RevenueBase Terms of Service

Last Updated: ________, 2026

These Terms of Service (“Terms”) are a binding agreement between RevenueBase, Inc., a Delaware corporation (“RevenueBase,” “we,” or “us”), and the customer identified on an Order Form or the entity on whose behalf an account is created (“Customer” or “you”). They govern your access to and use of the Platform and the Licensed Materials.

NOTICE: These Terms require binding, individual arbitration of disputes under Section 17 and include a waiver of class actions and jury trials. Section 17 also describes limited exceptions (for example, injunctive relief for IP or confidentiality breaches) and how to raise a dispute informally before arbitration.

You accept these Terms by doing any of the following: clicking a box or button indicating acceptance; creating an account; completing a purchase through our website; signing an Order Form that references these Terms; or accessing or using the Services. The person accepting represents that they have authority to bind the Customer. If you do not have that authority, or you do not agree to these Terms, do not use the Services.

How the Agreement fits together. These Terms, your Plan Details, any Order Form, and (if executed) the Data Processing Addendum together form the “Agreement.” If there is a conflict: a signed Order Form controls over the DPA and these Terms; the DPA controls over these Terms, but only for the processing of personal data; and these Terms control over any document not signed by both parties. Our Privacy Policy (available at revenuebase.ai/privacy-policy) describes how we handle personal data and is referenced by, but not part of, the Agreement.

1. Definitions

“API Credits” (or “Credits”) means the prepaid consumption units used to meter usage of designated Services, as described in Section 7.

“Confidential Information” means non-public information disclosed by one party to the other that is designated confidential or that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure. Confidential Information does not include information that: (i) is or becomes publicly known through no fault of the receiving party; (ii) was known to the receiving party before disclosure; (iii) is received from a third party without breach of an obligation to the disclosing party; or (iv) is independently developed without use of the disclosing party's Confidential Information.

“Licensed Materials” means the data, records, results, verifications, scores, and other information generated or made available by RevenueBase through the Platform — including company and contact records, email verification results, enrichment results, discovery results, and any other data products we make available now or in the future — as may be further described in your Plan Details. Licensed Materials include updates and refreshed records delivered during your subscription. Licensed Materials do not include your Submitted Data.

“Order Form” means an ordering document executed by both parties that references these Terms.

“Plan Details” means the commercial configuration of your purchase: the products and data selected, license tier and any add-ons, fees, subscription term, Credit quantities and any committed Credit purchases, Credit consumption rates, rate limits, unmetered-use entitlements, and any usage or geographic parameters — in each case as set out in your Order Form or, for online purchases, as presented at checkout or in our published pricing and documentation at the time of purchase (as those published rates may thereafter change prospectively in accordance with Sections 7.5 and 8). Plan Details are part of the Agreement.

“Platform” means RevenueBase's data services platform, including its application programming interfaces, data feeds, cloud-storage deliveries, browser or web interfaces, integrations, and any other current or future delivery mechanism we make available.

“Services” means the Platform, the Licensed Materials, and any related services we provide under the Agreement.

“Submitted Data” means any data you submit to or through the Platform, including inputs to API calls (such as email addresses, names, company names, addresses, domains, and phone numbers), files you upload, records synced through integrations you enable, and any other content you provide to the Services. Submitted Data does not include Usage Data.

“Usage Data” means data about your use of the Services — such as query patterns, call volumes, feature usage, log and telemetry data, and performance metrics — that does not include the content of your Submitted Data.

“Verification Criteria” means the machine-readable verification standards, fields, and metadata published in our documentation (docs.revenuebase.ai) for the relevant data product or endpoint.

2. The Services; Plans

2.1 Products

We offer the Services in two commercial forms, in each case as configured in your Plan Details:

(a) Subscriptions. Term-based plans — for example, data feed subscriptions that deliver contact and company data on a recurring basis, plans that include unmetered use of designated endpoints, and committed Credit packages purchased at negotiated rates. Subscriptions run for the subscription term stated in your Plan Details and renew as described in Section 12.

(b) Consumption purchases. Pay-as-you-go purchases of API Credits, with no subscription commitment. Credits are governed by Section 7.

A single Customer may hold both (for example, a data feed subscription plus pay-as-you-go Credits for endpoints not included in the subscription).

2.2 Unmetered use

Your Plan Details may include unmetered (non-Credit-consuming) use of designated endpoints or products — for example, a data feed subscription that includes unlimited use of our contact and company data APIs. Unmetered use remains subject to your license tier, the restrictions in Sections 4 and 5, and the rate limits in Section 8. “Unlimited” refers to metering, not to license scope.

2.3 New products and data services

We regularly release new endpoints, data types, and products through the Platform. Any new product or data service we make available, and that you choose to use, is automatically part of the Services and the Licensed Materials, is governed by the Agreement from your first use, and consumes Credits or incurs fees at the rates published in your Plan Details or our documentation. No amendment to the Agreement is required. Terms specific to a new offering apply only to that offering and do not modify the terms governing your existing purchases.

2.4 Free Tier

We may offer free access to limited data and a fixed allocation of Credits (the “Free Tier”). The Free Tier is offered as-is, to let you evaluate the Services:

(a) We may modify, limit, suspend, or terminate Free Tier access — including the data available, features, and Credit allocations — at any time, for any reason, without notice and without liability.

(b) Free Tier Credits may be reduced, revoked, or expired at any time and have no monetary value.

(c) The subscription, renewal, notice, pricing-cap, acceleration, and refund provisions of these Terms do not apply to the Free Tier.

(d) One Free Tier account per person and per organization. Creating multiple accounts to obtain additional free Credits is a material breach.

(e) You may upgrade to a paid plan at any time, at which point the paid provisions of these Terms apply from the date of upgrade.

All other provisions of these Terms — including the license restrictions, Submitted Data provisions, disclaimers, and dispute-resolution terms — apply fully to Free Tier use.

