disclaimers and Limitations of Liability
PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF 2AM.TECH AND ITS AFFILIATES AND THEIR SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND REPRESENTATIVES (COLLECTIVELY, THE “2AM.TECH ENTITIES”). EACH OF THE SUBSECTIONS BELOW ONLY APPLIES UP TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. NOTHING HEREIN IS INTENDED TO LIMIT ANY RIGHTS YOU MAY HAVE WHICH MAY NOT BE LAWFULLY LIMITED.
A. THE SITE IS MADE AVAILABLE TO YOU ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS. YOUR USE OF THE SITE IS AT YOUR OWN DISCRETION AND RISK. 2AM.TECH ENTITIES MAKE NO CLAIMS OR PROMISES ABOUT THE QUALITY, ACCURACY, OR RELIABILITY OF THE SITE OR THE SITE CONTENT. ACCORDINGLY, 2AM.TECH ENTITIES ARE NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE, FOR EXAMPLE, FROM YOUR RELIANCE ON THE QUALITY, ACCURACY, OR RELIABILITY OF 2AM.TECH.
B. 2AM.TECH AND ASSOCIATED ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES AS TO THE PRODUCTS OR SERVICES OFFERED BY BUSINESSES LISTED OR ADVERTISED ON THE SITE, AND IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED TO YOU BY A REPRESENTATIVE OF ONE OF 2AM.TECH ENTITIES SHALL CREATE A REPRESENTATION OR WARRANTY.
C. OTHER THAN THE DISPUTE RESOLUTION PROCEDURES DISCUSSED BELOW, YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH THE SITE, SERVICES, OR ANY OTHER GRIEVANCE SHALL BE YOUR TERMINATION AND DISCONTINUATION OF ACCESS TO, OR USE OF, THE SITE.
D. 2AM.TECH AND ASSOCIATED ENTITIES’ MAXIMUM AGGREGATE LIABILITY TO YOU FOR LOSSES OR DAMAGES THAT YOU SUFFER IN CONNECTION WITH THE SITE OR THESE TERMS IS LIMITED TO THE GREATER OF: (I) THE SERVICE FEE, IF ANY, PAID BY YOU TO 2AM.TECH IN CONNECTION WITH THE SITE IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY; OR (II) $5,000.00.
E. 2AM.TECH AND ASSOCIATED ENTITIES DISCLAIM LIABILITY FOR ANY: (I) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES; (II) LOSS OF PROFITS; (III) BUSINESS INTERRUPTION; (IV) REPUTATIONAL HARM; OR (V) LOSS OF INFORMATION OR DATA EVEN IN CASES WHERE 2AM.TECH AND ASSOCIATED ENTITIES WERE MADE AWARE OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES WERE REASONABLY FORESEEABLE.
F. 2AM.TECH AND ASSOCIATED ENTITIES MAKE NO REPRESENTATION OR WARRANTY THAT THE INFORMATION WE PROVIDE OR THAT IS PROVIDED THROUGH THE SITE IS ACCURATE, RELIABLE, OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, THAT THE SERVICES WILL FUNCTION IN AN UNINTERRUPTED MANNER OR BE SECURE EXCEPT AS EXPRESSLY SET FORTH HEREIN; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR USE OF INFORMATION, CONTENT, OR OTHER MATERIAL OBTAINED FROM THE SITE OR SERVICES.
15. CHOICE OF LAW AND VENUE
FLORIDA LAW GOVERNS THESE TERMS, AS WELL AS ANY CLAIM, CAUSE OF ACTION, OR DISPUTE THAT MIGHT ARISE BETWEEN YOU AND 2AM.TECH (A “CLAIM”) WITHOUT REGARD TO CONFLICT OF LAW PROVISIONS. FOR ANY CLAIM BROUGHT BY OR AGAINST YOU, YOU AGREE TO SUBMIT AND CONSENT TO THE PERSONAL AND EXCLUSIVE JURISDICTION IN, AND THE EXCLUSIVE VENUE OF, THE STATE AND FEDERAL COURTS LOCATED WITHIN FLORIDA.
16. WAIVER OF JURY TRIAL AND CLASS ACTION
YOU AGREE THAT BY ENTERING INTO THIS AGREEMENT, YOU ARE WAIVING THE RIGHT TO TRIAL BY JURY. YOU ALSO AGREE THAT YOU ARE WAIVING THE RIGHT TO PARTICIPATE IN A CLASS ACTION. YOU AGREE THAT YOU MAY BRING CLAIMS ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
A. We have the right (though not the obligation) to, in our sole discretion, determine whether or not any User conduct is appropriate and complies with this Agreement, or terminate or deny access to and use of the Site or Services to any User for any reason or no reason, with or without prior notice.
