• Terms of Service

    Terms of Service

    Last Updated: September 17, 2021

    The Gist

    We (Adrian Rodriguez Studios LLC) are on a mission to make the web a better place. We hope you love our products and services as much as we love creating them.

    These Terms of Service (“Terms”) describe our commitments to you, and your rights and responsibilities when using our products and services. Please read them carefully and reach out to us if you have any questions. These Terms include a mandatory arbitration provision in Section 16. If you do not agree to these Terms, do not use our products and services.

    Terms of Service

    These Terms govern your access to and use of the products and services we provide through or for AdrianRodriguezStudios.com and Constellation Client Portal (collectively, “Services”).

    These Terms also govern visitors’ access to and use of any websites that use our Services. Please note though that the operators of those websites may also have their own separate terms of use.

    Please read these Terms carefully before accessing or using our Services. By accessing or using any part of our Services, you agree to be bound by all of the Terms and all other operating rules, policies, and procedures that we may publish via the Services from time to time (collectively, the “Agreement”). You also agree that we may automatically change, update, or add on to our Services, and this Agreement will apply to any changes.

    1. Who’s Who

    “You” means any individual or entity using our Services. If you use our Services on behalf of another person or entity, you represent and warrant that you are authorized to accept the Agreement on that person’s or entity’s behalf, that by using our Services you are accepting the Agreement on behalf of that person or entity, and that if you, or that person or entity, violates the Agreement, you and that person or entity agree to be responsible to us.

    We refer to Adrian Rodriguez Studios LLC as “Adrian Rodriguez Studios”, “Adrian Rodriguez Studios LLC”, or “we” throughout these Terms.

    2. Your Account

    When using our Services requires an account, you agree to provide us with complete and accurate information and to keep the information current so that we can communicate with you about your account. We may need to send you emails about notable updates (like changes to our Terms of Service or Privacy Policy), or to let you know about legal inquiries or complaints we receive about the ways you use our Services so you can make informed choices in response.

    We may limit your access to our Services until we are able to verify your account information, like your email address.

    When you create an AdrianRodriguezStudios.com account, we consider that to be an inquiry about our products and services, which means that we may also contact you to share more details about what we have to offer (i.e., marketing). Don’t worry — if you are not interested, you can opt out of the marketing communications, whether it’s an email, phone call, or text message.

    You are solely responsible and liable for all activity under your account. You are also fully responsible for maintaining the security of your account (which includes keeping your password secure). We are not liable for any acts or omissions by you, including any damages of any kind incurred as a result of your acts or omissions.

    Do not share or misuse your access credentials. And notify us immediately of any unauthorized uses of your account, store, or website, or of any other breach of security. If we believe your account has been compromised, we may suspend or disable it.

    If you would like to learn about how we handle the data you provide us, please see our Privacy Policy.

    3. Minimum Age Requirements

    Our Services are not directed to children. You are not allowed to access or use our Services if you are under the age of 13 (or 16 in Europe). If you register as a user or otherwise use our Services, you represent that you are at least 13 (or 16 in Europe). You may use our Services only if you can legally form a binding contract with us. In other words, if you are under 18 years of age (or the legal age of majority where you live), you can only use our Services under the supervision of a parent or legal guardian who agrees to the Agreement.

    4. Responsibility of Visitors and Users

    We have not reviewed, and cannot review, all of the content (like text, photo, video, audio, code, computer software, items for sale, and other materials) posted to or made available through our Services by users or anyone else (“Content”) or on websites that link to, or are linked from, our Services. We are not responsible for any use or effects of Content or third-party websites. So, for example:

    • We do not have any control over third-party websites.
    • A link to or from one of our Services does not represent or imply that we endorse any third-party website.
    • We do not endorse any Content or represent that Content is accurate, useful, or not harmful. Content could be offensive, indecent, or objectionable; include technical inaccuracies, typographical mistakes, or other errors; or violate or infringe the privacy, publicity rights, intellectual property rights, or other proprietary rights of third parties.
    • You are fully responsible for the Content available on your website, and any harm resulting from that Content. It is your responsibility to ensure that your website’s Content abides by applicable laws and by the Agreement.
    • We are not responsible for any harm resulting from anyone’s access, use, purchase, or downloading of Content, or for any harm resulting from third-party websites. You are responsible for taking the necessary precautions to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content.
    • Any Content that’s for sale by a third party through any of our Services is the seller’s sole responsibility, so you must look solely to the seller for any damages that result from your purchase or use of Content.
    • We are not a party to, and will have no responsibility or liability for, any communications, transactions, interactions, or disputes between you and the provider of any Content.