2.5 Beta services

We may offer beta, preview, pilot, or early-access features or products (“Beta Services”), identified as such. Beta Services are experimental, provided “as is” with no warranty, no accuracy guarantee, no service commitment, and no indemnification, and are excluded from the Accuracy Guarantee in Section 9. We may modify or discontinue Beta Services at any time. Either party may discontinue use of a Beta Service at any time. Your use of Beta Services is at your own risk.

3. Access

Subject to your compliance with the Agreement, during your subscription term (or, for consumption purchases, while you hold unexpired Credits or an active account), we will make the Platform available to you to access and use the Licensed Materials in accordance with your license tier. You are responsible for all activity under your account and for keeping your credentials secure.

Who may use your account. Access is for your organization: your employees and, for your internal business purposes only, individual contractors working under your direction who are bound by confidentiality obligations at least as protective as Section 16. You are responsible for their acts and omissions as your own. Your affiliates may use the Services only if identified in your Plan Details or Order Form, in which case they are bound by the Agreement and you remain responsible for their compliance. Any other access by a person or entity outside your organization requires an extended license tier under Section 4.2.

4. License to the Licensed Materials

4.1 Default license — Internal Use

Unless your Plan Details activate an extended tier under Section 4.2, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to use the Licensed Materials, during your subscription term (or while you hold unexpired Credits), solely for your own internal business purposes — such as building prospect lists, enriching your own CRM, verifying contact information, identifying sales opportunities, marketing, business development, and recruiting. Under this default license you may not share, resell, redistribute, publish, or sublicense the Licensed Materials, or otherwise make them available to any third party.

4.2 Extended license tiers

The following extended tiers modify the default license only when activated in your Plan Details. API Resale and Data Redistribution may be activated only by an Order Form signed by both parties — they are not available through online checkout; contact sales. Agency Use may be activated by Order Form or as an add-on at checkout.

(a) API Resale / White Label (Order Form only). You may make our API available to your own customers, including under your own branding. Your customers' calls consume your Credits or are metered under your Plan Details. This tier licenses access to the API as a service; it does not grant rights in the underlying database beyond what your end users retrieve in the ordinary operation of your product. Each end user must be bound by a Downstream Agreement meeting the requirements of Section 4.4, and you are responsible for your end users' compliance as if their acts were yours.

(b) Data Redistribution (Order Form only). You may incorporate Licensed Materials into a value-added product or platform that you sell, provided: (i) the Licensed Materials are not the primary content or value of what you sell; (ii) you do not sell or deliver Licensed Materials as a standalone dataset, list, or feed; (iii) you do not permit bulk export in a form that substantially replicates any portion of our database; (iv) you do not use the Licensed Materials to build, or enable a recipient to build, a competing contact or company data product; and (v) each recipient must be bound by a Downstream Agreement meeting the requirements of Section 4.4, including a prohibition on further redistribution, and you remain responsible for their compliance. Per-record exports and customer-specific deliverables within your product are permitted.

(c) Agency Use (Order Form or checkout add-on). You may use the Licensed Materials to perform marketing, sales, recruiting, or data services for your own end clients. Each end client's use and retention of Licensed Materials is limited to the Internal Use scope in Section 4.1. Before using Licensed Materials for an end client, you must bind that client under a Downstream Agreement meeting the requirements of Section 4.4. You may deliver campaign outputs and enriched records to an end client for its internal use; you may not give end clients bulk access to, or independent copies of, the Licensed Materials beyond the records used in the services you provide. You are responsible for your end clients' compliance as if their acts were yours. If you activate Agency Use at checkout, activation includes acceptance of the flow-down obligations presented at activation.

Additional negotiated rights (for example, the Resale Special Term) may be granted only in an Order Form.

4.3 Derivative works

(a) Under the default Internal Use license, you may not create derivative datasets, compilations, or databases whose content is primarily derived from the Licensed Materials — except that you may (i) enrich your own internal records (such as your CRM), where the Licensed Materials supplement rather than replace your own data, and (ii) prepare prospect lists, analyses, models of your own pipeline, and reports for your internal use.

(b) Under an extended tier, you may create derivative works only to the extent necessary to exercise the rights granted by that tier, subject to all other restrictions in the Agreement.

4.4 Downstream Agreements; RevenueBase as third-party beneficiary

Each agreement under which you give an end user, end client, or other recipient access to Licensed Materials under an extended tier (a “Downstream Agreement”) must: (a) impose use, redistribution, retention, and security restrictions no less protective of RevenueBase and the Licensed Materials than Sections 4, 5, and 6.4 of these Terms (the “Flow-Down Terms”); (b) expressly state that RevenueBase, Inc. is an intended third-party beneficiary of the Flow-Down Terms — that conferring this benefit on RevenueBase is a material part of the parties' purpose in agreeing to them — with the independent right (but no obligation) to enforce the Flow-Down Terms directly against the recipient, including by seeking injunctive relief and damages; and (c) not include any provision disclaiming or limiting third-party beneficiaries generally or by category unless that provision expressly excepts RevenueBase by name. This designation survives termination of the Downstream Agreement and of this Agreement. RevenueBase's rights under this Section are in addition to its rights against you for your own breach, including your failure to obtain the required Downstream Agreement terms.

4.5 Use of AI tools

You may process and analyze the Licensed Materials using artificial intelligence tools within your license scope (for example, using an AI agent to prioritize prospects or draft outreach). You may not use Licensed Materials to train, fine-tune, or improve any AI or machine-learning model, or to generate training or evaluation data for one, except for internal models whose outputs are used solely within your organization and that do not reproduce or substitute for the Licensed Materials.

4.6 Reservation of rights

The Licensed Materials are licensed, not sold. Except for the rights expressly granted, RevenueBase and its licensors retain all right, title, and interest in and to the Platform, the Licensed Materials, our database, and all related technology and documentation, including all intellectual property rights. No rights are granted by implication or estoppel. The Licensed Materials may include a limited number of monitoring records used to detect unauthorized use and redistribution.

