These Terms of Use govern access to and use of the website, platform, applications, agents, model-selection tools, data-enrichment tools, entity-resolution tools, public-source search features, AI-enabled workflows, documentation, and related services provided by ProgressLab, a Delaware public benefit corporation (“Company,” “we,” “us,” or “our”).
These Terms apply to each person or entity that accesses or uses the Services (“Customer,” “you,” or “your”). If an individual accesses or uses the Services on behalf of an organization, campaign, committee, PAC, party committee, nonprofit, company, fundraising entity, advocacy organization, or other entity, that individual represents and warrants that they have authority to bind that entity to these Terms.
By accessing or using the Services, creating an account, clicking to accept these Terms, or entering into an order form, beta agreement, subscription agreement, statement of work, or other agreement that references these Terms, you agree to be bound by these Terms.
1. Definitions
“Authorized User” means an employee, contractor, agent, representative, consultant, volunteer, officer, director, advisor, or other individual authorized by Customer to access or use the Services on Customer’s behalf.
“Beta Services” means any alpha, beta, pilot, evaluation, trial, pre-release, limited-release, experimental, or other non-generally available services, features, agents, models, workflows, functionality, or documentation.
“Customer Data” means any data, files, records, databases, lists, prompts, queries, documents, voter files, contributor lists, donor records, fundraising information, campaign information, cause-related information, demographic information, contact information, political or civic information, issue-interest information, public-source search instructions, and other content submitted, uploaded, transmitted, connected, or otherwise made available by or on behalf of Customer or its Authorized Users through the Services.
“Enriched Data” means Customer Data or other information that has been matched, appended, enhanced, inferred, classified, scored, ranked, segmented, resolved, normalized, deduplicated, linked, or otherwise enriched through the Services.
“Output” means responses, analyses, summaries, lists, reports, enriched records, rankings, scores, recommendations, classifications, segments, entity-resolution results, data matches, inferred attributes, donor-prospect lists, supporter-prospect lists, research results, generated text, generated datasets, or other materials generated or made available through the Services.
“Personal Information” means information that identifies, relates to, describes, is reasonably capable of being associated with, or could reasonably be linked with an individual or household, including any similar term under applicable privacy or data protection law.
“Security Tier” means one of Company’s supported security configurations – Tier 2, Tier 3, or Tier 4 – each of which corresponds to a defined set of administrative, technical, and organizational security controls, encryption configurations, key-management options, model-environment settings, and access controls described in Company’s Security Documentation. Company does not offer or support Tier 0 or Tier 1 for Customer use. The applicable Security Tier for each Customer is specified in the applicable order form, beta agreement, subscription agreement, or written agreement.
“Security Documentation” means Company’s then-current documentation describing the features, controls, Customer configuration requirements, and responsibilities associated with each supported Security Tier, made available to Customer through the Services portal or upon written request
“Services” means Company’s AI-enabled platform and related services, including tools that allow users to engage with agents and models to support workflow automation, research, list-building, entity resolution, data matching, data enrichment, data analysis, public-source research, donor or supporter identification, and related activities.
“Skill or Plugin” means a configuration, prompt or prompt template, workflow, agent definition, integration, script, or other component created or configured by Customer using the Services, exclusive of any Customer Data, Enriched Data, or Outputs.
“Third-Party Provider” means any cloud hosting provider, infrastructure provider, enterprise search provider, security vendor, authentication provider, support or ticketing vendor, billing processor, analytics provider, or other third-party service provider engaged by Company to operate, host, secure, or support the Services
2. Services
Company provides an AI-enabled platform that allows Customers and Authorized Users to engage with agents and models to support workflow automation, research, data analysis, data matching, data enrichment, entity resolution, and list-building.
The Services may process Customer Data, perform searches of publicly available sources, utilize AI models within Company’s AWS-hosted environment, resolve entities, append information, infer attributes, generate scores, classify records, identify possible matches, and produce Outputs.
Company may modify, improve, suspend, or discontinue any part of the Services from time to time, including models, agents, workflows, security configurations, public-source search features, and enrichment methods.
3. Accounts and Authorized Users
Customer is responsible for all activity occurring under Customer’s accounts and for ensuring that all Authorized Users comply with these Terms.
Customer will maintain reasonable administrative, technical, and organizational measures to protect account credentials and prevent unauthorized access. Customer will promptly notify Company of any suspected unauthorized access, credential compromise, security incident, or misuse involving Customer’s account, Customer Data, Enriched Data, or Output.
Customer may not share credentials, permit unauthorized access, or allow any person to use the Services in violation of these Terms.
