Terms of Service

1. Acceptance and Scope

These Terms of Service govern your access to and use of Project Datum's websites, hosted software, applications, beta programs, content, and related services (collectively, the "Services"). By clicking to accept, creating an account, logging in to the application, initiating a transaction, accessing any part of the Services, or otherwise using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.

If you are using the Services on behalf of a company, firm, or other legal entity, these Terms bind both you and that entity, and you represent that you have authority to do so. If Project Datum and your organization enter into a separate written agreement, order form, or data processing addendum, that agreement will control to the extent of any direct conflict with these Terms.

Certain features may be subject to additional guidelines, policies, or supplemental terms. Our Privacy Policy and Cookie Policy are incorporated by reference to the extent applicable to your use of the Services.

2. Eligibility and Authority

2.1 Eligibility

You must be at least 18 years old and legally capable of entering into a binding contract to use the Services. By using the Services, you represent and warrant that you satisfy these requirements.

2.2 Entity Authority

If you accept these Terms or use the Services on behalf of an employer or other entity, you represent and warrant that you have the legal authority to bind that entity to these Terms.

2.3 Compliance with Law

You will use the Services only in compliance with applicable laws, regulations, and professional obligations, including laws governing privacy, export controls, sanctions, and intellectual property.

3. Accounts and Authorized Users

3.1 Account Information

You agree to:

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

3.2 Authorized Users

If your account permits multiple users, you may authorize employees, contractors, or other permitted representatives to access the Services on your behalf ("Authorized Users"). You are responsible for ensuring that all Authorized Users comply with these Terms, and you remain liable for their acts and omissions in connection with the Services.

3.3 Login as Acceptance

Each time you or one of your Authorized Users logs in to the application using valid credentials, that login constitutes reaffirmation of acceptance of these Terms and any then-current updates posted by Project Datum.

4. Access Rights and Acceptable Use

4.1 Limited Right to Use

Subject to these Terms and any applicable subscription or order terms, Project Datum grants you a limited, revocable, non-exclusive, non-transferable, and non-sublicensable right to access and use the Services during the applicable subscription term solely for your internal business purposes.

4.2 Prohibited Activities

You agree not to:

• Violate any laws or regulations
• Infringe on intellectual property rights
• Upload malicious code or viruses
• Attempt to gain unauthorized access to our systems
• Interfere with or disrupt our services
• Use our services for spam or unsolicited communications
• Impersonate others or provide false information
• Scrape or harvest data without permission
• Reverse engineer, decompile, disassemble, or attempt to discover source code or underlying ideas except to the limited extent such restriction is prohibited by law
• Sell, resell, lease, sublicense, or commercially exploit the Services except as expressly authorized in writing
• Use the Services for competitive analysis, benchmarking, or to build a competing product or service
• Use automated means, bots, or unauthorized integrations to access the Services in a manner that exceeds permitted use or burdens the platform

4.3 Enforcement and Reservation of Rights

We may monitor use of the Services to protect the integrity, security, and lawful operation of the platform. We reserve all rights not expressly granted in these Terms.

5. Subscription Terms, Fees, and Beta Services

5.1 Subscription Plans

We offer various subscription plans, beta programs, and service levels. Current public pricing, if any, is available on our pricing page, and additional commercial terms may be set forth in an order form, quote, or checkout flow.

5.2 Billing and Payment Authorization

• Subscriptions are billed in advance on a monthly or annual basis
• If you enroll in a recurring plan, you authorize us to charge your designated payment method automatically for all amounts due
• Prices are subject to change with 30 days' notice
• You are responsible for applicable taxes, duties, and similar governmental charges other than taxes based on our net income
• All fees are non-refundable except as required by law or stated in our refund policy

5.3 Failed Payments and Suspension

If a payment method fails or any amount remains overdue, we may suspend or terminate access to the applicable paid Services until all outstanding amounts are paid in full.

5.4 Cancellation and Renewal

You may cancel a recurring subscription at any time, but cancellation will take effect at the end of the then-current billing period unless otherwise stated in your order terms. Unless otherwise stated at signup or in a separate agreement, recurring subscriptions renew automatically for successive terms of equal length.

5.5 Beta Services

During our active beta program, access to some or all Services may be provided free of charge or on special introductory terms to selected firms and approved participants. Beta features may be incomplete, modified, suspended, or discontinued at any time without notice and may be subject to additional downtime, data limitations, or support limitations.

Beta Services are provided for evaluation purposes only unless we state otherwise in writing and are offered without any service level commitment or guaranteed support obligation. We have no obligation to continue Beta Services, release any beta feature into general availability, or maintain compatibility with future versions.

6. Customer Data, Privacy, and Confidentiality

6.1 Ownership of Customer Data

You retain your rights in the data, files, project information, and other content you or your Authorized Users submit to the Services ("Customer Data"). Subject to these Terms, we do not claim ownership of Customer Data.

6.2 License to Project Datum

You grant Project Datum a non-exclusive, worldwide, royalty-free license to host, store, copy, transmit, display, modify, and otherwise process Customer Data as necessary to provide, secure, maintain, support, analyze, and improve the Services, comply with law, and enforce these Terms.

6.3 Service Data and Analytics

We may generate, collect, and use usage data, performance metrics, aggregated statistics, and other de-identified or anonymized information derived from the operation of the Services ("Service Data") for lawful business purposes, including analytics, security, support, benchmarking, and product improvement, provided that Service Data does not identify you or your confidential information as the source.

6.4 Your Responsibilities for Data

You are solely responsible for the legality, accuracy, quality, and integrity of Customer Data and for obtaining all rights, notices, and consents necessary for us to process Customer Data in accordance with these Terms and our Privacy Policy.

6.5 Security, Privacy, and Backup

We maintain reasonable administrative, technical, and physical safeguards designed to protect Customer Data. No system is completely secure, and you acknowledge that transmission and storage of data through the internet involves inherent risk. You remain responsible for maintaining your own backups of critical information.

6.6 Confidentiality

Each party will use reasonable care to protect the other party's non-public confidential information from unauthorized use or disclosure and will use that information only as permitted under these Terms. This obligation does not apply to information that is publicly available through no fault of the receiving party, was already lawfully known, is lawfully received from a third party without confidentiality restrictions, or is independently developed without use of the disclosing party's confidential information.

7. Third-Party Services

The Services may include integrations with or rely on third-party applications, hosting providers, payment processors, AI providers, analytics tools, communication tools, or other third-party services. Your use of any third-party service is governed by that provider's separate terms and policies.

Project Datum does not control and is not responsible for third-party services, including their availability, security, accuracy, legality, or functionality. We are not liable for outages, data loss, delays, or damages caused by third-party services or your use of them.

8. Intellectual Property and Feedback

8.1 Project Datum Property

Project Datum and its licensors own all right, title, and interest in and to the Services, including all software, documentation, interfaces, content, designs, trademarks, logos, service marks, and improvements. Except for the limited rights expressly granted in these Terms, no license or right is granted to you by implication, estoppel, or otherwise.

8.2 Restrictions on Our Marks and Materials

You may not use Project Datum's name, logos, or other brand features without our prior written consent, and you may not copy, distribute, modify, or create derivative works from the Services except as expressly permitted by law or by us in writing.

8.3 Feedback

If you provide feedback, ideas, enhancement requests, recommendations, or suggestions regarding the Services, you grant us a perpetual, irrevocable, worldwide, royalty-free right to use and exploit that feedback without restriction, attribution, or compensation to you.

9. Suspension and Termination

9.1 By You

You may stop using the Services at any time and may terminate your account in accordance with available account settings or by contacting us.

9.2 By Us

We may suspend or terminate your account if:

• You violate these Terms or any applicable law
• You fail to pay fees when due
• Your use of the Services creates security, legal, operational, or reputational risk
• Your account remains inactive for an extended period
• We are required to do so by law
• We discontinue the relevant Services or beta program

9.3 Effect of Termination

Upon termination or expiration, your right to access the Services ends immediately except as otherwise required by law or stated in writing. We may delete Customer Data within 30 days after termination unless a longer retention period is required by law, necessary for legitimate business purposes, or requested under a separate written agreement. Any fees accrued before termination remain due and payable.

9.4 Survival

Any provision of these Terms that by its nature should survive termination will survive, including provisions addressing payment obligations, intellectual property, confidentiality, disclaimers, limitations of liability, indemnification, dispute resolution, and general legal terms.

10. Warranties and Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" TO THE MAXIMUM EXTENT PERMITTED BY LAW. PROJECT DATUM DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

We do not warrant that the Services will be uninterrupted, error-free, secure, or compatible with your systems, that defects will be corrected, or that the Services will satisfy your particular requirements. Beta Services may contain bugs, interruptions, or incomplete functionality and may be subject to materially different support levels than paid generally available services.

Your decision to purchase, access, or use the Services is not contingent on the delivery of any future feature, functionality, integration, or roadmap item, and any public statements we make regarding future plans are for informational purposes only and not binding commitments.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROJECT DATUM AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, LICENSORS, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS OPPORTUNITY, OR SERVICE INTERRUPTION, ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO PROJECT DATUM FOR THE SERVICES IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS (US $100.00) IF THE CLAIM ARISES FROM FREE OR BETA ACCESS.

12. Indemnification

You agree to defend, indemnify, and hold harmless Project Datum and its affiliates, officers, directors, employees, contractors, and agents from and against any third-party claims, damages, liabilities, losses, judgments, costs, and expenses, including reasonable attorneys' fees, arising out of or related to:

• Your or your Authorized Users' use of the Services
• Your Customer Data
• Your breach of these Terms
• Your violation of applicable law or the rights of a third party

13. General Terms

13.1 Changes to These Terms

We may update these Terms from time to time. If we make material changes, we may provide notice by email, through the Services, or by updating the "Last Updated" date above. Your continued access to or use of the Services, including logging in to the application after the revised Terms become effective, constitutes acceptance of the revised Terms.

13.2 Governing Law

These Terms are governed by the laws of California, USA, without regard to conflict of law principles.

13.3 Dispute Resolution

Any dispute, claim, or controversy arising out of or relating to these Terms or the Services shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association, except that either party may seek temporary, preliminary, or injunctive relief in a court of competent jurisdiction to protect its intellectual property or confidential information.

13.4 Force Majeure

Project Datum will not be liable for delays or failures in performance caused by events beyond our reasonable control, including internet outages, cloud provider failures, labor disputes, acts of government, natural disasters, war, terrorism, epidemics, pandemics, or utility failures.

13.5 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, corporate reorganization, or sale of assets.

13.6 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full effect.

13.7 No Waiver

Our failure to enforce any provision of these Terms will not constitute a waiver of that provision or any other provision.

13.8 Entire Agreement

These Terms constitute the entire agreement between you and Project Datum regarding the Services, except for any separate written agreement, order form, or addendum executed by both parties.

13.9 Notices

You agree that we may provide notices to you by email, through the Services, or by posting them on the website. Legal notices to Project Datum should be sent to info@projectdatum.com.