5. Restrictions

You may not, and may not permit or assist any third party to:

(a) use the Licensed Materials, in whole or in part, to build, train, populate, verify, or improve a contact or company database, data product, or service that competes with RevenueBase, regardless of what other sources you also use;

(b) resell, distribute, disclose, publish, rent, lease, or transfer the Platform or Licensed Materials to any third party except as expressly permitted by your license tier;

(c) reverse engineer, decompile, disassemble, or attempt to reconstruct the Licensed Materials, the Platform, or any underlying system, model, scoring methodology, or algorithm — including by systematically querying the Platform to reconstruct the contents or structure of our database;

(d) use automated scripts, crawlers, or any method beyond normal authorized use of the Platform to scrape, harvest, or bulk-extract Licensed Materials, or to circumvent Credit consumption, rate limits, access controls, or other technical or commercial measures;

(e) use the Services in violation of applicable law, including the laws described in Section 10;

(f) publish or disclose to any third party the results of any benchmark, performance, accuracy, or quality evaluation of the Services without our prior written consent; or

(g) access or use the Services to monitor their availability, performance, or functionality for competitive purposes.

5.1 Liquidated damages for competitive misuse

Breach of Section 5(a), or resale, redistribution, or disclosure of Licensed Materials to third parties outside an activated tier, causes RevenueBase harm that is real but difficult to quantify at the time of contracting: lost licensing revenue, dilution of the value of our database, and loss of competitive position. If you commit such a breach, you will pay RevenueBase, as liquidated damages and not as a penalty, the greater of:

(a) three times the license fees that would have been payable for the scope of use represented by the unauthorized activity (for example, the fees for the license tier that would have permitted it); or

(b) $2.00 per Licensed Materials record that you used, disclosed, or transferred in the unauthorized activity;

in each case within thirty (30) days of written notice, unless your Order Form specifies a different liquidated-damages amount, in which case the Order Form controls. The parties agree these amounts scale with the scope of the breach, represent a reasonable pre-estimate of RevenueBase's damages given the difficulty of calculating them, and are not a penalty. This remedy is in addition to RevenueBase's right to injunctive relief under Section 17.5 and does not limit remedies for other breaches. For clarity, this Section does not apply to conduct within an activated license tier or to breaches unrelated to Section 5(a) or unauthorized resale, redistribution, or disclosure.

5.2 Unauthorized third-party access

If you provide, enable, or permit access to the Licensed Materials or the Platform by any person or entity outside your organization other than as authorized by Section 3 or your license tier, then in addition to our other remedies we may invoice you, and you will pay, fees at our then-current prevailing rates for each unauthorized recipient for the period of unauthorized access.

6. Submitted Data; Usage Data

6.1 License grant to RevenueBase

You grant RevenueBase a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable license to retain, use, reproduce, process, adapt, and create derivative works from Submitted Data in order to operate, provide, maintain, and improve RevenueBase's products, services, and data. This license applies to all Submitted Data, whether submitted before or after the date you accept these Terms, and survives termination or expiration of the Agreement.

6.2 What we will not do with Submitted Data

We will not: (a) resell, license, or redistribute your Submitted Data as a standalone dataset attributable to you (for example, we will not take a list you submit for cleaning and sell it as your list); or (b) except as required by law or legal process, identify you to any third party as the source of any Submitted Data, or publicly associate you with data derived from it. Nothing in this Section restricts our use of information we obtain independently of your Submitted Data, including the same data points received from other sources.

6.3 Processing of Submitted Data

We may clean, normalize, verify, enrich, and modify Submitted Data, and combine it with other information, before using it or incorporating any of it into our database; the resulting records may differ from what you submitted. We are not obligated to store, return, or delete Submitted Data, except as required by applicable law or the DPA (if executed). Individuals whose personal data is included in Submitted Data have the rights described in our Privacy Policy — including objection, deletion, and suppression — which we honor directly, independent of the Agreement. Our handling of personal data within Submitted Data is further described in the DPA (if executed).

6.4 Your responsibilities for Submitted Data

You represent and warrant that: (a) you have all rights necessary to submit the Submitted Data and to grant the license in Section 6.1; (b) your submission and our authorized use of it do not violate any law, any third party's rights, or any agreement or obligation that binds you; and (c) where Submitted Data includes personal data, you have provided any notices and secured any permissions required for this use under applicable law and your own privacy commitments.

6.5 Prohibited submissions

You must not submit: Social Security numbers or other government identifiers; financial account, payment card, or credential data; health, medical, or biometric data; data about minors; or any other “sensitive” or “special category” personal data as defined under applicable privacy law. We have no liability for prohibited data you submit, and we may delete it without notice.

6.6 Usage Data

We may collect and use Usage Data to operate, secure, improve, and develop our products and services, and may use and disclose Usage Data in aggregated or de-identified forms, provided we do not identify you by name in any external publication without your consent.

6.7 U.S. state privacy law terms for Submitted Data

Where U.S. state privacy laws (such as the CCPA) apply to personal information in Submitted Data:

(a) Roles. For Submitted Data we incorporate into our database and products under Section 6.1, RevenueBase acts as an independent business and third-party recipient — not as your service provider or contractor — and you acknowledge that your provision of that personal information to us for this purpose may constitute a “sale” under applicable state privacy laws. For processing we perform solely to return your results, we act as your service provider, and we do not sell or share personal information processed in that capacity or combine it across customers except as those laws permit.

(b) Our commitments as a third-party recipient. With respect to personal information in Submitted Data that we incorporate: (i) it is provided to us only for the limited and specified purposes in Section 6.1 and our Privacy Policy (verification, enrichment, incorporation into our database, and licensing of the resulting records as part of our products); (ii) we will comply with the obligations applicable to us under applicable state privacy laws and provide the level of privacy protection those laws require; (iii) you may take reasonable and appropriate steps, on notice, to confirm that we use it consistently with those laws (Section 5.6(g) of the DPA applies to any such review); (iv) we will notify you if we determine we can no longer meet our obligations under those laws; and (v) on such notice, or if you reasonably conclude we are using it in violation of those laws, you may require us to stop and remediate that unauthorized use.