    Please note that additional third-party terms and conditions may apply to Content you download, copy, purchase, or use.

    5. Fees, Payment, and Renewal

    a. Adrian Rodriguez Studios LLC Fees

    Fees for Paid Services. Some of our Services are offered for a fee, like Constellation Client Portal Pro and Constellation Client Portal Premium (collectively, “Paid Services”). By using a Paid Service, you agree to pay the specified fees. Depending on the Paid Service, there may be one-time fees, recurring fees, or revenue-based fees. For recurring fees, we will bill or charge you annually, on a pre-pay basis until you cancel, which you can do at any time by contacting the relevant support team.

    Taxes. To the extent permitted by law, or unless explicitly stated otherwise, all fees do not include applicable federal, provincial, state, local or other governmental sales, value-added, goods and services, harmonized or other taxes, fees, or charges (“Taxes”). You are responsible for paying all applicable Taxes relating to your use of our Services, your payments, or your purchases. If we are obligated to pay or collect Taxes on the fees you’ve paid or will pay, you are responsible for those Taxes, and we may collect payment.

    Payment. If your payment fails, Paid Services are otherwise not paid for or paid for on time (for example, if you contact your bank or credit card company to decline or reverse the charge of fees for Paid Services), or we suspect a payment is fraudulent, we may immediately cancel or revoke your access to Paid Services without notice to you.

    Automatic Renewal. To ensure uninterrupted service, recurring Paid Services are automatically renewed. This means that unless you cancel a Paid Service before the end of the applicable subscription period, it will automatically renew, and you authorize us to use any payment mechanism we have on record for you, like credit cards or PayPal to collect the then-applicable subscription fee as well as any Taxes. By default, your Paid Services will be renewed for the same interval as your original subscription period, so for example, if you purchase a one-year subscription to a Constellation Client Portal Pro plan, you will be charged each year for access for another 12-month period. We may charge your account up to one month before the end of the subscription period to make sure pesky billing issues do not inadvertently disrupt your access to our Services. The date for the automatic renewal is based on the date of the original purchase and cannot be changed. If you have purchased access to multiple services, you may have multiple renewal dates.

    You can view your renewal date(s) and manage subscriptions for Constellation Client Portal Paid Services by visiting your My Account page. For more information about how Constellation Client Portal subscriptions work, please see our Manage Purchases, Renewals & Cancellations support page.

    You will need to check your email (including in spam or other filters) for any reminder emails we might send you before your Paid Services renew.

    Cancelling Automatic Renewal. You can manage and cancel your Paid Services at the respective Service’s website. For example, you can manage all of your Adrian Rodriguez Studios LLC plans through your AdrianRodriguezStudios.com My Account page.

    If auto-renew is successfully turned off, you will see the date on which your subscription expires. If you have multiple Paid Services to cancel, repeat this process for each subscription.

    Fees and Changes. We may change our fees at any time in accordance with these Terms and requirements under applicable law. This means that we may change our fees going forward, start charging fees for Services that were previously free, or remove or update features or functionality that were previously included in the fees. If you do not agree with the changes, you must cancel your Paid Service.

    No-Show Policy. We may have a “no-show policy” for some Paid Services that require your participation. For instance, this may mean that if you do not show up or are late for a scheduled session, you will still be charged and will not be entitled to a refund.

    Refunds. We may have a refund policy for some of our Paid Services, and we will also provide refunds if required by law. In all other cases, there are no refunds and all payments are final.

    6. Feedback

    We love hearing from you and are always looking to improve our Services. When you share comments, ideas, or feedback with us, you agree that we are free to use them without any restriction or compensation to you.

    7. General Representation and Warranty

    Our mission is to make the web a better place, and our Services are designed to give you control and ownership over your websites. We encourage you to express yourself freely, subject to a few requirements. In particular, you represent and warrant that your use of our Services:

    • Will be in strict accordance with the Agreement;
    • Will comply with all applicable laws and regulations (including, without limitation, all applicable laws regarding online conduct and acceptable content, privacy, data protection, the transmission of technical data exported from the United States or the country in which you reside, the use or provision of financial services, notification and consumer protection, unfair competition, and false advertising);
    • Will not be used for any unlawful purposes, to publish illegal content, or in furtherance of illegal activities;
    • Will not infringe or misappropriate the intellectual property rights of Adrian Rodriguez Studios LLC or any third party;
    • Will not overburden or interfere with our systems or impose an unreasonable or disproportionately large load on our infrastructure, as determined by us in our sole discretion;
    • Will not disclose the personal information of others;
    • Will not be used to send spam or bulk unsolicited messages;
    • Will not interfere with, disrupt, or attack any service or network;
    • Will not be used to create, distribute, or enable material that is, facilitates, or operates in conjunction with, malware, spyware, adware, or other malicious programs or code;
    • Will not involve reverse engineering, decompiling, disassembling, deciphering, or otherwise attempting to derive the source code for the Services or any related technology that is not open source; and
    • Will not involve renting, leasing, loaning, selling, or reselling the Services or related data without our consent.

    You also acknowledge:

    • We are not responsible in any way for your failure to use our Services in strict accordance with this Agreement;
    • We are not responsible in any way for your failure to comply all applicable laws and regulations;
    • We are not responsible in any way for your use our Services for any unlawful purposes, to publish illegal content, or in furtherance of illegal activities;
    • We are not responsible in any way for your disclosure of the personal information of others;
    • We are not responsible in any way for your sending of spam or bulk unsolicited messages;
    • We are not responsible in any way for your interference with, disruption, or attack of any service or network;
    • We are not responsible in any way for your use of our Services to create, distribute, or enable material that is, facilitates, or operates in conjunction with, malware, spyware, adware, or other malicious programs or code;
    • Our services are provided as is, and no warranties of any kind, expressed or implied, are made.

    8. Specific Service Terms

    a. Constellation Client Portal

    Constellation Client Portal is a plugin that allows you to implement client portal functionality on your WordPress site, which allows you to provide private and access restricted pages, files, and invoices to your clients and customers.  We do not own your content, and you retain all ownership rights you have in the content you post to your website.

    Advertisements. We may display advertisements on your website (on pages that contain a Constellation Client Portal element) unless you have purchased a plan that includes the removal of ads.

    Attribution. We may display attribution text or links below Constellation Client Portal elements on your site, noting that your website is powered by Constellation Client Portal, unless you have purchased a plan that includes the removal of attribution.

    Compatibility, access, updates, and support. When you purchase Paid Versions of Constellation Client Portal, you will receive access to any necessary downloads along with updates and support for those Paid Services for a period of one year, starting on the date of your purchase. Once your year is up, you will need to renew your subscription if you would like continued access to updates or support, or if you need to download any files again. Please see our Support Policy for more information.

    Your responsibilities. You have control over your site, your store, and your data, and with great power comes great responsibility. You are solely responsible for all of your content, communication, data, managing customer, company, client, and user data, and ecommerce activities, including managing files and invoices, managing your store, all applicable taxes and fees, compliance with the Payment Card Industry Data Security Standard (PCI DSS), and compliance with any applicable laws.  Among other things, this means that:

    • We are not involved in your relationships or transactions with any customer or client, or potential customer or potential client.
    • We are not involved in your relationships with third party plugin providers that may interface with Constellation Client Portal plugins if you choose to enable this functionality.  This includes WooCommerce, as an example.
    • You are financially liable for disputes (including chargebacks), refunds, reversals, or fines that arise from your use of WooCommerce or any other ecommerce plugin or platform.
    • You are solely responsible for configuring, organizing, implementing, and maintaining your installation of Constellation Client Portal on your site in accordance with the terms of this agreement.
    • You may only use Constellation Client Portal for legitimate transactions with your customers, clients, or associates.
    • You are responsible for the nature and quality of the products, services, or information that you provide, and for delivery, support, refunds, returns, providing any appropriate warnings and for any other ancillary services you provide to your customers.
    • You are responsible for resolving all support questions, comments, and complaints that your clients, customers, associates, or anyone else may have through the course of interacting with your site and Constellation Client Portal elements on your site.
    • You are responsible for acquiring appropriate consent to submit charges through your site on your customers’ behalf, giving customers confirmation or receipts for each charge, verifying customers’ identities, and determining a customer’s eligibility and authority to complete transactions.
    • If you have transactions with individuals (i.e., consumers), you specifically agree to provide consumer disclosures required by law, and to not engage in unfair, deceptive, or abusive acts or practices.
    • You must ensure that any information you provide about your business, products, and services is accurate, complete, and current.
    • You are solely responsible for managing and securing your data, including but not limited to, customer, client, company, and user information, Personally Identifiable Information, and any sensitive data, files, and information.
    • You acknowledge that any server configuration change, update, edit, addition, or deletion is beyond the scope of this Plugin and you acknowledge that you are solely responsible for configuring your server to ensure proper functioning of your site and the Plugin, and to ensure that your site, files, and any other assets related to your site are secured from unauthorized access.

    Prohibited Uses. You may not use Constellation Client Portal for any unlawful purposes; in furtherance of illegal activities; or in a manner that is unfair, deceptive, exposes us or customers to unreasonable risks, or does not disclose important terms of a transaction in advance. Among other things, this means that:

    We may terminate your access to our Services without notice to you if we determine (in our sole discretion) that your use violates the Agreement, or if a payment processor or regulatory authority requires it.

    Site-level File Protection Feature. Constellation Client Portal (“Plugin”) includes functionality that provides basic restriction of direct access to files in the Constellation Client Portal file directory (ex. https://your-company.com/wp-content/accp-clientfiles/invoice.pdf) that would otherwise be visible to search engines, bots, and anyone with the direct link.  This feature works on the site level, rather than the server level, and while it adds a layer of security to control and restrict document and file access, it is not a comprehensive or fully reliable solution.  Fully effective file and document access control must be configured at the server level, which is beyond the scope of this plugin.  Further:

    • No warranty is made for the efficacy of the file restriction features contained within the plugin;
    • Adrian Rodriguez Studios LLC is not responsible in any way for unauthorized access of any files on your site, or any breach to your site or files;
    • Paid versions of Constellation Client Portal  provide additional options for restricting direct access, such as restricting access by user role, as an example.  If you downgrade your Plugin from a paid version to a free version, all site-level file protection features from any paid version will cease to function and you are fully responsible for updating and maintaining your site or server to protect your files and documents;
    • If you deactivate or uninstall the Plugin all site-level file protection features will cease to function and you are fully responsible for updating and maintaining your site or server to protect your files and documents;
    • The site-level file protection feature only applies to directories that are designated within the Constellation Client Portal plugin (example: /wp-content/accp-clientfiles/) and does not apply to any other WordPress directory or file.  You are fully responsible for maintaining and securing files, documents, and directories on your site and server.
    • You acknowledge that you are solely responsible for securing files, pages, and any other asset on your site.

    Tax Calculations. You are responsible for payment of all applicable Taxes relating to your ecommerce activities and your use of Constellation Client Portal. You must collect, report, and/or pay the correct amounts to the appropriate authorities if applicable, and if needed, tell your customers about any Taxes they may be required to pay and issue appropriate invoices.

    Third-Party Services. You may decide to use third-party plugins and services, like WooCommerce for your store, Stripe or PayPal to collect payment, TaxJar to calculate Taxes, or EasyPost to manage shipping, or any other available WordPress plugins or services. If you use any third-party plugins or services, some of your — and your customers’ — data may be submitted directly to or passed to the respective third party, and the respective third party’s terms of service, privacy policy, and other policies may apply. Please note that third-party services may also charge you fees to use or access their services.

