Terms of Service

Effective Date: January 31, 2026

These Terms of Service ("Agreement") are entered into by and between Customer, as defined below, and DealMachine Operations, Inc, a Wyoming Corporation ("Provider"). This Agreement governs Customer's use of Provider's Services. By engaging in such access or use of Provider's Services, Customer agrees to the terms of this Agreement. Customer represents that Customer has the authority to bind Customer and Permitted Users to this Agreement. If Customer does not have such authority, or if Customer does not understand or agree with the terms of this Agreement, Customer must not accept this Agreement and may not use the Services.

The following terms shall have the following meanings when capitalized and used herein:

• "Customer" means the Person accepting this Agreement, and all individuals acting on the Person's behalf including any employees, representatives, agents, or contractors.
• "Customer Data" shall mean all information or data, electronic or otherwise, provided or submitted by Customer or Permitted Users, to or for use in the Services. Customer Data shall not include Customer Statistics.
• "Customer Statistics" shall mean data and information related to Customer's and Permitted Users' use of the Services, used by Provider in an aggregated manner to compile statistical and performance information.
• "Effective Date" means the date that this Agreement is accepted by Customer.
• "Fees" shall mean those sums payable, according to each Order Form, by Customer to Provider for access to, and use of, the Services.
• "Malicious Code" shall mean any and all disabling or damaging devices, algorithms, routines, programs, or other similar data including viruses, worms, time bombs, Trojan horses, and other harmful code.
• "Order Form" shall mean the ordering webpage and associated documents for Customer's purchase or receipt of the Services. Each Order Form is a part of this Agreement.
• "Permitted Users" shall mean Customer and any individual authorized by Customer to use the Services pursuant to this Agreement, including employees, consultants, contractors, agents, and third parties with whom the Customer transacts business.
• "Personal Information" shall mean information that identifies, relates to, describes, is capable of being associated with, or could reasonably be linked with a particular natural person or household.
• "Provider IP" shall mean the Services, all specifications, documentation and intellectual property rights with respect to the Services, and any other information, data, or content provided by Provider in connection with the Services.
• "Services" includes Provider's website, software, newsletters, notifications, trials, data append, and other programs specified on an Order Form.
• "Term" shall have the meaning set forth in Section 10(a).
• "Third Party Applications" shall mean any online, Internet-based applications or offline software products provided by third parties that Customer has elected to use with or that Provider has elected to incorporate into the Services.

2(a). Customer Account

Customer understands and agrees that Customer is only permitted to have one account with Provider unless specifically authorized to have multiple accounts by Provider in writing. Any attempt to open multiple accounts without express written consent constitutes a material breach of the Agreement.

2(b). Provision of Access; Reservation of Rights

Subject to Customer's acceptance of and compliance with the terms herein and payment of any Fees, Provider grants Customer a limited, non-exclusive, non-transferrable, non-sublicensable, revocable right to access and use the Services during the Term solely for use by Permitted Users. Such right is limited to internal, lawful use only. All rights not expressly granted shall be retained by Provider.

2(c). Customer Internet Access

A high-speed Internet connection may be required for proper access to the Services. Customer shall be responsible for procuring and maintaining network connections, software, and equipment required to connect to the Services. Provider assumes no responsibility for networks, connections, or systems not owned or operated by Provider.

2(d). Permitted Users; Passwords

Provider shall permit Customer to authorize access to the Services and assign unique passwords to up to the number of Permitted Users purchased. Logins shall not be shared or used by more than one Permitted User. Customer shall use commercially reasonable efforts to prevent unauthorized access and shall promptly notify Provider of any unauthorized use.

2(e). Restrictions on Use

Customer shall not access or use the Services for any purpose other than as expressly contemplated by this Agreement. Customer shall not, directly or indirectly: (i) copy, modify, or create derivative works; (ii) rent, lease, sell, or sublicense the Services; (iii) reverse engineer or decompile the Services; (iv) remove proprietary notices; (v) upload Malicious Code or infringing material; (vi) use the Services to violate privacy, IP rights, or law; or (vii) build competitive services.