(c) Consumer requests. If you receive a verifiable opt-out, deletion, or correction request that covers personal information you submitted to us, forward it to privacy@revenuebase.ai and we will honor it as required by applicable law, including through our suppression list.

(d) Your obligations. You represent that, where required by applicable state privacy laws, you have provided notice at collection covering this disclosure, and you will not submit personal information of any individual who has opted out of sale or sharing (including via a recognized opt-out preference signal) or whose data you otherwise lack authority to provide for these purposes.

7. API Credits

7.1 How Credits work

Credits are prepaid consumption units. Different endpoints consume different numbers of Credits per call (for example, an email verification call consumes fewer Credits than a company enrichment call). Current consumption rates are published at docs.revenuebase.ai and form part of your Plan Details.

7.2 Purchases and expiration

Credits may be purchased pay-as-you-go, without a subscription, or as committed packages in your Plan Details. Each Credit purchase expires on the later of (a) twelve (12) months from the date of that purchase or (b) the end of the subscription term (if any) in effect at the time of that purchase. Each purchase carries its own expiration; purchasing additional Credits does not extend the life of previously purchased Credits. Expiration is automatic; we will make reasonable efforts to notify you before Credits expire.

7.3 Consumption order

Credits are consumed on a first-purchased, first-consumed basis.

7.4 No refunds

Credits are non-refundable. Expired or unused Credits are not refunded or credited, including on termination of your account — except that, if you terminate for our uncured material breach under Section 12.5, we will refund the pro-rata purchase price of your unexpired, unused Credits, as your sole and exclusive remedy with respect to those Credits. Other than that specific remedy (and Section 12.6(c)), Credits are never redeemable or exchangeable for cash, consistent with Section 7.6.

7.5 Changes to consumption rates

We may change the number of Credits an endpoint consumes. Changes take effect prospectively only, upon at least thirty (30) days' notice (which we may give by updating our documentation and notifying your account contact), and never retroactively to calls already made. If a change increases the consumption rate applicable to a committed Credit package purchased under an Order Form by more than ten percent (10%) in aggregate for your usage profile, you may reject the change for the remainder of that package's term by written notice within the notice period.

7.6 Nature of Credits

Credits are a prepaid means of accessing the Services. They are not money, currency, or a stored-value account; they have no cash value; they are non-transferable; and they are not redeemable or exchangeable for cash except where required by applicable law or expressly provided in Section 7.4 or 12.6.

8. Rate limits

Rate limits are measured in API calls per second (or as otherwise stated) and are set in your Plan Details. We may: (a) set and enforce the rate limits for your plan; (b) temporarily throttle or suspend access as an operational measure to protect our systems or other customers (Section 12.7); and (c) adjust plan-level rate limits on thirty (30) days' notice, provided we will not permanently reduce a rate limit you have subscribed to below its stated level during a paid term without your consent. Operating within the rate limits of your plan is not a service deficiency or breach by RevenueBase.

9. Accuracy Guarantee

9.1 The guarantee

For data products designated in your Plan Details as covered by the RevenueBase Accuracy Guarantee, we guarantee that at least 95% of delivered records will be verified as accurate at the time of delivery, measured against the Verification Criteria for the relevant product or endpoint. (For example, for email verification, no more than 5% of addresses verified as deliverable will hard bounce.)

9.2 Measurement

RevenueBase determines, in good faith, whether the 95% threshold has been met, applying the Verification Criteria for the relevant product as published on the date of your Order Form or purchase — which we may update prospectively for new purchases but will not change retroactively during your then-current term. The Verification Criteria are the exclusive measurement basis for this determination, and verification metadata delivered with each record is the authoritative record of verification status at delivery. We maintain records of our verification methodology and results sufficient to support our determinations.

9.3 Claims and cure

If you believe a delivery has not met the guarantee, notify us in writing at legal@revenuebase.ai within thirty (30) days of the relevant delivery, with enough detail for us to investigate. We then have thirty (30) days to investigate and, where we confirm a shortfall, cure it — by delivering corrected or replacement records, re-verifying, or removing affected records, as we reasonably determine.

9.4 Disputed determinations

If we determine that the threshold was met and you reasonably dispute that determination, we will, on your written request made within fifteen (15) days of our determination, provide you the underlying verification data, sampling methodology, and calculation supporting it. If you continue to dispute the determination after reviewing that material, either party may refer the sole question of whether the Verification Criteria were satisfied for the disputed delivery to an independent, mutually agreed data-quality reviewer for expedited, binding determination. The parties will split the reviewer's fees equally, unless the reviewer concludes our original determination was unreasonable, in which case we will bear them.

9.5 Sole remedy

If a shortfall is confirmed (by us or by a reviewer under Section 9.4) and we fail to cure it within the thirty (30) day period in Section 9.3 — or if we fail to respond to a valid claim within that period — you may terminate the affected Order Form or plan as a termination for cause under Section 12.5, effective on written notice, and (if you prepaid) receive a pro-rata refund of prepaid fees for the terminated plan's unused period. This is your sole and exclusive remedy, and our sole and exclusive liability, for any accuracy shortfall. No other credit, refund, or damages claim accrues, and a shortfall on one product or plan does not create termination or other rights as to any other product or plan.

10. Privacy and regulatory compliance

10.1 You are an independent controller

Upon receipt of Licensed Materials, you are an independent data controller of the personal data they contain (or the equivalent role under applicable privacy law). You independently determine your purposes and means of processing, and you are solely responsible for the compliance of your own use — including establishing your own lawful basis, honoring data subject rights, and complying with marketing laws. RevenueBase is not your processor with respect to Licensed Materials, and nothing in the Agreement transfers responsibility for your processing to RevenueBase. You will not represent to any regulator, court, or third party that RevenueBase is responsible for your processing of Licensed Materials.

10.2 Data Processing Addendum

We offer a standard Data Processing Addendum (the “DPA”) for customers that (a) require one under their procurement or compliance processes, or (b) act as processors or service providers for their own clients. The current DPA is available at revenuebase.ai/dpa or from legal@revenuebase.ai and may be executed by checkbox on an Order Form or by written acceptance. The DPA does not alter either party's independent-controller status with respect to Licensed Materials.

