Terms of Service

You must be at least 18 years old and legally capable of entering into a binding agreement. You may not use the Services if doing so would violate applicable law or restrictions that apply to you or your organization.

Provide accurate account information, keep it current, and protect your credentials and API keys. You are responsible for activity by people you authorize to use your account and for ensuring they follow these Terms. Promptly notify us of any suspected unauthorized access. Organization administrators may manage users, permissions, and content within their accounts.

Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable right to access and use the Services for your internal business purposes during your subscription or authorized access period. Usage limits, supported features, and other restrictions may be described in your plan, documentation, or order form.

We may improve or modify the Services over time. Unless a separate agreement states otherwise, we do not promise any particular feature, service level, or uninterrupted availability. We will give reasonable notice of a material discontinuation of paid Services where practicable, subject to urgent security or legal requirements.

An order form, subscription checkout, or separate written agreement may specify your plan, term, pricing, and additional conditions. If it conflicts with these Terms, the separately agreed terms control for the relevant Services. A data processing agreement, if applicable, controls for its subject matter.

Free trials, previews, and beta features may have limited functionality or support and may change or end. Do not rely on them for critical operations. A trial converts to a paid subscription only if you agree to the applicable paid terms; any conversion or automatic renewal will be disclosed when you enroll.

You agree to pay the fees disclosed in your order or plan, including agreed usage charges and applicable taxes other than taxes on our net income. If you provide a payment method, you authorize charges for the amounts and billing periods you have agreed to. You are responsible for keeping billing information current and promptly reporting billing errors.

If your plan provides for automatic renewal, it renews for the period disclosed at purchase unless you cancel before the next renewal. You may cancel through available account controls or by contacting us. Cancellation generally takes effect at the end of the current paid period. Unless your order or applicable law says otherwise, fees are non-refundable and unused time or credits are not refundable.

We will notify you of price changes before they apply to a renewal, giving you an opportunity to cancel. We may suspend paid access for overdue amounts after notice and a reasonable opportunity to resolve the issue. Charges incurred through third-party accounts remain subject to those providers’ terms.

You retain your rights in the data, contacts, files, prompts, instructions, and other material you submit or make available through the Services (“Customer Content”). You grant us permission to host, copy, process, transmit, and display Customer Content as needed to provide and support the Services, perform your instructions, maintain security, and comply with law, subject to our agreements with you.

You are responsible for Customer Content and for having the rights, permissions, and lawful basis needed to provide it and instruct us to process it. You must provide any required notices and obtain any required consents, including for information about other people and data accessed through connected accounts. Keep appropriate backups of information important to you.

Our Privacy Policy explains how we handle personal information. Where we process personal information on your behalf, the applicable customer agreement and any data processing agreement govern that processing.

The Services may use artificial intelligence, agents, and third-party data to generate responses, enrich records, suggest actions, or execute workflows. Results can be inaccurate, incomplete, outdated, or similar to results provided to others. We do not guarantee their accuracy, uniqueness, or suitability.

You are responsible for reviewing outputs and configuring the permissions, recipients, limits, and instructions for automated actions. When you enable an action, you authorize the Services to carry it out within the permissions you provide. Verify outputs before relying on them or sending them to others, especially where an error could cause harm or create obligations.

As between you and us, you may use outputs generated for you for lawful business purposes, subject to these Terms and any applicable third-party rights. Outputs do not constitute legal, financial, medical, or other professional advice. The Services are not intended for decisions requiring regulated professional judgment or for safety-critical uses.

You may not use the Services to:

• Violate law, infringe intellectual property or privacy rights, or process information without the necessary authorization.
• Send unlawful spam, deceptive communications, phishing, threats, or harassment, or impersonate another person or organization.
• Distribute malware, compromise security, disrupt the Services, or access accounts, systems, or data without permission.
• Circumvent rate limits, access controls, usage restrictions, or third-party safeguards, or attempt to avoid applicable fees.
• Reverse engineer or attempt to extract source code, except where applicable law expressly permits it, or resell the Services without our written permission.
• Use data or outputs to make unlawful or discriminatory decisions, or determine eligibility for credit, housing, employment, insurance, or similar regulated purposes without an express agreement authorizing that use and compliance with applicable law.

For prospecting and outreach, you are responsible for complying with applicable marketing, anti-spam, calling, privacy, and platform rules, including required consent, identification, and unsubscribe mechanisms. Access to a contact record does not by itself establish permission to contact that person.

The Services may connect to third-party platforms, AI models, data providers, and other tools. Your use of them is subject to their separate terms, policies, fees, and availability. You authorize us to exchange information with a connected service as necessary to perform the functions you enable.

