Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and Prospexly Inc. ("Prospexly," "we," "us," or "our") governing your access to and use of the Prospexly platform, website, and services (collectively, the "Services").

By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services.

2. Description of Services

Prospexly provides an AI-powered lead generation and customer relationship management platform that helps businesses discover, manage, and engage with potential customers. Our Services include:

• AI-powered lead discovery and prospecting
• Contact data enrichment and verification
• Customer relationship management (CRM) tools
• Campaign management and email outreach
• Analytics and reporting features
• API access (for eligible subscription plans)

3. Account Registration

To access certain features of the Services, you must register for an account. When you register, you agree to:

• Provide accurate, current, and complete information
• Maintain and promptly update your account information
• Keep your password secure and confidential
• Accept responsibility for all activities under your account
• Notify us immediately of any unauthorized use

We reserve the right to suspend or terminate accounts that violate these Terms or contain false or misleading information.

4. Subscription Plans and Billing

4.1 Subscription Plans

Prospexly offers various subscription plans with different features and usage limits. Details of each plan are available on our pricing page. We reserve the right to modify our plans and pricing at any time with reasonable notice.

4.2 Billing

By subscribing to a paid plan, you authorize us to charge your payment method on a recurring basis according to your chosen billing cycle. All fees are non-refundable except as expressly stated in these Terms or required by law.

4.3 Free Trial

We may offer free trials for certain plans. At the end of your trial period, you will be automatically enrolled in a paid subscription unless you cancel before the trial ends.

4.4 Cancellation

You may cancel your subscription at any time through your account settings. Cancellation will take effect at the end of your current billing period. You will retain access to paid features until the end of your billing period.

5. Acceptable Use

You agree to use the Services only for lawful purposes and in accordance with our Acceptable Use Policy. You agree not to:

• Violate any applicable laws or regulations
• Send spam, unsolicited communications, or harassing messages
• Scrape, harvest, or collect data from our platform without authorization
• Attempt to gain unauthorized access to our systems
• Interfere with or disrupt the Services or servers
• Impersonate another person or entity
• Use the Services to infringe on intellectual property rights
• Transmit malware, viruses, or harmful code
• Resell or redistribute the Services without authorization

6. Data and Privacy

6.1 Your Data

You retain ownership of any data you upload or create using the Services ("Your Data"). You grant Prospexly a limited license to use, store, and process Your Data solely to provide the Services.

6.2 Lead Data

Lead data generated through our AI-powered discovery features is derived from publicly available sources. You are responsible for ensuring your use of this data complies with applicable laws, including data protection regulations such as GDPR and CAN-SPAM.

6.3 Privacy

Our collection and use of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference.

7. Intellectual Property

7.1 Our IP

The Services, including all software, content, features, and documentation, are owned by Prospexly and protected by intellectual property laws. You may not copy, modify, distribute, or create derivative works without our express written permission.

7.2 Your IP

You retain all rights to Your Data. By uploading content to the Services, you represent that you have the necessary rights to do so and that your content does not infringe any third-party rights.

7.3 Feedback

If you provide feedback, suggestions, or ideas about the Services, you grant us a non-exclusive, royalty-free, perpetual license to use and incorporate such feedback into the Services.

8. Third-Party Services

The Services may integrate with or link to third-party services (e.g., CRMs, email providers). Your use of third-party services is governed by their respective terms and policies. We are not responsible for third-party services or their actions.

9. Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not warrant that the Services will be uninterrupted, error-free, or completely secure. We do not guarantee the accuracy, completeness, or reliability of any lead data or information provided through the Services.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROSPEXLY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES.

OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING UNDER THESE TERMS SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

11. Indemnification

You agree to indemnify, defend, and hold harmless Prospexly and its officers, directors, employees, and agents from any claims, damages, losses, and expenses (including reasonable attorney's fees) arising out of or related to your violation of these Terms, your use of the Services, or your violation of any third-party rights.

12. Termination

We may suspend or terminate your access to the Services at any time for any reason, including violation of these Terms. Upon termination, your right to use the Services will immediately cease. Sections that by their nature should survive termination will survive.

13. Governing Law and Disputes

These Terms are governed by the laws of the State of Delaware, USA, without regard to conflict of law principles. Any disputes arising from these Terms shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association.

14. Changes to Terms

We may modify these Terms at any time. We will notify you of material changes by posting the updated Terms on our website and updating the "Last updated" date. Your continued use of the Services after changes take effect constitutes acceptance of the modified Terms.

15. Contact Us

If you have any questions about these Terms, please contact us at: