Beacon — Terms of Service
Last updated: June 17, 2026 Effective date: June 17, 2026
These Terms of Service ("Terms") are a binding agreement between [LEGAL ENTITY NAME] ("Beacon," "we," "us," or "our") and the person or organization that registers for or uses the Beacon service ("you," "Customer," or "your"). They govern your access to and use of the Beacon web application at warmbeacon.com, its application programming interfaces ("APIs"), and all related software, features, integrations, and services (together, the "Service").
Please read these Terms carefully. Sections 9 (Acceptable Use), 13 (AI-Generated Content — No Warranty of Accuracy or Results), 16 (Warranty Disclaimer), 17 (Limitation of Liability), 18 (Indemnification), and 23 (Governing Law and Dispute Resolution, including any arbitration, class-action, and jury-trial waivers) limit our liability, waive certain rights, and allocate important risks and responsibilities to you. By creating an account, generating or using an API key, clicking "I agree," or otherwise accessing or using the Service, you agree to these Terms. If you do not agree, do not use the Service.
If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and "you" refers to that entity.
1. The Service in Plain Terms
Beacon is an AI-native B2B outbound sales tool. You upload information about your product and your own lists of prospects and contacts. Beacon uses artificial intelligence — including Anthropic's Claude models and live web search — to research each prospect and to draft personalized outbound messages for you. You then review those drafts and send email through your own email/SMTP provider. Beacon tracks opens, clicks, and replies so you can measure your outreach, and provides diagnostic tools (such as deliverability and domain checks) for your reference.
Beacon is a tool that helps you do outbound. Beacon does not send messages on its own behalf, does not provide a contact database, does not source or supply prospect data, does not decide who you should contact, and is not your sales agent or your legal, compliance, deliverability, or marketing advisor. Any diagnostic, deliverability, or compliance-related tool we provide is informational only and does not assure any result or constitute advice. You are the sender of every message and you remain in control of, and responsible for, your outreach (see Sections 9 and 13).
2. Acceptance and Eligibility
To use the Service you must:
- be at least 18 years old (or the age of majority in your jurisdiction);
- have the legal capacity and authority to enter into these Terms; and
- not be barred from using the Service under the laws of any applicable jurisdiction, and not be located in, organized under the laws of, or a resident of, a country or region subject to comprehensive sanctions, and not be on any government restricted-party, sanctioned-party, or denied-persons list.
The Service is intended for business and professional use only. It is not directed to consumers and is not intended for personal, family, or household purposes.
3. Accounts and Security
To use the Service you must create an account and may create or be invited into a shared workspace. You agree to provide accurate, current, and complete information and to keep it up to date.
You are responsible for:
- maintaining the confidentiality of your login credentials and any API keys issued to your workspace;
- all activity that occurs under your account, workspace, or API keys, whether or not authorized by you; and
- ensuring that everyone you invite or grant a seat to (your "Authorized Users") complies with these Terms. You are responsible for your Authorized Users' acts and omissions as if they were your own.
Notify us promptly at [SECURITY/CONTACT EMAIL] if you suspect any unauthorized access to or use of your account, workspace, or API keys. We are not liable for any loss arising from unauthorized use of your account that results from your failure to safeguard your credentials or keys.
4. Plans, Seats, and Quotas
The Service is offered on tiered subscription plans. The plans, prices, included quotas, seat ranges, and overage terms in effect for you are those published at warmbeacon.com, presented in the Service at checkout, or set out in your order form, at the time you subscribe or renew. The amounts below are illustrative as of the date of these Terms and do not override the current published terms.
- Solo — approximately $59 per month, including up to 300 researched contacts per month.
- Team — approximately $99 per seat per month (intended for teams of roughly 2 to 15 reps), including up to 1,000 researched contacts per seat per month, pooled across the workspace.
- Scale — custom pricing and quota, as set out in a separate order form or written agreement.