    We are not involved in these relationships, and you are solely responsible for your use and interaction with any and all third-party plugins and services.

    You acknowledge that you are solely and fully responsible for your relationship and interaction with any and all third-party ecommerce platforms, plugins, services, and entities and the results thereof, and that Adrian Rodriguez Studios LLC has no control of, or involvement in, your relationship or interaction with any third-party, and that Adrian Rodriguez Studios LLC is not responsible in any way for your relationship or interaction with any third-party.

    9. Copyright Infringement and DMCA Policy

    As we ask others to respect our intellectual property rights, we respect the intellectual property rights of others. If you believe any Content violates your copyright, please see our Digital Millennium Copyright Act (“DMCA”) Policy and send us a notice.

    10. Intellectual Property

    The Agreement does not transfer any Adrian Rodriguez Studios LLC or third-party intellectual property to you, and all right, title, and interest in and to such property remains (as between Adrian Rodriguez Studios LLC and you) solely with Adrian Rodriguez Studios LLC. Adrian Rodriguez Studios LLC, Constellation Client Portal, Constellation Client Portal Pro, Constellation Client Portal Premium and all other trademarks, service marks, graphics, and logos used in connection with our websites or Services are trademarks or registered trademarks of Adrian Rodriguez Studios LLC (or Adrian Rodriguez Studios LLC’s licensors). Other trademarks, service marks, graphics, and logos used in connection with our Services may be the trademarks of other third parties. Using our Services does not grant you any right or license to reproduce or otherwise use any Adrian Rodriguez Studios LLC or third-party trademarks.

    11. Third-Party Services

    While using the Services, you may enable, use, or purchase services, products, software, embeds, or applications (like themes, extensions, plugins, or blocks) developed by a third party or yourself (“Third-Party Services”).

    If you use any Third-Party Services, you understand that:

    • Third-Party Services are not vetted, endorsed, or controlled by Adrian Rodriguez Studios LLC.
    • Any use of a Third-Party Service is at your own risk, and we will not be responsible or liable to anyone for Third-Party Services.
    • Your use is solely between you and the respective third party (“Third Party”) and is governed by the Third Party’s terms and policies.
    • Some Third-Party Services may request or require access to your data — or to your visitors’ or customers’ data — through things like pixels or cookies. If you use the Third-Party Service or grant them access, the data will be handled in accordance with the Third Party’s privacy policy and practices, which you should carefully review before you use any Third-Party Services. Third-Party Services may not work appropriately with our Services and we may not be able to provide support for issues caused by any Third-Party Services.
    • If you have questions or concerns about how a Third-Party Service operates or need support, contact the Third Party directly.

    12. Changes

    We may update, change, or discontinue any aspect of our Services at any time. Since we are constantly updating our Services, we sometimes have to change the legal terms under which they are offered. The Agreement may only be modified by a written amendment signed by an authorized executive of Adrian Rodriguez Studios LLC, or if Adrian Rodriguez Studios LLC posts a revised version. We will let you know when there are changes: we will post them here and update the “Last Updated” date, and we may also post on one of our blogs or send you an email or other communication before the changes become effective. Your continued use of our Services after the new terms take effect will be subject to the new terms, so if you disagree with the changes in the new terms, you should stop using our Services.

    Changes to Services Mady by You. Changes to services and plugins made by you can affect available features and functionality.  If you downgrade from a paid version of a service or plugin to a free version of that paid service or plugin, features that were only available in a paid version of the service or plugin will cease to function.  Site-level File Protection features available in paid versions of the Constellation Client Portal plugin will cease to function if downgrading to a lesser, or free version of the Constellation Client Portal plugin, as example. Likewise, if you disable or uninstall a service or plugin, all features associated with that service or plugin will cease to function.  Site-level File Protection will cease to function if the Constellation Client Portal plugin is disabled or uninstalled, as an example.