4. Customer Data
4.1 Ownership
As between the parties, Customer retains all right, title, and interest in and to Customer Data. Company does not claim ownership of Customer Data.
4.2 License to Process Customer Data
Customer grants Company a limited, non-exclusive, royalty-free license to host, store, process, transmit, reproduce, display, modify, analyze, enrich, match, resolve, append, classify, score, infer from, and otherwise use Customer Data within the United States solely as necessary to:
- provide, operate, maintain, secure, support, and administer the Services for Customer;
- generate Enriched Data and Outputs for Customer;
- perform entity resolution, data matching, data normalization, deduplication, and enrichment for Customer;
- conduct public-source searches and retrieve publicly available information as directed by Customer;
- use Third-Party Providers as necessary to provide the Services, subject to the data-handling restrictions in Section 8;
- prevent fraud, abuse, unauthorized access, and security incidents;
- enforce these Terms and applicable agreements; and
- comply with applicable law.
Company will not use Customer Data, Enriched Data, or Outputs except as permitted by these Terms, an applicable agreement, Customer’s instructions, or applicable law.
4.3 Customer Responsibility for Customer Data
Customer is solely responsible for Customer Data, including its accuracy, quality, legality, integrity, provenance, permitted uses, and suitability for use with the Services.
Customer represents and warrants that:
- Customer has all rights, licenses, permissions, consents, notices, authorizations, and lawful bases necessary to upload, submit, transmit, process, analyze, enrich, match, append, infer from, and use Customer Data through the Services;
- Customer’s collection, possession, upload, use, processing, enrichment, and disclosure of Customer Data complies with applicable law and contractual obligations;
- Customer Data does not violate any privacy policy, voter-file restriction, contributor-list restriction, platform term, license, confidentiality obligation, data-use restriction, consent limitation, campaign finance law, election law, privacy law, consumer protection law, data broker law, anti-discrimination law, or third-party right;
- Customer has provided all notices and obtained all consents or authorizations required for Customer’s use of the Services;
- Customer will not upload or use Customer Data that Customer is prohibited from processing through the Services; and
- Customer will not use the Services to unlawfully collect, infer, enrich, target, profile, solicit, contact, suppress, exclude, or make decisions about individuals.
4.4 Sensitive Political, Civic, Voter, and Donor Data
Customer acknowledges that Customer Data may include Personal Information and sensitive or regulated information, including voter information, contributor information, donor information, fundraising information, political or civic participation information, political affiliation or preference information, issue-interest information, demographic information, contact information, and information subject to privacy, election, campaign finance, voter-file, contributor-list, data licensing, data broker, or consumer protection laws.
Customer is solely responsible for determining whether it may lawfully upload, process, analyze, combine, match, append, enrich, infer from, score, segment, use, export, or disclose such information through the Services.
4.5 Data Enrichment and Inferences
The Services may support entity resolution, identity matching, data matching, deduplication, normalization, appending, enrichment, classification, scoring, ranking, segmentation, and inference generation.
Customer acknowledges that Enriched Data and Outputs may include inferred, probabilistic, estimated, incomplete, outdated, duplicative, potentially biased, or incorrect information. Customer is solely responsible for reviewing, validating, and lawfully using Enriched Data and Outputs.
Company does not represent or warrant that any entity-resolution result, match, appended attribute, enrichment, inference, classification, score, ranking, segment, recommendation, donor-prospect list, supporter-prospect list, or other Output is accurate, complete, current, non-discriminatory, unbiased, lawful for Customer’s use, or suitable for any particular purpose.
4.6 Backups; No System of Record
Customer is responsible for maintaining copies and backups of Customer Data. The Services are not intended to serve as Customer’s system of record, backup system, archival repository, legal recordkeeping system, campaign-finance reporting system, or compliance system.
Company will not be responsible for loss, corruption, alteration, destruction, deletion, or failure to store Customer Data, Enriched Data, or Outputs except to the extent caused by Company’s gross negligence or willful misconduct, and subject in all cases to the limitations of liability in these Terms or the applicable agreement.
4.7 Model Training and Product Improvement
Unless expressly authorized in writing by Customer, Company will not use Customer Data, Enriched Data, Outputs, prompts, queries, or related information to train, fine-tune, evaluate, or improve any artificial intelligence model, whether operated by Company or a third party. Any future model-training use would require separate written authorization from Customer.
Company may use aggregated or de-identified operational metrics, performance information, security logs, system diagnostics, and Customer feedback to operate, secure, analyze, and improve the Services, provided such information does not identify Customer, Authorized Users, or individuals contained in Customer Data and is not used to create individual-level profiles or datasets.
5. Customer-Directed Processing; Data Broker Guardrails
5.1 Customer-Directed Services
Company provides a Customer-directed software platform that allows Customers to process, analyze, match, enrich, score, infer from, and generate Outputs from Customer Data and Customer-directed public-source research.
Customer decides what Customer Data to upload, what workflows to run, what models or features to use, what enrichment or entity-resolution tasks to initiate, and how to review, export, disclose, or use Enriched Data and Output.
5.2 No Sale or Cross-Customer Use of Customer Data
Except as expressly authorized in writing by Customer or agreed in writing, Company will not sell, rent, license, disclose, transfer, or otherwise make available Customer Data, Enriched Data, or Outputs to third parties for their own independent use.
Company will not use Customer Data, Enriched Data, or Outputs from one Customer to build, sell, rent, license, disclose, transfer, or otherwise make available individual-level profiles, donor lists, voter lists, supporter lists, prospect lists, political-affinity lists, issue-interest lists, or other Personal Information to another Customer or third party.
Company will not combine identifiable Customer Data, Enriched Data, or Outputs from multiple Customers into a shared, cross-Customer database of individual-level records for sale, licensing, disclosure, or other independent commercial use.
5.3 Customer Workspaces; No Shared Profile Database
Customer Data, Enriched Data, and Outputs will be maintained in Customer-specific accounts, workspaces, environments, or projects, subject to the applicable security configuration and service architecture.
Unless expressly authorized by Customer or agreed in writing, Company will not make Customer Data, Enriched Data, or Outputs available to any other Customer.
The Services may generate enrichment results, entity-resolution results, matched records, inferred attributes, scores, classifications, segments, or recommendations for Customer’s use within Customer’s account, workspace, environment, or project. Such results are generated for Customer and are not made available to other Customers as Company-owned individual-level profiles, lists, or datasets.
5.4 No Company Data Marketplace
Company does not offer or operate the Services as a data marketplace, list brokerage service, or source of Company-owned individual-level Personal Information.
Customer may not use the Services to buy, sell, rent, license, broker, disclose, transfer, or otherwise commercialize Customer Data, Enriched Data, or Outputs in violation of applicable law or third-party rights.
Company may suspend or terminate access if Company reasonably believes Customer is using the Services in a manner that could cause Company to be treated as a data broker, list broker, data marketplace, or similar regulated data reseller, unless such use has been expressly authorized in writing by Company.
5.5 Aggregated and De-Identified Information
Company may use aggregated or de-identified information to operate, secure, analyze, and improve the Services, provided such information does not identify Customer, Authorized Users, or individuals contained in Customer Data and is not used to build, sell, license, disclose, transfer, or otherwise make available individual-level profiles or Personal Information.
5.6 Customer-Created Skills and Plugins
Customer may create Skills or Plugins using the Services. Customer may, at its sole discretion, elect to share a Skill or Plugin it has created with one or more other Customers through any sharing functionality made available within the Services. Any such sharing is initiated by, and at the direction and sole responsibility of, the Customer making the Skill or Plugin available.
Sharing a Skill or Plugin does not, and Customer will not use the sharing functionality to, transfer, disclose, or otherwise make available to any other Customer or third party any Customer Data, Enriched Data, or Outputs. Only the Skill or Plugin itself (and its configuration, prompt text, workflow definition, or similar component content) is shared. Customer is solely responsible for ensuring that any Skill or Plugin Customer shares does not contain, embed, or reference Customer Data, Customer’s confidential information, third-party confidential information, Personal Information, or content that Customer does not have the right to share.
By electing to share a Skill or Plugin, the sharing Customer grants each receiving Customer a limited, non-exclusive, royalty-free, non-transferable, revocable license to use the shared Skill or Plugin within the Services for the receiving Customer’s internal business purposes, and grants Company a limited, non-exclusive, royalty-free license to host, transmit, display, and otherwise process the shared Skill or Plugin as necessary to make the sharing functionality available.
Skills and Plugins created or shared by Customers are not Company-provided functionality. Company does not endorse, verify, validate, or guarantee the quality, accuracy, security, performance, fitness, or lawfulness of any Customer-created Skill or Plugin, and any Customer that uses a Skill or Plugin shared by another Customer does so at its own risk. The disclaimers in Section 22 and the limitations of liability in Section 24 apply to Customer-created Skills and Plugins.
6. AI Outputs and Customer Review
6.1 Output Limitations
Customer acknowledges that Outputs may be inaccurate, incomplete, outdated, duplicative, biased, misleading, offensive, unlawful to use in certain contexts, or otherwise unsuitable for Customer’s purposes.
Outputs may reflect limitations in Customer Data, public sources, prompts, search parameters, entity-resolution methods, enrichment methods, agent workflows, scoring methods, or other inputs.
6.2 No Professional, Legal, Compliance, Campaign Finance, or Fundraising Advice, Advocacy, or Voter Mobilization Advice
The Services and Outputs do not constitute legal, financial, tax, accounting, compliance, campaign finance, election law, fundraising, political strategy, advocacy, voter mobilization, or other professional advice.
Customer is solely responsible for obtaining appropriate professional advice and for determining whether and how to use any Customer Data, Enriched Data, or Outputs.
6.3 Customer Responsibility for Use of Outputs
Customer is solely responsible for reviewing, validating, and determining the accuracy, legality, appropriateness, and usefulness of all Outputs before using or relying on them.
Customer is solely responsible for any communications, solicitations, targeting, segmentation, list-building, donor outreach, voter outreach, fundraising activity, campaign activity, reporting, filings, decisions, or other actions taken based on Customer Data, Enriched Data, or Outputs.
Company does not warrant that the Services will identify appropriate donors, voters, contributors, prospects, supporters, opponents, causes, issue interests, or other individuals.
7. Public-Source Research and Enrichment
At Customer’s direction, the Services may retrieve, search, summarize, match, append, analyze, classify, or otherwise process publicly available information.
Company does not independently sell, rent, license, or make available to Customers a Company-owned database of individual-level voter, donor, contributor, supporter, prospect, political-affinity, issue-interest, or similar profiles.
Company currently does not purchase, license, or maintain commercial datasets for use in enriching or otherwise processing Customer Data. If Company introduces licensed third-party datasets or enrichment sources in the future, Company will notify Customers of the terms pursuant to which such datasets and sources will be made available.
Enrichment performed through the Services is currently generated from (a) Customer Data, including data that Customer has lawfully purchased or licensed from third parties and uploaded to the Services, (b) publicly available information retrieved at Customer’s direction, and (c) inferences, classifications, scores, and other derivations generated by the Services from the foregoing.
If Customer uploads to the Services any commercial, licensed, or third-party-provided data, Customer represents and warrants that Customer has all rights and licenses necessary to upload, process, and use that data through the Services in accordance with the applicable license terms, and Customer is solely responsible for compliance with those terms.
Customer is solely responsible for determining whether Customer may lawfully request, receive, export, disclose, or use any public-source information, Enriched Data, or Outputs generated through the Services.
Customer will not instruct the Services to access, retrieve, scrape, collect, or process information from any source in violation of applicable law, access restrictions, platform terms, authentication requirements, confidentiality obligations, contractual restrictions, or third-party rights.
Company does not control, verify, endorse, or guarantee the accuracy, completeness, legality, availability, or continued accessibility of public sources.
8. AWS Infrastructure and Third-Party Providers
Company processes Customer Data within its AWS-hosted environment located within the United States. AWS acts as Company’s cloud infrastructure provider and does not receive Customer Data for independent model training, advertising, resale, profiling, or unrelated commercial purposes.
Company may engage limited Third-Party Providers, including enterprise search vendors, to provide specific Customer-requested functionality. Company requires such providers to process information only as necessary to provide the requested services and not for independent commercial purposes.
Certain Customer-directed search functionality may utilize enterprise search providers acting on Company’s behalf. Company configures such services to suppress or minimize retention of Customer queries and content wherever commercially reasonable and available, while permitting limited operational metadata retention necessary for service administration, security, and troubleshooting. Company may change infrastructure, search, security, authentication, analytics, or other Third-Party Providers from time to time, provided such providers are subject to obligations consistent with this Section.