10.3 Marketing and telecommunications laws

The Licensed Materials include business contact information. We make no representation or warranty that any contact record may lawfully be called, texted, or emailed. You are solely responsible for compliance with all marketing and communications laws applicable to your use, including the TCPA and FCC/FTC rules, federal and state Do-Not-Call registries and telemarketing laws, the CAN-SPAM Act, CASL, the GDPR and ePrivacy rules, and their equivalents. You will scrub against applicable suppression and Do-Not-Call lists, obtain any required consents, and honor opt-outs.

Prohibited campaign conduct. Without limiting the foregoing, you may not use the Licensed Materials to place calls or send texts using an automatic telephone dialing system, artificial, prerecorded, or AI-generated voice, ringless voicemail, or automated texting, in each case without the consent required by applicable law, or to send commercial email that violates the CAN-SPAM Act or equivalent laws. We may suspend access under Section 12.7 if we know of or reasonably suspect violations.

No agency; no reliance. RevenueBase is a data provider. We are not a “seller,” “telemarketer,” or “initiator” of your communications; we do not initiate or send communications on your behalf, do not select your recipients or content, and grant you no authority to act on our behalf. No feature or data field of the Services constitutes legal advice or a compliance determination. You will indemnify RevenueBase for claims arising from your communications, as set out in Section 15.1.

10.4 FCRA prohibition

The Services are not provided by a consumer reporting agency and the Licensed Materials are not “consumer reports” under the Fair Credit Reporting Act. You may not use the Services or Licensed Materials, in whole or in part, for any FCRA-regulated purpose — including determining eligibility for employment, housing, credit, insurance, or government benefits, or any background-screening purpose. Any such use is a material breach, and you will indemnify RevenueBase for any resulting claims.

10.5 General compliance

You are responsible for ensuring that your use of the Services — and any use by end users, end clients, or recipients you authorize under an extended tier — complies with all applicable laws, and for the acts and omissions of those parties as if they were your own.

11. Fees and payment

11.1 Fees

You will pay all fees stated in your Plan Details. Except as expressly provided in the Agreement, all fees are non-refundable and all purchases are non-cancellable. Where you pay by credit card, you authorize us to charge the card for all fees due under the Agreement, including renewal fees and amounts due under Sections 11.2 and 12.6.

11.2 Late payment

If payment is not received when due: (a) interest accrues on the overdue amount at 1.5% per month or the maximum lawful rate, whichever is lower; (b) you will reimburse our out-of-pocket collection costs, including reasonable attorneys' fees, court costs, and collection agency fees; and (c) if any amount is fifteen (15) or more days past due, we may give you written notice, and if you do not pay in full within ten (10) days of that notice we may, at our option, (i) accelerate all unpaid fees for the remainder of your then-current subscription term(s) so they become immediately due, and (ii) suspend your access to the Services until all amounts are paid. Where you have elected installment payments for an annual subscription, the remaining installments for that term become due in full upon such acceleration.

11.3 Taxes

Fees are exclusive of taxes, levies, and duties. You are responsible for all taxes associated with your purchases, other than taxes on our net income. If we are required to collect taxes, we will invoice them to you unless you provide a valid exemption certificate.

12. Term, renewal, and termination

12.1 Agreement term

The Agreement begins when you first accept these Terms and continues until all subscriptions and Order Forms have expired or terminated and you hold no unexpired Credits, unless terminated earlier as provided here.

12.2 Subscription term and renewal

Each subscription runs for the term in your Plan Details and automatically renews for successive periods equal to the initial term unless either party gives notice of non-renewal: for Order Form subscriptions, written notice at least sixty (60) days before the end of the current term; for subscriptions purchased online, notice via account settings (or written notice) at any time before the renewal date. The renewal term, renewal price basis, and how to stop renewal are disclosed at purchase. For subscriptions purchased online, we will send a renewal reminder to your account contact at least fifteen (15) days before each renewal date; for Order Form subscriptions, we will send a reminder before the non-renewal notice deadline. You can turn off auto-renewal at any time before your renewal date; turning off auto-renewal does not shorten your current paid term.

12.3 Renewal pricing

We may increase subscription fees at renewal by up to five percent (5%) over the prior term. Larger increases require at least ninety (90) days' notice before renewal, in which case you may elect not to renew.

12.4 Subscriptions are non-cancellable

Paid subscriptions are commitments for the full subscription term. Except as expressly provided in Sections 9.5 and 12.5, early termination does not excuse the fees for the remainder of the term, and prepaid fees are not refunded. Pay-as-you-go Credits involve no subscription; you may stop purchasing at any time, and expiration is governed by Section 7.

12.5 Termination for cause

Either party may terminate the Agreement or an affected Order Form or plan if the other party: (a) materially breaches the Agreement and fails to cure within thirty (30) days of written notice describing the breach; or (b) becomes subject to bankruptcy, insolvency, receivership, or similar proceedings (effective immediately on notice).

12.6 Effect of termination

On expiration or termination:

(a) Retained records. Your license to receive new Licensed Materials ends, and your access to the Platform ends. However, you may retain and continue to use, for your own internal business purposes only, Licensed Materials delivered to you during the term (including records you integrated into your CRM and other internal systems), and all restrictions in the Agreement — including Sections 4.3, 4.5, 5, and 10 — survive and continue to apply to retained Licensed Materials for as long as you retain them. All extended-tier rights (Section 4.2) end on termination: you may not make retained Licensed Materials available to any new end user, end client, or other third party after termination, and Downstream Agreements' Flow-Down Terms survive per Section 4.4. If we terminate for your uncured material breach of Sections 4, 5, or 6.5, your retention right under this paragraph ends, and you must promptly delete or, at our written request, return all Licensed Materials in your possession or control, except copies required to be retained by law (to which all restrictions continue to apply).