    13. Termination

    We may terminate your access to all or any part of our Services at any time, with or without cause, with or without notice, effective immediately. We have the right (though not the obligation) to, in our sole discretion, (i) reclaim your username due to prolonged inactivity, (ii) refuse or remove any content that, in our reasonable opinion, violates any of the Agreement or any Adrian Rodriguez Studios LLC policy, or is in any way harmful or objectionable, (iii) ask you to make adjustments, restrict the resources your website uses, or terminate your access to the Services, if we believe your website’s storage or bandwidth usage burdens our systems (which is rare and typically only occurs when there are inordinate or unusually high API requests to our servers), or (iv) terminate or deny access to and use of any of our Services to any individual or entity for any reason. We will have no obligation to provide a refund of any fees previously paid.

    You can stop using our Services at any time, or, if you use a Paid Service, you can cancel at any time, subject to the Fees, Payment, and Renewal section of these Terms.

    14. Disclaimers

    Our Services are provided “as is.” Adrian Rodriguez Studios LLC and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Adrian Rodriguez Studios LLC, nor its suppliers and licensors, makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, our Services at your own discretion and risk.

    15. Jurisdiction and Applicable Law.

    Except to the extent any applicable law provides otherwise, the Agreement and any access to or use of our Services will be governed by the laws of the state of Texas, U.S.A., excluding its conflict of law provisions. The proper venue for any disputes arising out of or relating to the Agreement and any access to or use of our Services that are not otherwise subject to arbitration (as indicated below) will be the state and federal courts located in Travis County, Texas.

    16. Arbitration Agreement

    Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under the Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in Austin, Texas, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce the Agreement shall be entitled to costs and attorneys’ fees.

    17. Limitation of Liability

    In no event will Adrian Rodriguez Studios LLC, or its suppliers, partners, or licensors, be liable with respect to any subject matter of the Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; (iv) costs resulting from breaches to servers, sites, or infrastructure directly or indirectly connected to Adrian Rodriguez Studios LLC products or services; or (v) for any amounts that exceed $50 or the fees paid by you to Adrian Rodriguez Studios LLC under the Agreement during the twelve (12) month period prior to the cause of action, whichever is greater. Adrian Rodriguez Studios LLC shall have no liability for any failure or delay due to matters beyond its reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.

    18. Indemnification

    You agree to indemnify and hold harmless Adrian Rodriguez Studios LLC, its contractors, and its licensors, and their respective directors, officers, employees, and agents from and against any and all losses, liabilities, demands, damages, costs, claims, and expenses, including attorneys’ fees, arising out of or related to your use of our Services, including but not limited to your violation of the Agreement or any agreement with a provider of third-party services used in connection with the Services, Content that you post, breach to your website, breach of data stored on servers connected to your website, data loss, and any ecommerce activities conducted through your or another user’s website.

    19. Assignment

    This Agreement, at the election of Adrian Rodriguez Studios LLC, shall inure to the benefit of Adrian Rodriguez Studios LLC’s administrators, successors, assigns, licensees, grantees, and associated, affiliated and subsidiary companies, and you agree that Adrian Rodriguez Studios LLC and any subsequent assignee may freely assign this Agreement and grant its rights hereunder, in whole or in part, to any person, firm or corporation.

    20. US Economic Sanctions

    You may not use the Services if such use is inconsistent with U.S. sanctions law or if you are on any list maintained by a U.S. government authority relating to designated, restricted or prohibited persons.

    21. Translation

    These Terms were originally written in English (US). We may translate these terms, at our sole discretion, into other languages, and in the event of a conflict between a translated version of these Terms and the English version, the English version will control.

    22. Miscellaneous

    The Agreement (together with any other terms we provide that apply to any specific Service) constitutes the entire agreement between Adrian Rodriguez Studios LLC and you concerning our Services. If any part of the Agreement is unlawful, void, or unenforceable, that part is severable from the Agreement, and does not affect the validity or enforceability of the rest of the Agreement. A waiver by either party of any term or condition of the Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.

    Adrian Rodriguez Studios LLC may assign its rights under the Agreement without condition. You may only assign your rights under the Agreement with our prior written consent.

    Attribution: Parts of this document are derived from the Terms of Service provided via Creative Commons by Automattic. Thank you.