9. Acceptable Use
Customer will not, and will not permit any Authorized User or third party to, use the Services:
- in violation of applicable law, including privacy, data protection, campaign finance, election, anti-discrimination, consumer protection, anti-spam, telemarketing, text messaging, data broker, or cybersecurity laws;
- to harass, intimidate, threaten, dox, stalk, exploit, deceive, defame, or abuse any person;
- to unlawfully discriminate against, target, exclude, suppress, or deny opportunities to individuals or groups based on protected characteristics;
- to engage in voter intimidation, voter suppression, unlawful voter targeting, deceptive election communications, fraudulent fundraising, or impersonation;
- to generate or disseminate materially false, deceptive, or misleading information, including synthetic media or misleading political communications;
- to make decisions regarding employment, housing, credit, lending, education, health care, insurance, criminal justice, eligibility for public benefits, or other legally significant decisions;
- to collect, enrich, infer, purchase, sell, transfer, or use Personal Information in violation of applicable privacy, data broker, consumer protection, voter-file, contributor-list, or data licensing rules;
- to upload malicious code, viruses, corrupted files, or content designed to interfere with the Services;
- to reverse engineer, decompile, scrape, crawl, benchmark without authorization, stress test, or attempt to derive source code, underlying models, system prompts, model weights, scoring methodologies, entity-resolution methods, or proprietary methods;
- to circumvent usage limits, security controls, authentication measures, token limits, file limits, storage limits, or access restrictions;
- to use the Services to develop a competing product or service;
- to send any outreach or communications through the Services in a manner not permitted under Section 10, including (during the Beta period and any subsequent period designated by Company as the MVP period) SMS or text messages; messages or direct messages on Facebook, Instagram, X, LinkedIn, or any other social media or messaging platform; or bulk email;
- to use the Services in a manner that violates the terms of service, acceptable use policies, or other applicable terms of any third-party service connected to or used with the Services (including Google Workspace and any other connected communications, messaging, productivity, or platform service);
- to violate third-party privacy, publicity, intellectual property, contractual, or confidentiality rights; or
- in any manner that Company reasonably believes may create legal, security, reputational, operational, or regulatory risk.
10. Communications and Outreach
The Services may, where Customer elects to connect a supported third-party communications service (such as Google Workspace), facilitate Customer-initiated communications sent through that connected service. The categories of outreach that Company permits through the Services may change from time to time and will be subject to the limits described in this Section, the Acceptable Use restrictions in Section 9, any applicable order form, beta agreement, subscription agreement, or other written agreement, and the terms of service and acceptable use policies of the connected third-party service.
During the Beta period and any subsequent period designated by Company in writing as the MVP period, Customer may use the Services only to send 1:1 or 1:few personal email outreach sent through Customer’s own connected Google Workspace account, and only in compliance with Google’s then-current terms of service and acceptable use policies. During the Beta and MVP periods, Customer will not use the Services, and will not permit any Authorized User to use the Services, to send SMS or text messages; messages or direct messages on Facebook, Instagram, X, LinkedIn, or any other social media or messaging platform; or bulk email. Company may, in its sole discretion and upon written notice to Customer, expand or further restrict the categories of permitted outreach.
If Company expressly enables outreach functionality, Customer will be solely responsible for complying with all laws and rules applicable to such outreach, including campaign finance, election, privacy, anti-spam, telemarketing, text messaging, consumer protection, platform, and consent requirements.
Customer is solely responsible for the content, timing, recipients, targeting, consents, opt-outs, suppression lists, and legal compliance of any outreach or communications based on Customer Data, Enriched Data, or Outputs.
11. Usage Limits; File Limits
Customer’s use of the Services may be subject to limits on users, seats, projects, workspaces, uploaded
file size, storage, data volume, queries, tokens, public-source searches, enrichment requests, entity-resolution jobs, model calls, API calls, or other limits specified in an applicable order form, beta agreement, subscription agreement, product documentation, or administrative dashboard.
Unless otherwise agreed in writing:
- individual uploaded files may not exceed 100 MB;
- total Customer storage may not exceed 10 GB;
- Company may throttle, suspend, reject, or limit usage that exceeds applicable limits or creates operational, security, legal, cost, or performance concerns.
12. Security
Company will implement commercially reasonable administrative, technical, and organizational safeguards designed to protect Customer Data against unauthorized access, use, disclosure, alteration, or destruction.
Company offers Security Tiers 2, 3, and 4, as described in the Security Documentation. The applicable Security Tier for each Customer is specified in the applicable order form, beta agreement, subscription agreement, or written agreement. Company does not offer or support Security Tier 0 or Tier 1 for Customer use. Company will make the Security Documentation available to Customer through the Services portal or upon written request.
Customer is responsible for evaluating the sensitivity, volume, legal restrictions, and intended use of Customer Data and selecting the appropriate Security Tier.
Customer acknowledges that certain security controls require Customer configuration, direction, maintenance, or management, including key rotation, platform access, user permissions, cloud configuration, Customer-managed encryption keys, Customer-owned encryption keys, or private model environments, as applicable.
If Customer elects to use Customer-managed or Customer-owned encryption keys, Customer is solely responsible for creating, maintaining, securing, rotating, backing up, authorizing, and managing those keys. Company will not be responsible for loss of access to Customer Data, Enriched Data, or Outputs; inability to process Customer Data; data unavailability; data corruption; or unrecoverability resulting from Customer’s loss, deletion, revocation, expiration, misconfiguration, suspension, or mismanagement of encryption keys.