2(f). Suspension or Termination of Services

Provider may suspend or terminate Customer's access at any time if: Provider receives a judicial order or regulatory directive; Provider believes Customer has violated terms, engaged in fraud, or used the Services beyond scope; or Customer has ceased business, entered bankruptcy, or missed payment.

2(g). Customer Responsibilities

Customer is responsible for all activities in Customer's account(s). Customer shall ensure accuracy and legality of Customer Data, obtain all required consents, prevent unauthorized access, comply with all applicable laws (including direct mail rules, TCPA, DNC restrictions, CAN-SPAM, CCPA, and other privacy regulations), and not use the Services while driving.

2(h). Customer Statistics

Provider shall have the right to monitor Customer's use and collect Customer Statistics. Provider retains all rights to Customer Statistics and may use them to improve Services, develop new products, and for other internal business purposes.

2(i). Privacy Policy

Provider's collection and use of Personal Information is described in our Privacy Policy, which is incorporated into this Agreement. To the extent any information in the Privacy Policy conflicts with this Agreement, this Agreement will control.

2(j). Expiration of Marketing Credits

Marketing Credits are a virtual currency that may be purchased or granted to Customer. Unused Marketing Credits expire at midnight of the one-year anniversary of the date they were first awarded. No refunds or restorations will be made for expired credits.

3(a). Fees

Customer shall pay all Fees specified on the applicable Order Form. Payment obligations are non-cancelable; Fees paid (including for Marketing Credits) are non-refundable; and Services purchased cannot be decreased during the Term. Provider may increase Fees with thirty (30) days' written notice.

3(b). Payment

Customer shall pay Fees at intervals indicated in the Order Form. All recurring Fees shall be paid by automatic credit card or ACH transfer.

3(c). Taxes

Fees do not include Taxes unless otherwise stated. Customer is responsible for all applicable Taxes, excluding taxes based on Provider's net income or property.

4(a). Definition of Confidential Information

"Confidential Information" means all confidential and proprietary information disclosed by a Party that is designated as confidential at disclosure, marked as "Confidential" or "Proprietary," or that reasonably should be understood to be confidential. Exceptions include information that is publicly known, previously known to the Receiving Party, independently developed, received from a third party, or constitutes Customer Statistics.

4(b). Confidentiality Obligations

The Receiving Party shall not disclose or use Confidential Information outside the scope of this Agreement without prior written consent. Disclosure to employees and contractors who need to know is permitted provided they are bound by similar terms. The Receiving Party shall use at least a reasonable degree of care to protect Confidential Information.

4(c). Compelled Disclosure

If compelled by law to disclose, the Receiving Party shall provide prior notice (to the extent legally permitted) and reasonable assistance if the Disclosing Party wishes to contest disclosure.

4(d). Remedies & Survival

The Disclosing Party may seek injunctive relief for breaches. Confidentiality obligations survive for two (2) years after termination, or longer for trade secrets.

5(a). Provider IP

Customer acknowledges that Provider retains all right, title, and interest in and to the Services and Provider IP, including all intellectual property rights.

5(b). Customer Data

Customer retains all rights to Customer Data. Customer grants Provider a non-exclusive, royalty-free, worldwide, perpetual license to use, copy, reproduce, display, and distribute Customer Data in connection with the Services and to prepare derivative works. Provider may not sell or publicly distribute Customer Data (except Customer Statistics).

5(c). Feedback

Any feedback, suggestions, or recommendations provided by Customer regarding the Services is assigned to Provider. Provider may use Feedback without any obligation to Customer.

Provider or third parties may offer Third Party Applications in connection with the Services. Use of such applications may be subject to separate terms and conditions.