(b) If we terminate for your uncured material breach, all fees for the remainder of your then-current subscription term(s) become immediately due as a reasonable estimate of our damages, and all Credits are forfeited.

(c) If you terminate for our uncured material breach, we will refund prepaid fees for the unused portion of the terminated term pro rata, plus the pro-rata purchase price of unexpired unused Credits.

(d) Termination does not relieve you of payment obligations accrued before the effective date.

12.7 Suspension

We may suspend your access immediately, with notice as soon as reasonably practicable, if: (a) your use poses a security risk to, or materially degrades, the Services or other customers; (b) payment is overdue as described in Section 11.2; (c) we reasonably believe you have breached Sections 4, 5, 6.5, 10.3, or 19.3; or (d) required by law. We will restore access promptly once the cause is resolved. Free Tier access may be suspended or terminated as described in Section 2.4.

12.8 Survival

The following survive expiration or termination: Sections 1, 4.4, 4.6, 5, 5.1, 5.2, 6.1, 6.2, 6.4, 6.6, 6.7, 9.5 (as to remedies), 10, 11 (as to amounts owed), 12.6, 12.8, 13.3, 14, 15, 16, 17, 18 (as to its anti-retroactivity and version-governs provisions), and 19, together with any provision that by its nature should survive, including the restrictions applicable to retained Licensed Materials under Section 12.6(a).

13. Warranties and disclaimers

13.1 Mutual warranties

Each party represents and warrants that: (a) it is validly existing and has the authority to enter into the Agreement; (b) entering into and performing the Agreement does not violate its organizational documents or any other agreement binding on it; and (c) it will comply with all laws applicable to its performance under the Agreement.

13.2 Accuracy warranty

We warrant that covered Licensed Materials will meet the Accuracy Guarantee in Section 9.1 at the time of delivery. Your exclusive remedy for breach of this warranty is set out in Section 9.5.

13.3 Disclaimer

EXCEPT AS EXPRESSLY STATED IN SECTIONS 13.1 AND 13.2, THE SERVICES AND LICENSED MATERIALS ARE PROVIDED “AS IS,” AND REVENUEBASE DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND QUALITY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR TRADE USAGE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT LICENSED MATERIALS WILL REMAIN ACCURATE, COMPLETE, OR CURRENT AT ANY TIME AFTER DELIVERY.

14. Limitation of liability

14.1 No consequential damages

NEITHER PARTY WILL BE LIABLE FOR ANY LOST PROFITS OR REVENUES, LOSS OF GOODWILL, OR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER, OR PUNITIVE DAMAGES, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

14.2 Cap

EXCEPT AS PROVIDED IN SECTION 14.3, EACH PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE AGREEMENT WILL NOT EXCEED THE LESSER OF (A) $100,000 OR (B) THE AMOUNTS PAID BY CUSTOMER UNDER THE APPLICABLE ORDER FORM OR PLAN IN THE TWELVE (12) MONTHS PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY.

14.3 Exceptions and super cap

Section 14.2 does not apply to: (a) your payment obligations; (b) your indemnification obligations under Section 15.1, and amounts owed under Sections 5.1 and 5.2, which are uncapped; (c) your breach of Section 5(a), unauthorized resale, redistribution, or disclosure of Licensed Materials to third parties outside your license tier, or your breach of Section 6.5; or (d) either party's fraud or willful misconduct. RevenueBase's aggregate liability for its indemnification obligations under Section 15.2 will not exceed two times (2x) the amounts paid or payable by you under the applicable Order Form or plan in the twelve (12) months preceding the claim. Section 14.1 does not apply to your indemnification obligations under Section 15.1 or to damages arising from your breach of Section 5(a).

14.4 Essential part of the bargain

The disclaimers and limitations in Sections 13 and 14 are an essential basis of the bargain; the parties would not have entered into the Agreement without them. They do not apply to the extent prohibited by applicable law.

15. Indemnification

15.1 By you

You will indemnify, defend, and hold harmless RevenueBase, its affiliates, and their officers, directors, employees, and agents from and against all third-party claims, and all resulting damages, fines, penalties, costs, and expenses (including reasonable attorneys' fees), arising out of or relating to: (a) your use of the Services or Licensed Materials in violation of the Agreement or outside your license tier; (b) your (or your end users', end clients', or recipients') calls, texts, emails, or other communications, including any alleged violation of the TCPA, Do-Not-Call, CAN-SPAM, or similar laws; (c) any use of the Services or Licensed Materials for an FCRA-regulated purpose; (d) your Submitted Data, including any claim that it or our authorized use of it violates law or third-party rights; and (e) your infringement or misappropriation of third-party intellectual property rights.

15.2 By RevenueBase

We will indemnify, defend, and hold you harmless from third-party claims alleging that the Licensed Materials, as delivered by us and used within your license tier, infringe or misappropriate the third party's intellectual property rights, or that our creation or provision of the Licensed Materials violates applicable law. This obligation does not apply to the extent a claim arises from: (a) your modification of Licensed Materials; (b) use outside your license tier or in violation of the Agreement; (c) combination of Licensed Materials with data or systems not provided by us, where the claim would not arise but for the combination; or (d) your continued use after we notify you of an alleged infringement and provide a non-infringing alternative. If Licensed Materials become, or in our opinion are likely to become, the subject of an infringement claim, we may modify or replace them or, if neither is commercially reasonable, terminate the affected plan and refund prepaid fees for the unused period. This Section 15.2, with the remedy in Section 9.5, states our entire liability for third-party claims regarding the Licensed Materials.

15.3 Procedure

The indemnifying party's obligations are conditioned on: (a) prompt written notice of the claim (except to the extent the delay does not materially prejudice the defense); (b) sole control of the defense and settlement, provided no settlement imposing obligations or fault on the indemnified party may be made without its written consent; and (c) reasonable cooperation at the indemnifying party's expense. The indemnified party may participate with its own counsel at its own expense.