We may also offer other or promotional plans (for example, a discounted founding-customer plan), each on the terms published or stated for that plan at the time you subscribe.
A free trial (currently up to 14 days and up to 100 researched contacts) may be offered to new workspaces. Trials are described in Section 6.
The metered unit is the "researched contact." A researched contact is counted each time the Service completes AI research on a contact. Each completed research run is metered, including when you re-research a contact you previously researched (for example, to refresh stale information). Drafting messages, sending messages, scheduling, calls, tracking, imports, and API calls are not metered — only completed research counts against your quota. Quotas are measured per billing period, reset at the start of each billing period, and do not roll over. For Team and similar per-seat plans, your workspace quota is your per-seat allowance multiplied by the number of seats on your workspace and is pooled across the workspace.
We may change plan names, prices, feature sets, included quotas, seat ranges, and overage terms. Changes to recurring prices are handled under Section 5.5, and changes to included quotas or core functionality of a plan you pay for are handled under Section 7.
Overage. If you reach your researched-contacts quota for a billing period, the Service may stop performing further research until your next billing period or — where we make overage available — allow you to continue at the published per-contact overage rate or by upgrading your plan. Any overage charges accrue during the period and are billed on your next invoice. We will make the overage option and rate (if any) available in the Service or your order form before overage is charged. If we do not make overage available to you, research simply pauses until your quota resets.
5. Billing, Auto-Renewal, Taxes, and Refunds
5.1 Payment processor. Subscriptions are billed through our payment processor, Stripe. By subscribing, you authorize us and Stripe to charge your payment method for all fees due, including recurring fees, applicable taxes, and any overage. You are responsible for providing a valid, up-to-date payment method, and you authorize us to update it using card-updater services where available.
5.2 Fees and billing cycle. You agree to pay all fees for your plan at the prices in effect when each charge is incurred. Unless your order form says otherwise, subscriptions are billed in advance on a recurring monthly basis (or other interval you select), plus any overage from the prior period (Section 4). All fees are stated and payable in U.S. dollars unless your order form states otherwise.
5.3 Auto-renewal. Your subscription renews automatically at the end of each billing period for another period of the same length, and your payment method is charged the then-current fee, until you cancel. You can cancel auto-renewal at any time from your account settings or by contacting us; cancellation takes effect at the end of the current billing period (see Section 19).
5.4 Taxes. Fees are exclusive of taxes. You are responsible for all sales, use, VAT, GST, and similar taxes and duties associated with your subscription, except for taxes based on our net income. If we are required to collect such taxes, they will be added to your invoice. If you are exempt, you must provide a valid exemption certificate before billing.
5.5 Price changes. We may change our fees. For an increase to your recurring subscription price, we will give you at least 30 days' notice by email or in-app before it takes effect on your next renewal. If you do not agree to a price increase, your remedy is to cancel before it takes effect; continuing to use the Service on or after the renewal on which the new price applies means you accept the new price.
5.6 Failed payments and past due. If a charge fails, we may retry it. Your access may continue for a short grace period while a past-due payment is retried, after which we may suspend or downgrade your account under Section 20. You remain responsible for amounts owed. Overdue amounts may accrue interest at the lower of 1.5% per month or the maximum rate permitted by law, and you will reimburse our reasonable costs of collection.
5.7 Refunds. Except where required by applicable law, all fees are non-refundable, and we do not provide refunds or credits for partial billing periods, unused quota, downgrades, or periods of suspension caused by your breach. Canceling stops future renewals; it does not refund the current period. We may, at our sole discretion, offer a refund or credit in a particular case, but doing so does not obligate us to do so in any other case. The only exceptions are the limited pro-rata refunds expressly provided in Section 7 (material adverse change) and Section 20 (termination for convenience by us).
6. Free Trials
If we offer you a free trial, the Service is provided during the trial "as is" and without any warranty, and any researched-contact and feature limits for the trial apply. We may modify, condition, or discontinue a trial at any time, and we may limit trials to one per organization. Unless you cancel before the trial ends, your trial may convert into a paid subscription that auto-renews under Section 5, and your payment method (if provided) will be charged at the then-current rate. Trial quotas and features may differ from paid plans.
7. Changes to the Service
We are continually improving the Service. We may add, change, suspend, or remove features, models, integrations, and technical limits at any time. We will use commercially reasonable efforts to avoid material reductions in the core functionality of a plan you are currently paying for. If we make a change that materially and adversely reduces the core functionality of your paid plan and we do not cure it within 30 days after you notify us, you may terminate the affected plan as your sole remedy, and we will refund any prepaid, unused fees for the terminated period on a pro-rata basis. This is the only refund right for Service changes, and it overrides the general non-refund rule in Section 5.7.
8. Changes to These Terms
We may update these Terms from time to time. If we make a material change, we will give you reasonable advance notice by email or in-app before it takes effect. Changes become effective on the date stated in the notice. Your continued use of the Service after the effective date means you accept the updated Terms. If you do not agree, you must stop using the Service and may cancel; non-material changes (such as clarifications) are effective when posted. The "Last updated" date at the top reflects the current version.
9. Acceptable Use — You Are the Sender and You Are Responsible for Compliance
This Section is fundamental to these Terms. Beacon is a tool you use to conduct your own outbound. You — not Beacon — are the sender of every message, the data controller for the prospect data you upload, and the party responsible for the lawfulness of your outreach. We provide tools to help you comply; we do not assume your compliance obligations.
9.1 You are solely responsible for anti-spam and outreach compliance. You are solely responsible for complying with all laws, rules, regulations, and industry and provider standards that apply to your outreach, including without limitation the U.S. CAN-SPAM Act, Canada's Anti-Spam Legislation (CASL), the EU ePrivacy rules and GDPR, the UK GDPR and PECR, the TCPA (for any calls or texts), U.S. state privacy laws (such as the CCPA/CPRA and equivalents), and any other equivalent or successor laws in any jurisdiction where you or your recipients are located. This includes, at minimum:
- having a lawful basis and any required consent to contact each prospect for the purpose for which you contact them, and being able to demonstrate it;
- accurate "from," "to," and routing information and non-deceptive subject lines;
- a clear and conspicuous opt-out / unsubscribe mechanism and honoring opt-outs promptly;
- including a valid physical postal address where required; and
- identifying your message as an advertisement or solicitation where required.
9.2 Suppression and opt-outs. You are responsible for building, maintaining, and honoring your own suppression and do-not-contact lists, and for not contacting anyone who has opted out, asked not to be contacted, or whom you are otherwise not permitted to contact. The Service provides tools (such as suppression lists and automated unsubscribe/opt-out handling, including one-click unsubscribe) to help you, but configuring and using those tools correctly, and ultimate compliance, are your responsibility. You are responsible for promptly importing and honoring opt-outs received outside the Service.
9.3 Lawful data. You represent and warrant that you have the right to upload, use, and process every piece of prospect, contact, and product data you put into the Service, and that you obtained it lawfully and in compliance with the terms of any source. You will not upload, and will not use the Service to send to, data that was scraped, harvested, purchased, rented, or otherwise obtained in violation of any law, contract, website or platform terms, or third party's rights. You will not upload personal data of minors, or special-category, sensitive, or regulated data (such as health, financial-account, biometric, or government-identifier data), unless you have a lawful basis and any required consent and notice to do so.
