Last Modified: September 29, 2025

Plain-English Summary

The HubSpot Preferences Portal is a subscription service provided by Ricochet Advisory Services, LLC (“Ricochet”) that presents a branded and organized preference center for email and sms recipients of HubSpot marketing messages.  Ricochet builds the HubSpot Preferences Portal inside of the HubSpot platform where it is hosted. Ricochet relies on the HubSpot platform service for performance and does not guarantee system uptime. 

Customers are responsible for providing valid HubSpot credentials for the duration of the subscription. HubSpot will not charge fees for Ricochet user access.

Ricochet’s liability is limited to the total fees paid in the previous twelve months and indemnifies the Customer only for intellectual property infringement claims arising from the Service. Ricochet is not responsible for the reliability or performance of third-party integrations, including HubSpot.

The Service may be terminated by either party under specified conditions. Upon termination all licenses granted to Ricochet are revoked. Fees accrued prior to termination remain due and payable. Any disputes are resolved through binding arbitration, and Ricochet is not liable for delays or failures caused by events beyond its control, such as natural disasters, internet outages, or government actions. These Terms are governed by the laws of the State of Florida.

1. Definitions

For the purposes of these Terms, “Customer” refers to the organization subscribing to the Service. “Ricochet,” “we,” or “us” refers to Ricochet Advisory Services, LLC. “Service” or “HubSpot Preferences Portal” refers to the software-as-a-service product and associated employee-performed work to create the solution. “Subscription Agreement” refers to the written agreement specifying subscription fees and other details. “Term” means the duration of the Customer’s subscription as specified in the Subscription Agreement.

2. Scope of Service

Ricochet will develop a Customer-branded and organized Preferences Portal within the HubSpot environment. Any limitations or restrictions of HubSpot, including downtime or configuration issues, may affect the Service.

3. Customer Responsibilities

The Customer must provide valid HubSpot credentials for the duration of the subscription and represents that it has the right to provide Ricochet with access to the solution.  HubSpot does not charge for Ricochet users. The 

4. Non-Solicitation Restrictions

Each party covenants that, for the duration of the Term of this Agreement and for one (1) year thereafter, it will not, without the prior written consent of the other party, knowingly solicit, hire, entice, or employ any employees of the other party, whether on a temporary, part-time, full-time, or independent contractor basis. Any violation of this provision constitutes a material breach of the Agreement. Damages for a breach shall be the greater of: (a) the total annualized compensation being paid to the employee by the breaching party at the time of the breach, or (b) the total annualized compensation paid or to be paid to the employee or contractor by the non-breaching party during the first year that the employee or contractor is retained or hired by the breaching party.

5. Confidentiality

Both parties agree to maintain the confidentiality of the other party’s confidential information and will not disclose such information except as necessary to perform the Service, to subprocessors, or as required by law. “Confidential Information” includes, but is not limited to, the Service’s features, processes, technical architecture, subscription fee, business strategies, and any other information not publicly available on Ricochet’s website. Obligations under this section survive termination of these Terms only with respect to Confidential Information.

6. Intellectual Property

Ricochet retains all rights, title, and interest in the Service, software, tools, and intellectual property used to provide the Service. The Customer retains ownership of Customer Data. The Customer grants Ricochet a limited, non-exclusive license to access and process Customer Data solely to provide the Service. Ricochet may reference the Customer’s name and logo in marketing materials.

7. Warranties and Disclaimers

Ricochet warrants that it will perform the Service in a professional manner consistent with industry standards. Except as expressly provided herein, the Service is provided “as is,” and Ricochet disclaims all other warranties, whether express or implied. Ricochet makes no warranties regarding the performance, reliability, or availability of third-party integrations, including HubSpot.

8. Limitation of Liability

Ricochet’s total liability for any claims arising from or relating to the Service is limited to the total fees paid by the Customer in the twelve months preceding the claim. Ricochet is not liable for indirect, incidental, special, consequential, or punitive damages, including lost profits or lost business opportunities.

9. Indemnification

The Customer agrees to indemnify and hold Ricochet harmless from any third-party claims arising from Customer Data, instructions, or misuse of the Service. Ricochet will indemnify the Customer only for intellectual property infringement claims arising from the Service, provided that the Customer promptly notifies Ricochet and cooperates in the defense.

10. Dispute Resolution

Any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved by binding arbitration administered by a mutually agreed-upon arbitrator under the rules of the American Arbitration Association. The decision of the arbitrator shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.

11. Notices

All notices under these Terms may be sent by mail to Ricochet Advisory Services, LLC, 1760 Jefferson Ave, Miami Beach, FL 33139, or by email to transform@ricochetadvice.com.

12. Governing Law

These Terms are governed by the laws of the State of Florida, without regard to its conflict-of-law rules.

13. Force Majeure

Ricochet shall not be liable for any failure or delay in performing the Service due to causes beyond its reasonable control, including but not limited to Acts of God, natural disasters, or catastrophes (e.g., fires, floods, earthquakes, hurricanes, or severe weather); war, civil unrest, riots, rebellion, revolution, or terrorism; epidemics, pandemics, public health emergencies, disease outbreaks, or quarantines; actions, regulations, or orders of any governmental authority, including mandates, lockdowns, travel restrictions, or business closures; labor disputes, strikes, or shortages; damage to or failure of public utilities, internet, or communications infrastructure;  generalized lack of availability of necessary materials, equipment, or energy.

14. Entire Agreement

These Terms, together with a Subscription Agreement, constitute the entire agreement between the parties with respect to the Service and supersede all prior agreements and understandings, whether written or oral.  Sections concerning Confidentiality, Intellectual Property, Limitation of Liability, Indemnification, and Dispute Resolution shall survive termination of these Terms.