16. Confidentiality

16.1 Obligations

The receiving party will: (a) protect the disclosing party's Confidential Information with at least the care it uses for its own similar information, and no less than reasonable care; (b) use it only to perform under, or exercise rights granted by, the Agreement; and (c) limit access to personnel, contractors, and advisors who need it and are bound by confidentiality obligations at least as protective as this Section. The terms of any Order Form are the Confidential Information of both parties.

16.2 Compelled disclosure

The receiving party may disclose Confidential Information to the extent required by law or legal process, provided it gives the disclosing party prompt notice (where legally permitted) and reasonable assistance, at the disclosing party's expense, to contest or limit the disclosure.

16.3 Return or destruction

On termination or written request, the receiving party will return or securely destroy the disclosing party's Confidential Information, except copies retained under routine backup or legal retention requirements, which remain protected under this Section. For clarity, this Section does not require RevenueBase to delete Submitted Data licensed under Section 6.1 (whose handling is governed by Section 6, the Privacy Policy, and the DPA, if executed) and does not require you to delete Licensed Materials you are permitted to retain under Section 12.6(a).

17. Dispute resolution

17.1 Informal resolution first

Before starting arbitration, the party raising a dispute will send the other a written description of it (to legal@revenuebase.ai, for disputes with us), and the parties will attempt in good faith to resolve it for thirty (30) days. This is a precondition to arbitration.

17.2 Binding arbitration; delegation

Any dispute arising out of or relating to the Agreement or the Services that is not resolved informally will be finally resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, including, where applicable under the AAA's definitions, its Mass Arbitration Supplementary Rules (together, the “AAA Rules”). The arbitrator, and not any court, has exclusive authority to resolve all disputes about the interpretation, applicability, enforceability, or formation of this Section 17, including whether a particular claim is subject to arbitration, whether the conditions in Section 17.1 have been satisfied, and whether a claim falls within Section 17.5's exceptions; provided that either party may seek emergency or interim injunctive relief under Section 17.5 from a court of competent jurisdiction at any time, including before an arbitrator is appointed, without waiving the right to arbitrate the underlying claim. The arbitration will be conducted by a single arbitrator, in English, with its seat in Wilmington, Delaware (hearings may be conducted remotely where appropriate). The arbitrator may award any relief available in court, subject to the limitations in Section 14, and may award the arbitration costs and reasonable attorneys' fees of the prevailing party (the party that obtains substantially the relief it sought, with fees apportioned where each party partially prevails). Judgment on the award may be entered in any court of competent jurisdiction. An Order Form signed by both parties may modify this Section 17 for that Order Form.

17.3 Coordinated or mass filings

If fifteen (15) or more demands for arbitration raising substantially similar claims against RevenueBase are filed by, or with the assistance of, the same law firm, group of coordinating law firms, or organization within any 180-day period (a “Mass Filing”), the following applies instead of simultaneous individual administration: (a) counsel for the claimants and RevenueBase will each select up to three (3) demands to proceed first as individual “Bellwether Arbitrations” under the AAA Rules; (b) all remaining demands will be held in abeyance, with no filing or administrative fees due on them and all filing deadlines and limitations periods tolled, until the process in this Section concludes; (c) after the Bellwether Arbitrations are resolved, the parties will participate in a global mediation of the remaining claims with a mutually agreed mediator within sixty (60) days; and (d) any claims not resolved through that mediation may then be filed and individually arbitrated on a rolling basis, no later than ninety (90) days after the mediation ends. No ruling, finding, or award in a Bellwether Arbitration binds any claimant who was not a party to it, and nothing in this Section authorizes class, collective, or consolidated arbitration of any kind.

17.4 No class actions; jury waiver

Each party may bring claims against the other only in its individual capacity, and not as a plaintiff or class member in any class, collective, consolidated, or representative proceeding, whether in arbitration or court. Each party waives any right to a jury trial in any proceeding arising out of or relating to the Agreement, including court proceedings under Section 17.5. If the class-action waiver is found unenforceable as to a particular claim, that claim (and only that claim) will proceed in court, and the remainder will proceed in arbitration.

17.5 Exceptions

Either party may at any time seek from a court of competent jurisdiction: (a) injunctive or other equitable relief to prevent or stop unauthorized use of the Services or Licensed Materials, infringement or misappropriation of intellectual property, or breach of confidentiality obligations; and (b) enforcement or confirmation of an arbitration award. For those proceedings, the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Wilmington, Delaware. You acknowledge that unauthorized use of the Licensed Materials would cause RevenueBase irreparable harm for which damages are an inadequate remedy, and that RevenueBase is entitled to seek injunctive relief without posting a bond.

17.6 Governing law; version that applies

The Agreement is governed by the laws of the State of Delaware, without regard to conflict-of-laws principles. The UN Convention on Contracts for the International Sale of Goods does not apply. The Federal Arbitration Act governs Sections 17.2 through 17.4. The version of this Section 17 in effect when the events giving rise to a dispute occurred governs that dispute, as provided in Section 18.

17.7 Time to bring claims

Except for claims for nonpayment or infringement, misappropriation, or violation of a party's intellectual property rights, no claim arising out of or relating to the Agreement may be brought by either party more than one (1) year after the claim accrued.

18. Changes to these Terms

We may update these Terms from time to time. When we do, we will post the updated version with a new “Last Updated” date and notify you (by email to your account contact or through the Services). Updates take effect as follows:

(a) Material changes to existing terms take effect for you at the start of your next subscription renewal after notice — or, if you have no active subscription (for example, pay-as-you-go or Free Tier use only), thirty (30) days after notice. Your renewal or continued use after the effective date constitutes acceptance; if you object to a material change, your remedy is to not renew or to stop using the Services before the change takes effect.

(b) Terms for new products, features, or data services — including Credit consumption rates for new endpoints — take effect immediately when you first choose to use the new offering, as described in Section 2.3, and apply only to that offering.

(c) Changes required by applicable law take effect as required to comply.

(d) Changes to Section 17. If we change the arbitration provider, rules, or seat, the procedures in Section 17.3, or the exceptions in Section 17.5, you may reject that specific change by emailing legal@revenuebase.ai within thirty (30) days after notice. If you do, the version of Section 17 in effect immediately before the change continues to apply between us, and the rest of the Terms (as amended) continues to apply.