9.4 No prohibited use. You will not, and will not permit anyone to, use the Service to:
- send spam, unlawful bulk or unsolicited messaging, phishing, fraud, scams, malware, or deceptive, harassing, or abusive communications;
- contact recipients you are not legally permitted to contact, or ignore opt-outs;
- promote or facilitate anything illegal, or send messages relating to illegal goods or services, hate, harassment, violence, self-harm, or sexually exploitative content;
- impersonate any person or entity or misrepresent your identity, affiliation, or the origin of a message;
- violate the acceptable-use, sending, or anti-spam policies of your email/SMTP provider, Anthropic, or any other third party in the delivery or processing chain;
- infringe or misappropriate any intellectual property, privacy, publicity, or other right of any third party;
- input into the Service, or use Output in any manner, that violates Anthropic's usage policies or applicable AI-use restrictions;
- reverse engineer, decompile, scrape, or attempt to access the Service's source code or underlying models, or use the Service or its Output to train, develop, or improve any competing AI model or product, except to the extent that restriction is prohibited by law;
- probe, scan, or test the vulnerability of, or breach the security of, the Service, or circumvent quotas, rate limits, metering, authentication, or usage controls;
- resell, sublicense, rent, or provide the Service to third parties as a service bureau or on a managed-service basis, except as expressly permitted by your plan; or
- overload or interfere with the Service or use it in any way that could damage, disable, or impair it or any other customer's use of it.
9.5 Volume and deliverability hygiene. You are responsible for your own sending reputation, domain/DNS configuration (e.g., SPF, DKIM, DMARC), warm-up, list quality, and sending volume. We may impose sending caps, rate limits, and quotas, and may require you to reduce volume to protect the Service and other customers. Deliverability tools we provide are diagnostic and informational only.
9.6 Enforcement. We may, but are not obligated to, investigate suspected violations of this Section, and we may remove content, throttle, suspend, or terminate access under Section 20. We are not obligated to monitor your use, and we are not responsible for your outreach or for ensuring your compliance.
10. Customer Data and Ownership
10.1 Your data. "Customer Data" means all data you or your Authorized Users upload to or generate in the Service, including product information, prospect and contact lists, messages and drafts, notes, and engagement data. As between you and Beacon, you own your Customer Data. We do not sell your Customer Data, and we do not use it to train AI models for others.
10.2 License to us. You grant us a worldwide, non-exclusive, royalty-free license to host, copy, store, process, transmit, display, and otherwise use Customer Data solely to provide, secure, maintain, support, and improve the Service for you and to comply with law, including by sending it to our subprocessors (Section 14) such as Anthropic for AI processing. We may also create and use de-identified and aggregated data derived from use of the Service (data that does not identify, and cannot reasonably be used to identify, you, any individual, or any prospect) for analytics, benchmarking, security, and improving the Service. Our rights in de-identified and aggregated data survive termination.
10.3 Data roles (controller / processor). The parties acknowledge:
- For prospect and contact data you upload and the outreach you conduct, you are the data controller (or business/equivalent) — you decide who is contacted, the purposes, and the lawful basis — and Beacon is your processor (or service provider/equivalent), acting only on your instructions to provide the Service. These Terms, your order form, your Service configuration, and your use of the Service constitute your complete and documented instructions for our processing of that data. As a service provider under U.S. state privacy laws, we will not sell or share that data, will not retain, use, or disclose it except to provide the Service or as permitted by law, and will not combine it with data from other sources except as permitted.
- For your own account, billing, workspace, and usage data (e.g., your user identities, subscription, and metering information), Beacon is the controller.
Our processing of personal data is described in our Privacy Policy and governed by our Data Processing Addendum ("DPA"), which is incorporated into these Terms by reference (Section 22). To the extent the DPA conflicts with these Terms regarding personal data processing, the DPA controls.
10.4 Your responsibilities for the data. You are responsible for the accuracy, quality, legality, and provenance of your Customer Data and for having all rights, consents, notices, and lawful bases needed for us and our subprocessors to process it as contemplated by the Service (see Section 9). You will provide all privacy notices to, and obtain all consents from, your prospects and contacts that the law requires.
10.5 Backups and deletion. We maintain reasonable backups but you are responsible for keeping your own copies of important data. The Service provides self-serve data export and account/workspace deletion, which is an irreversible hard delete. On deletion or termination, we will delete or return Customer Data as described in Section 21 and the DPA, subject to legal retention requirements and routine backup cycles.