No system, network, storage environment, transmission, encryption method, model environment, or security control is completely secure.
13. Confidentiality
Each party may receive nonpublic information from the other party that is marked confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure.
The receiving party will use the disclosing party’s confidential information only to perform or receive the Services and will protect it using at least reasonable care.
Confidential information does not include information that is publicly available without breach, already known without restriction, independently developed without use of the disclosing party’s confidential information, or lawfully received from a third party without confidentiality obligations, or required to be disclosed by applicable law, regulation, court order, or governmental authority (provided that, to the extent legally permissible, the receiving party gives prompt prior written notice to the disclosing party and cooperates with any effort to seek confidential treatment or a protective order).
14. Privacy; Data Processing
14.1 Privacy Policy.
Company’s collection, use, and disclosure of Personal Information in connection with the Services is described in its Privacy Policy, available at progresslab.ai/privacy. The Privacy Policy is incorporated into these Terms by reference.
14.2 Roles.
To the extent Company processes Personal Information contained in Customer Data on behalf of Customer, Company acts as a service provider or processor, and Customer acts as the business or controller, as those terms are defined under applicable privacy law. Customer determines what Personal Information to submit to the Services and the purposes for which it is processed; Company processes that Personal Information solely to provide the Services to Customer and in accordance with these Terms, the Privacy Policy, and Customer's instructions.
14.3 Company Processing Obligations.
To the extent Company processes Personal Information contained in Customer Data on behalf of Customer, Company will:
- process Customer Data only to provide, operate, maintain, secure, support, and improve the Services for Customer, and not for Company’s own independent commercial purposes unrelated to providing the Services;
- implement and maintain the administrative, technical, and organizational safeguards described in Section 12 and the applicable Security Tier;
- require that Third-Party Providers that process Customer Data on Company’s behalf do so only as necessary to provide the Services to Company or Customer, and not for their own independent profiling, resale, advertising, model training, or unrelated commercial purposes, as further described in Section 8;
- assist Customer, to the extent reasonably practicable and as required by applicable law, in responding to individual privacy rights requests relating to Personal Information contained in Customer Data; and
- upon Customer’s request or account termination, delete or return Customer Data in accordance with Section 16 and the applicable agreement.
14.4 Customer Obligations.
Customer is responsible for: (a) providing all required privacy notices and obtaining all required consents, authorizations, and lawful bases for Customer’s collection, upload, processing, enrichment, and disclosure of Customer Data through the Services; (b) honoring individual rights requests relating to Personal Information for which Customer is the controller or business; and (c) determining whether Customer’s use of the Services complies with applicable privacy, data protection, election, campaign finance, voter-file, contributor-list, data broker, and consumer protection laws.
14.5 Data Processing Addendum.
To the extent required by applicable law or agreed in writing, the parties may enter into a separate data processing addendum (“DPA”) governing Company’s processing of Personal Information on behalf of Customer. In the event of a conflict between a DPA and these Terms with respect to the processing of Personal Information, the DPA controls. Customers who require a DPA should contact Company at hello@progresslab.ai.
15. Customer Responsibility for Data Broker and Similar Laws
Customer is solely responsible for determining whether Customer’s collection, possession, upload, enrichment, matching, scoring, segmentation, export, disclosure, sale, sharing, licensing, transfer, or use of Customer Data, Enriched Data, or Outputs subjects Customer to any data broker, privacy, consumer protection, election, campaign finance, voter-file, contributor-list, anti-discrimination, or similar law.
Customer will not use the Services in a manner that would cause Company to sell, share, license, disclose, or otherwise make available Personal Information in violation of applicable law.
16. Data Retention, Export, and Deletion
16.1 Customer Data Retention.
Company provides Customer-controlled retention of Customer Data, Enriched Data, and Outputs. Customers may access, export, and delete Customer Data at any time through available platform controls. Company retains Customer information only as long as necessary to provide the Services, honor Customer-controlled retention settings, maintain security, comply with legal obligations, and operate the platform.
16.2 Security and Operational Logs.
Company may retain security logs, system logs, access logs, authentication records, fraud-prevention records, incident-response records, and other operational data for a longer period as necessary to maintain security, prevent fraud and abuse, investigate security incidents, enforce these Terms, and comply with applicable law. Such logs may be retained for up to 24 months following generation, or longer as required by applicable law or legal hold.
16.3 Account Information.
Company may retain account and billing information, correspondence, and agreement records for as long as required to comply with applicable law, resolve disputes, and enforce Company's agreements, which may extend beyond the termination of Customer’s account.