C. We may close your account, suspend your ability to use certain portions of the Site, and/or ban you altogether from the Site for any or no reason, and without notice or liability of any kind. Any such action could prevent you from accessing your account, the Site, your User Content, Site Content, or any other related information.
D. In the event of any termination, whether by you or us, this Agreement shall be fully binding upon you from the date you agree to the terms until the date 2am.tech receives and processes your request to terminate the Agreement. After termination, Sections 9 through 20 and 22 of this Agreement will continue in full force and effect, including our right to use your User Content.
18. General Terms
A. We reserve the right to modify, update, interrupt, suspend, or discontinue the Site and Services at any time without notice or liability.
B. We may provide you with notices, including those regarding changes to this Agreement by email, regular mail, or communications through the Site.
C. Except as otherwise expressly stated herein, nothing herein is intended, nor will be deemed, to confer rights or remedies upon any third-party.
D. This Agreement contains the entire agreement between you and 2am.tech regarding the use of the Site and Services and supersede any prior agreement between you and us on such subject matter. You acknowledge that no reliance is placed on any representation made but not expressly contained in this Agreement.
E. Any failure on 2am.tech’s part to exercise or enforce any right or provision of this Agreement does not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
F. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable.
G. This Agreement is not assignable, transferable, or sublicensable by you except with 2am.tech’s prior written consent, but may be assigned or transferred by us without restriction. Any assignment that is attempted in violation of this Agreement shall be void.
H. The section titles in the Agreement are for convenience only and have no legal or contractual effect.
19. Changes to this Agreement
We may, in our sole discretion, amend this Agreement any time by posting a revised version on the Site. When changes are made, we will notify you by making the revised version available on the Site and will indicate at the top of the revised Agreement the date that revisions were last made. You should revisit this Agreement on a regular basis, because revised versions will be binding on you upon posting on the Site. Any such modification will be effective when we post the revised Agreement to our Site. You understand and agree that by using the Site or Services after any amended Agreement is posted to the Site, you are bound by the amended Agreement.
The following words are used throughout this Agreement and have the following specific meanings irrespective of whether they are capitalized, used in the past, present, or future tense, or used in their singular or plural form:
A. “Content” means all documents, communications, alerts, emails, text, images, photos, audio, video, location data, and all other forms of data or communication.
B. “Client” refers to a User who is looking to hire an Expert working as an independent contractor through the Site.
C. “ “ “We,” Us,” and “Our” means 2amigOSa Florida Limited Liability Company , together with our affiliates, shareholders, directors, officers, and employees.
D. “2am.tech Content” means Content that we create and make available in connection with the Site.
E. “Protected Content” means: (i) Content related to work that is posted to the Site by either the Client or the Expert and is posted in the “Document Library” or “Communication” sections of the dashboard; and (ii) your payor or payee information.
F. “Expert” refers to a User who is looking to find work through the Site working on an independent contractor basis.
G. “Third-Party Content” means Content that originates from parties other than 2am.tech or its Users, which is made available in connection with the Site.
H. “Site Content” means the Content that is made available in connection with the Site, including User Content, Third-Party Content, and 2am.tech Content.
I. “User,” “You,” and “Your” refers to the person, company, or organization that has visited or is using the Site and/or the Service, including anyone who browses, crawls, scrapes, or in any way accesses or uses the Site. A User may be a Client, Expert, both, or neither.
J. “User Content” means Content that Users submit or transmit to, through, or in connection with the Site. User Content does not include Protected Content.
We welcome your questions or comments regarding these User Terms. Please contact us at:
2amigos Consulting Group, LLC
1301 NE Miami Gardens Dr,
625W North Miami Beach, FL 33179
Effective as of: September 12, 2023
20.1. How we secure your Protected Content
2am.tech has employed commercially acceptable means to secure your Protected Content. 2am.tech uses Amazon Web Services Server Side Encryption referred to as “S3” for the communications and files constituting Protected Content, which is more fully described at http://docs.aws.amazon.com/AmazonS3/latest/dev/serv-side-encryption.html. 2am.tech uses AES-256 encryption, which is categorized by the National Security Agency as Suite B Cryptography, which is more fully described at https://en.wikipedia.org/wiki/NSA_Suite_B_Cryptography. Additionally, Protected Content is secured and encrypted by 2am.tech’s proprietary technology and neither any other User nor 2am.tech can view or access your Protected Content.
We strive to take appropriate security measures to protect against unauthorized access to or alteration of your information. Unfortunately, no data transmission over the Internet or any wireless network can be guaranteed to be 100% secure. As a result, while we strive to protect your personal information, you acknowledge that: (a) there are security and privacy limitations inherent to the Internet which are beyond our control; and (b) security, integrity, and privacy of any and all information and data exchanged between you and 2am.tech through this site cannot be guaranteed.