Provider does not warrant Third Party Applications. Customer agrees that Provider may allow third parties to access Customer Data as required for interoperation. The availability of Third Party Applications is subject to Provider's agreements with third party providers.

7(a). Mutual Warranties

Each Party represents and warrants that it has the legal power to enter into this Agreement and that the signatory has authority to bind the applicable Party.

7(b). Disclaimer

8(a). By Provider

Provider shall defend, indemnify, and hold Customer harmless against Claims alleging that Customer's use of the Services within scope infringes third-party intellectual property rights, with standard exceptions for combination use, unauthorized modifications, and continued use after notification.

8(b). By Customer

Customer shall defend, indemnify, and hold Provider harmless against Claims arising from: (i) Customer's non-compliant use; (ii) Customer Data infringement; (iii) Customer's negligence or willful misconduct; or (iv) violations of applicable laws including TCPA, TSR, or state telemarketing laws.

8(c). Procedure & Waiver

The Party seeking indemnification must promptly notify the indemnifying Party and provide reasonable assistance. The indemnifying Party may assume defense and direct the course of proceedings. The foregoing represents the sole indemnification protections; the Parties waive all common law indemnification rights.

9(a). General Limitation

9(b). Exclusion of Consequential Damages

9(c). Time to File Claim

10(a). Term

The initial term begins on the Effective Date and continues for the period indicated in the Order Form. Thereafter, the Agreement automatically renews for successive periods equal in duration until terminated.

10(b). Termination Without Cause

Either Party may terminate for any reason with thirty (30) days' notice. Customer remains obligated to pay accrued Fees. Provider has no obligation to refund prepaid Fees upon early termination by Customer.

10(c). Termination With Cause

A Party may terminate for cause: (i) upon thirty (30) days' notice of uncured material breach; (ii) immediately upon bankruptcy or insolvency proceedings not dismissed within sixty (60) days; or (iii) by Provider if Customer has violated applicable legal requirements.

10(d). Customer Data & Survival

Following termination, Provider may convert Customer's account to inactive status or delete it and has no obligation to save Customer Data. Sections 1 and 3–11 survive termination.

11(a). Relationship of the Parties

This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship. The Parties are independent contractors.

11(b). No Third-Party Beneficiaries

There are no third-party beneficiaries to this Agreement.

11(c). Notices

All notices shall be in writing. Notices to Provider: DealMachine Operations Inc, Attn: David Lecko, 801 Shelby Street STE 208, Indianapolis, Indiana 46203, david@dealmachine.com.

11(d). No Legal, Financial, or Tax Advice

No financial, legal, or tax advice is given, or shall be deemed to have been given, by Provider or by the Services.

11(e). Waiver and Cumulative Remedies

No failure or delay in exercising any right shall constitute a waiver. Remedies provided herein are in addition to any other remedies at law or in equity.

11(f). Severability

Any unenforceable provision shall be ineffective only to the extent of such unenforceability without invalidating the remaining provisions.

11(g). Assignment

Neither Party may assign without prior written consent, except in connection with a merger, acquisition, corporate reorganization, or sale of substantially all assets.

11(h). Governing Law; Binding Arbitration

This Agreement is governed by the laws of the State of Texas. Disputes shall be settled by arbitration in Austin, Texas, pursuant to the Commercial Arbitration Rules of the American Arbitration Association. Customer waives any right to participate in class or representative actions, except where prohibited by law.

11(i). Force Majeure

Except for payment obligations, a Party's obligations are suspended during force majeure events, including acts of God, strikes, war, epidemics, utility failures, and other causes beyond reasonable control.

11(j). Entire Agreement

This Agreement constitutes the entire agreement between the Parties and supersedes all prior agreements. No modification shall be effective unless in writing and signed by the applicable Party.

11(k). Precedence, Acceptance & Changes

This Agreement takes precedence over conflicting external agreements. Customer accepts by clicking acceptance, performing assent, or executing an Order Form. Provider may modify this Agreement at any time; continued use constitutes consent to changes.