16.4 Export; Customer Responsibility.
Customer is responsible for exporting or preserving Customer Data, Enriched Data, and Outputs before terminating its account or requesting deletion. Company is not responsible for any loss of Customer Data, Enriched Data, or Outputs that results from Customer’s failure to export prior to termination or deletion.
16.5 Deletion Requests.
Upon Customer’s written request, and subject to applicable law, legal hold, backup schedules, security requirements, and contractual obligations, Company will delete or return Customer Data, Enriched Data, and Outputs in accordance with the applicable agreement and Company’s then-current deletion procedures. Company will confirm completion of deletion upon Customer’s written request.
16.6 No Post-Termination Cross-Customer Use.
Company will not retain Customer Data, Enriched Data, or Outputs after the applicable retention period for the purpose of building, selling, licensing, disclosing, or otherwise making available individual-level Personal Information to other Customers or third parties.
17. Intellectual Property
Company and its licensors retain all right, title, and interest in and to the Services, including software, agents, workflows, interfaces, documentation, algorithms, methods, templates, know-how, analytics, model-selection tools, bias and environmental scoring methodologies, enrichment methods, entity-resolution methods, matching methods, scoring methods, and other proprietary technology.
Subject to these Terms and any applicable agreement, Company grants Customer a limited, non-exclusive, non-transferable, revocable right to access and use the Services during the applicable term solely for Customer’s internal business purposes.
Except as expressly provided, no rights are granted by implication, waiver, estoppel, or otherwise.
As between the parties, and subject to Company’s rights in the Services, Customer owns Outputs and Enriched Data generated from Customer Data through Customer’s authorized use of the Services. Nothing in these Terms limits Company’s rights in the underlying Services, algorithms, methods, or proprietary technology used to generate Enriched Data or Outputs.
18. Feedback
Customer may provide suggestions, ideas, comments, bug reports, feature requests, or other feedback regarding the Services.
Customer grants Company a perpetual, irrevocable, worldwide, royalty-free right to use, disclose, reproduce, modify, commercialize, and otherwise exploit feedback without restriction or compensation, provided Company does not disclose Customer’s confidential information in doing so.
19. Suspension
Company may suspend or restrict access to the Services if Company reasonably believes that Customer or any Authorized User has violated these Terms, exceeded applicable usage limits, created security or operational risk, used the Services unlawfully, failed to pay amounts due, or otherwise exposed Company, the Services, or third parties to legal, regulatory, reputational, operational, or security risk.
20. Fees and Payment
Fees, payment terms, taxes, and subscription details will be set forth in the applicable order form, beta agreement, subscription agreement, or other written agreement. Unless otherwise stated, fees are non-refundable.
21. Beta Services
Beta Services are provided for testing and evaluation only. Beta Services may be incomplete, unstable, unavailable, inaccurate, insecure, subject to change, or discontinued at any time.
Beta Services are provided “as is” and without warranties, indemnities, service commitments, support obligations, uptime commitments, or liability except as expressly stated in a written agreement.
Company may use usage information, performance information, feedback, and learnings from Beta Services to improve the Services, subject to confidentiality, privacy, data-use restrictions, and any model-training or cross-Customer-use restrictions in these Terms and any applicable written agreement.
22. Disclaimers
THE SERVICES, BETA SERVICES, THIRD-PARTY PROVIDERS, PUBLIC-SOURCE INFORMATION, CUSTOMER DATA PROCESSING, DATA ENRICHMENT, ENTITY RESOLUTION, ENRICHED DATA, AND OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE.”
TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, SECURITY, ERROR-FREE OPERATION, AND UNINTERRUPTED USE.
COMPANY DOES NOT WARRANT THAT THE SERVICES, ENRICHED DATA, OR OUTPUTS WILL BE ACCURATE, COMPLETE, CURRENT, UNBIASED, NON-DISCRIMINATORY, LAWFUL FOR CUSTOMER’S USE, FREE FROM HARMFUL CODE, OR SUITABLE FOR ANY PARTICULAR PURPOSE.
COMPANY DOES NOT WARRANT THAT ANY ENTITY-RESOLUTION RESULT, MATCH, APPENDED ATTRIBUTE, INFERENCE, CLASSIFICATION, SCORE, SEGMENT, RANKING, RECOMMENDATION, DONOR-PROSPECT LIST, SUPPORTER-PROSPECT LIST, OR OTHER OUTPUT IS TRUE, COMPLETE, CURRENT, OR LAWFUL TO USE FOR CUSTOMER’S INTENDED PURPOSE.