20.2. Information you submit
a. Public Content: Your User Content is meant for public consumption.
b. Messaging: If you exchange messages with others through the Site, we may store these messages in order to deliver them and allow you to manage them. If we send information from the Site to your phone via SMS text message, we may log your phone number, phone carrier, and the date and time that the message was processed. Carriers may charge recipients for texts that they receive. You may change your account preferences to select the way in which you prefer to receive messages from 2am.tech.
c. Credit card purchases: If you submit a project or are entitled to be paid for a project you have completed, Braintree Payments, our third-party payment processor, collects and stores bank account, billing, and credit card information. This information will only be shared with third parties who perform tasks required to complete the transaction. When you submit credit card numbers or bank account information, Braintree Payments encrypts that information using industry standard technology. If you submit or apply for a subscription or an hourly associate opportunity, your credit card and bank account information, as applicable, will be stored by 2am.tech and will only be shared with third parties who perform tasks required to complete the transaction, including Square.
20.3. Information we collect
In addition to the information you submit to or through the Site, we also collect and store information from and about you in the course of your use of the Site. We use this information to analyze and track user behavior, personalize your experience, enhance Site functionality, general marketing, and may use it to display relevant advertising or services. For example:
a. Location: We may collect and store information about your location if you enable your computer or mobile device to send us location information. You may be able to change the settings on your computer or mobile device to prevent it from providing us with such information.
b. Activity: We may collect and store information related to you and your use of the Site, including without limitation your browser type, IP address, unique device identifier, requested URL, referring URL, browser language, the pages you view, and the date and time of your visit.
20.4 Third-party services
20.5 Service providers
We outsource some of our development, technical and customer support, tracking and reporting functions, quality assurance testing, payment processing functions, and other services to third parties. We may share information from or about you with them so that they can perform their services.
20.6 Aggregate information
We may share user information in the aggregate with third parties. For example, we may disclose the number of users that have registered as Experts or the number and types of posted projects.
20.7 Business transfers
We may investigate and disclose information from or about you to third parties if we have a good faith belief that such investigation or disclosure is reasonably necessary to: (i) take action regarding suspected illegal activities; (ii) enforce or apply our Agreement; (iii) help prevent, investigate, or identify possible wrongdoing in connection with the Site; (iv) comply with legal process or other government inquiry, such as a search warrant, subpoena, statute, judicial proceeding, or other legal process served on us; or (iv) protect our rights, reputation, and property, or that of our Users, affiliates, or the public. If you use the Site outside of the United States, you consent to having your personal data transferred to and processed in the United States.
While the Site may contain links to unaffiliated third-party websites, we do not vouch for or make any representations regarding such unaffiliated third-party websites. Except as set forth herein, we do not share your personal information with them, and we are not responsible for their privacy practices. We suggest you read the privacy policies on all such third-party websites.
20.10 Data retention and account termination
We follow generally accepted industry standards to protect the personal information submitted to us, both during transmission and once we receive it. No method of transmission over the Internet or via mobile device, or method of electronic storage, is 100% secure, however. Therefore, while we use commercially acceptable means to protect your personal information, we cannot guarantee its absolute security.
20.12 Subject to certain exceptions set out below, on receipt of a verifiable request from you, we will:
i) Delete your personal information from our records; and ii) Direct any service providers to delete your personal information from their records.
Please note that we may not be able to comply with requests to delete your personal information if it is necessary to:
a. Complete the transaction for which the personal information was collected, provide a service requested by you, or reasonably anticipated within the context of the ongoing business relationship between you and us;
b. Detect security incidents, protect against malicious, deceptive, fraudulent, or illegal activity; or prosecute those responsible for that activity;
c. Debug to identify and repair errors that impair existing intended functionality;
d. Exercise free speech, ensure the right of another consumer to exercise his or her right of free speech, or exercise another right provided for by law;
e. Enable solely internal uses that are reasonably aligned with your expectations based on your relationship with us; or
f. Comply with an existing legal obligation.
20.13 Right to Non-Discrimination
Under the California Consumer Privacy Act (CCPA), you have a right to not receive discriminatory treatment by us from exercising any of your CCPA rights. These include your i) right to know about personal information we collect from you and how it is shared; ii) the right to delete personal information collected; iii) the right to opt-out of the sale or sharing of your personal information; iv) the right to correct inaccurate personal information; and v) the right to limit the use and disclosure of sensitive personal information.
We welcome your questions or comments regarding this Statement of Privacy. Please contact us at:
2amigos Consulting Group, LLC
1301 NE Miami Gardens Dr,
625W North Miami Beach, FL 33179
Effective as of: September 12, 2023