No change will retroactively reduce protections for fees you have already paid, and the limitation-of-liability and dispute-resolution provisions in effect at the time of the events giving rise to a dispute continue to govern that dispute.

19. General

19.1 Notices

Notices must be in writing. Notices to RevenueBase: legal@revenuebase.ai, with a copy by mail to RevenueBase, Inc., 132 Adams St., Newton, MA 02460, Attn: Legal. Notices to you: the email address on your account or Order Form, or through the Services. Email notice is effective on confirmed delivery.

19.2 Assignment

Neither party may assign the Agreement without the other's prior written consent, except that either party may assign it, on written notice, to an affiliate or in connection with a merger, reorganization, acquisition, or sale of all or substantially all of its assets or voting securities — provided that Customer may not assign to a competitor of RevenueBase without our consent. Any other assignment is void. The Agreement binds and benefits permitted successors and assigns.

19.3 Trade compliance

(a) Export and sanctions. The Services and Licensed Materials may be subject to U.S. export control and economic sanctions laws, including the Export Control Reform Act of 2018, the Export Administration Regulations administered by the U.S. Department of Commerce's Bureau of Industry and Security, and sanctions programs administered by the U.S. Treasury Department's Office of Foreign Assets Control. You represent that you are not: located, organized, or resident in a country or region subject to comprehensive U.S. sanctions (currently including Cuba, Iran, North Korea, Syria, and the Crimea, so-called DNR, and so-called LNR regions); listed on any U.S. government restricted-party list (including the SDN List and BIS Entity List); or owned 50% or more by any such person. You will not export, re-export, transfer, or provide access to the Services or Licensed Materials in violation of these laws.

(b) U.S. Data Security Program (28 C.F.R. Part 202). You represent and warrant that you are not a “covered person,” and are not owned 50% or more by, organized under the laws of, headquartered in, or primarily operating from a “country of concern,” in each case as defined in 28 C.F.R. Part 202 (currently: China, including Hong Kong and Macau; Russia; Iran; North Korea; Cuba; and Venezuela), unless disclosed to and approved by RevenueBase in writing in advance. You will not sell, license, or otherwise engage in data brokerage of the Licensed Materials, in whole or in part, with any country of concern or covered person. If you are a foreign person (as defined in 28 C.F.R. § 202.221), you agree, as a condition of your license, not to engage in any subsequent transaction involving data brokerage of the Licensed Materials with a country of concern or covered person, and to notify us at legal@revenuebase.ai promptly, and no later than seven (7) days after becoming aware, of any known or suspected violation of this paragraph. We may request reasonable screening and diligence information to confirm compliance, and may suspend or terminate access immediately on learning of a breach of this Section 19.3.

(c) You will indemnify RevenueBase for losses arising from your breach of this Section 19.3.

19.4 Publicity

We may identify you by name and logo as a customer on our website and in marketing materials. You may revoke this permission at any time by written notice, and we will remove new uses within a commercially reasonable period. Neither party may issue a press release regarding the relationship without the other's consent.

19.5 Audit

During the Agreement term and for two (2) years after, you will maintain records reasonably sufficient to demonstrate your compliance with your license tier (including, for extended tiers, your Downstream Agreements), and — on at least fifteen (15) days' notice, during business hours, no more than once per calendar year absent reasonable cause to suspect material breach — we may audit those records and relevant systems to verify compliance. For extended tiers, on request no more than once per year (or on reasonable suspicion of a material breach), you will also: (a) certify in writing that your Downstream Agreements contain the required Flow-Down Terms and third-party-beneficiary designation and that, to your knowledge, no recipient is in material breach; (b) provide copies of Downstream Agreements sufficient to confirm the Flow-Down Terms (redacted for pricing and unrelated commercial terms); and (c) where we reasonably suspect a specific recipient's material non-compliance, either enforce the Flow-Down Terms against that recipient or cooperate with our direct enforcement under Section 4.4. Audits are at our expense, unless the audit reveals a material breach (including use exceeding your license tier), in which case you will reimburse our reasonable audit costs in addition to any fees owed under Section 5.2.

19.6 Force majeure

Neither party is liable for delay or failure to perform (except payment obligations) caused by events beyond its reasonable control — including natural disasters, war, terrorism, labor disputes involving third parties, internet or utility failures, or government action — provided the affected party promptly notifies the other and uses reasonable efforts to resume performance.

19.7 Relationship; no third-party beneficiaries

The parties are independent contractors. The Agreement creates no partnership, joint venture, agency, franchise, or employment relationship. There are no third-party beneficiaries to this Agreement; for clarity, this sentence does not limit or affect RevenueBase's rights as an intended third-party beneficiary of Downstream Agreements as described in Section 4.4.

19.8 Feedback

If you provide suggestions, ideas, or other feedback about the Services, you grant us a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable license to use it for any purpose, without compensation or attribution.

19.9 Severability; waiver; interpretation

If any provision is held unenforceable, it will be modified to the minimum extent necessary to be enforceable, and the rest remains in effect. A failure to enforce a provision is not a waiver of the right to enforce it later; waivers must be in writing. “Including” means “including without limitation”; headings are for convenience only.

19.10 Entire agreement

The Agreement (these Terms, the Plan Details, any Order Forms, and the DPA if executed) is the entire agreement between the parties regarding its subject matter and supersedes all prior and contemporaneous agreements, proposals, and representations, written or oral, including any prior version of the Standard Terms and Conditions. No terms in a Customer purchase order or vendor-onboarding document apply, even if issued after these Terms, unless signed by RevenueBase.

RevenueBase, Inc. | legal@revenuebase.ai | 132 Adams St., Newton, MA 02460

© 2026 RevenueBase, Inc. All rights reserved.

Prior version: the RevenueBase Standard Terms and Conditions (last updated November 12, 2024) are archived at revenuebase.ai/stc-11-12-2024.