We do not control third-party services or guarantee the accuracy, completeness, legality, or continued availability of third-party data. A provider may change or restrict access, affecting a feature or integration. You remain responsible for maintaining required third-party accounts and permissions.

We and our licensors retain all rights in the Services, including software, designs, documentation, trademarks, and technology, except for rights expressly granted to you. These Terms do not transfer ownership of the Services or authorize use of our marks. If you voluntarily provide suggestions or feedback, you grant us a perpetual, worldwide, royalty-free right to use it to develop and improve our products without compensation or attribution. This does not transfer ownership of your Customer Content.

Either party may receive non-public business, technical, or financial information that is marked confidential or should reasonably be understood to be confidential, including Customer Content. The receiving party will use that information only to perform or exercise rights under the parties’ agreement, protect it with reasonable care, and disclose it only to people and providers who need to know and are subject to appropriate confidentiality obligations.

These restrictions do not apply to information that becomes public without a breach, was already lawfully known, is lawfully received from another source without restriction, or is independently developed. Required legal disclosures are allowed; where legally permitted, the receiving party will give notice and reasonable assistance in seeking confidential treatment.

You may stop using the Services or close your account at any time, subject to any payment commitments. We may suspend or terminate access for a material violation of these Terms, nonpayment, a legal requirement, or a security or abuse risk. Where practicable, we will provide notice and a reasonable opportunity to remedy a violation before termination; immediate action may be necessary to protect the Services or others.

When access ends, your right to use the affected Services ends and outstanding payment obligations remain due. Export needed content before closing your account. Retention, return, or deletion of Customer Content follows the applicable agreement and our Privacy Policy. Provisions that by their nature should survive will survive, including payment obligations, confidentiality, intellectual property, disclaimers, liability limits, indemnification, and dispute provisions.

To the maximum extent permitted by law, the Services, including trials, beta features, data, and outputs, are provided “as is” and “as available.” We disclaim all warranties, whether express, implied, or statutory, including merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Services will be uninterrupted, error-free, secure, or meet your requirements, or that their use will achieve any particular business result. Nothing in these Terms excludes a warranty or right that cannot lawfully be excluded.

To the maximum extent permitted by law, neither Cluster nor its affiliates, licensors, or service providers will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or lost profits, revenue, goodwill, business opportunities, or data, arising from or related to the Services or these Terms, even if advised of the possibility.

To the maximum extent permitted by law, our total aggregate liability arising from or related to the Services or these Terms will not exceed the greater of $100 or the amount you paid us for the Services giving rise to the claim during the 12 months before the event giving rise to liability. These limits apply regardless of the legal theory and even if a limited remedy fails of its essential purpose. They do not limit liability for fraud, willful misconduct, or other liability that cannot be limited under applicable law.

If you use the Services on behalf of a business, you agree to defend, indemnify, and hold harmless Cluster and its officers, directors, employees, and agents from third-party claims, damages, liabilities, and reasonable expenses, including attorneys’ fees, arising from your Customer Content, unlawful use of the Services, or violation of these Terms or another party’s rights. This obligation does not apply to claims caused by our breach of these Terms, gross negligence, or willful misconduct. We will promptly notify you of a claim and reasonably cooperate in the defense. You may not settle a claim in a way that admits fault or imposes obligations on us without our written consent, which will not be unreasonably withheld.

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-laws principles. Subject to any mandatory rights you have under applicable law, the state and federal courts located in Delaware have exclusive jurisdiction over disputes arising from these Terms or the Services, and each party consents to their jurisdiction and venue.

Before filing a claim, please contact us so we can try to resolve the dispute informally. This does not prevent either party from seeking urgent relief or filing a claim to preserve a legal deadline, and it does not limit non-waivable consumer rights.

These Terms and any applicable order or separate agreement form the entire agreement regarding the Services. If a provision is unenforceable, the remaining provisions remain in effect. A failure to enforce a provision is not a waiver. Neither party is liable for delays caused by events beyond its reasonable control, except for payment obligations.

You may not assign these Terms without our written consent. We may assign them in connection with a merger, reorganization, or sale of our business or assets. These Terms do not create a partnership, agency, employment relationship, or third-party beneficiary rights. You must comply with applicable export control and sanctions laws.

We may send notices electronically through the Services or to the email address associated with your account. You agree to receive those notices electronically where permitted by law.

We may update these Terms from time to time. We will post the revised Terms with an updated date and provide reasonable advance notice of material changes, such as by email or within the Services, unless a more immediate change is required by law or necessary to address an urgent security issue. Changes apply prospectively. Continued use after they take effect constitutes acceptance to the extent permitted by law; if you disagree, stop using the Services and cancel any renewal. We will obtain express agreement when required by law.

Questions about these Terms or legal notices may be directed to Cluster Software Inc.