23. Indemnification by Customer
Customer will defend, indemnify, and hold harmless Company and its affiliates, officers, directors, employees, contractors, licensors, and service providers from and against any claims, damages, liabilities, losses, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to:
- Customer Data;
- Enriched Data or Outputs generated from Customer Data or Customer instructions;
- Customer’s use of the Services, Enriched Data, or Outputs;
- Customer’s violation of these Terms or applicable law;
- Customer’s failure to obtain required rights, permissions, consents, notices, or lawful bases for Customer Data;
- Customer’s communications, solicitations, targeting, segmentation, fundraising, campaign activities, donor outreach, voter outreach, or other actions based on Customer Data, Enriched Data, or Output;
- any allegation that Customer Data or Customer’s use of the Services infringes, misappropriates, or violates third-party rights;
- any data broker, privacy, consumer protection, election, campaign finance, anti-discrimination, or similar claim arising from Customer’s use of the Services; or
- any use of the Services by Customer or Authorized Users in violation of the Acceptable Use restrictions.
24. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES, LOST PROFITS, LOST REVENUE, LOST GOODWILL, LOSS OF DATA, DATA CORRUPTION, BUSINESS INTERRUPTION, COST OF SUBSTITUTE SERVICES, OR DAMAGES ARISING FROM THIRD-PARTY PROVIDERS, PUBLIC-SOURCE INFORMATION, CUSTOMER DATA, ENRICHED DATA, OUTPUTS, OR CUSTOMER’S USE OF OR RELIANCE ON THE SERVICES.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID BY CUSTOMER TO COMPANY FOR THE SERVICES GIVING RISE TO THE CLAIM IN THE SIX MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY. FOR BETA SERVICES PROVIDED AT NO CHARGE, COMPANY’S AGGREGATE LIABILITY WILL NOT EXCEED $100.
The limitations in this Section apply regardless of the theory of liability and even if a remedy fails of its essential purpose. Notwithstanding the foregoing, the limitations of liability in this Section do not apply to: (a) Customer’s indemnification obligations under Section 23; (b) either party’s fraud or willful misconduct; or (c) breach of the confidentiality obligations under Section 13.
25. Termination
Company may terminate or suspend Customer’s access to the Services as provided in these Terms or any applicable agreement. Customer may stop using the Services at any time, subject to payment and other obligations under any applicable agreement.
Upon termination, Customer’s right to access and use the Services will cease.
Sections intended by their nature to survive termination will survive, including Section 1 (Definitions), Section 4 (Customer Data), Section 5 (Customer-Directed Processing; Data Broker Guardrails), Section 13 (Confidentiality), Section 14 (Privacy; Data Processing), Section 15 (Customer Responsibility for Data Broker and Similar Laws), Section 16 (Data Retention, Export, and Deletion), Section 17 (Intellectual Property), Section 22 (Disclaimers), Section 23 (Indemnification by Customer), Section 24 (Limitation of Liability), Section 25 (Termination), Section 26 (Governing Law; Disputes), and Section 28 (Miscellaneous).
26. Governing Law; Disputes
These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles.
The parties consent to exclusive jurisdiction and venue in the state and federal courts located in Delaware, unless otherwise stated in an applicable written agreement.
27. Changes to Terms
Company may update these Terms from time to time. Updated Terms will be posted on Company’s website or otherwise made available. Changes will be effective as stated in the updated Terms. For material changes (including changes to data-use practices, indemnification obligations, liability limitations, or acceptable use restrictions), Company will provide at least thirty (30) days’ advance notice before the updated Terms become effective.
Continued use of the Services after changes become effective constitutes acceptance of the updated Terms.
28. Miscellaneous
Customer may not assign these Terms without Company’s prior written consent, except in connection with a merger, acquisition, corporate reorganization, or sale of substantially all assets. Company may assign these Terms without restriction.
These Terms, together with any applicable order form, beta agreement, subscription agreement, data processing addendum, or other written agreement, constitute the entire agreement between the parties regarding the Services. If any provision of these Terms is held invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect and the invalid provision will be modified to the minimum extent necessary to make it valid and enforceable. No waiver by either party of any breach or default will constitute a waiver of any other or subsequent breach or default. Neither party is liable for any delay or failure in performance to the extent caused by circumstances beyond its reasonable control, including acts of God, natural disasters, governmental action, labor disputes, or internet or infrastructure outages. The parties are independent contractors; nothing in these Terms creates a partnership, joint venture, agency, franchise, or employment relationship. These Terms are for the benefit of the parties only and do not create third-party beneficiary rights.