11. Intellectual Property and License to You
11.1 Our IP. The Service, including its software, model integrations, design, documentation, "Beacon" and related names and marks, and all related intellectual property, is and remains owned by us and our licensors. Except for the limited rights expressly granted here, no rights are granted to you, and we reserve all rights not expressly granted.
11.2 License to you. Subject to these Terms and your payment of fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your internal business purposes during your subscription term.
11.3 Output. Subject to your compliance with these Terms, and as between you and Beacon, we assign to you (or grant you all rights we hold in) the research summaries and drafted message copy generated for you through the Service (the "Output"). Output is subject to the disclaimers in Section 13. Because AI systems can generate the same or similar text for different customers, we make no representation that Output is unique to you or that you have exclusive rights in it, and you are responsible for ensuring your use of Output does not infringe any third party's rights. Your rights in Output are also subject to any rights or restrictions of the underlying model provider.
11.4 Feedback. If you give us suggestions or feedback, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use it without restriction or obligation to you.
12. Third-Party Services
The Service relies on and integrates with third-party services, including Anthropic (AI research and drafting, including web search), your own email/SMTP provider and any data, enrichment, or other providers you connect, Supabase (database hosting), Vercel (application hosting), and Stripe (payments).
You acknowledge:
- Your email/SMTP provider is yours. You configure it, you are subject to its terms and sending/anti-spam policies, and actual delivery, inbox placement, and deliverability are controlled by your provider and the receiving mail systems — not by Beacon. We do not guarantee that any message will be delivered, will reach an inbox, or will avoid a spam folder (see Section 13).
- Data and enrichment providers you connect are your relationships; you are responsible for their terms and for the lawfulness of data obtained through them.
- Third-party services are governed by their own terms and privacy policies, and we are not responsible for their acts, omissions, availability, accuracy, security, or content. Your use of a third-party integration is at your own risk.
If a third-party service changes, suspends, deprecates, or terminates its offering, or changes its terms, the related Service features may change or stop, and that is not a breach of these Terms by us.
13. AI-Generated Content — No Warranty of Accuracy or Results
This Section is critical. Read it carefully.
The Service uses artificial intelligence (including Anthropic's Claude models and live web search) to research prospects and draft message copy. AI-generated research and drafts are provided as a starting point only and may be inaccurate, incomplete, outdated, biased, or entirely fabricated ("hallucinated"). AI can state false facts about a company or person with apparent confidence, rely on stale or wrong web sources, or produce copy that is non-compliant, off-brand, or inappropriate for a given recipient.
Accordingly:
- You must independently review, fact-check, and edit all AI-generated research and drafts before relying on or sending them. Nothing is sent to a recipient without your action; you are the final reviewer and the sender.
- Output is not advice. It is not legal, compliance, deliverability, financial, investment, tax, or other professional advice, and must not be treated as such.
- We make no guarantee of results. We do not warrant any level of accuracy, deliverability, inbox placement, open rate, reply rate, meetings, pipeline, or revenue. Outbound results depend on many factors outside our control, including your product, list quality, sending infrastructure, recipient behavior, and the receiving mail systems.
- You are responsible for everything you send. Once you send a message, you are responsible for its content, accuracy, and compliance, regardless of how it was drafted (see Sections 9 and 18).
To the maximum extent permitted by law, we disclaim all liability for your reliance on AI-generated Output and for any consequences of messages you send.
14. Subprocessors
We use third-party subprocessors to provide the Service, currently including Anthropic (AI processing of prospect and product data), Supabase (database hosting), Vercel (application hosting), and Stripe (payments), together with the email/SMTP and data providers you connect. Our current subprocessors and our process for notifying you of changes and providing an opportunity to object are described in our Privacy Policy and DPA. By using the Service you authorize our use of these subprocessors. We remain responsible for our subprocessors' performance of the data-protection obligations we impose on them, as set out in the DPA.
15. Confidentiality
"Confidential Information" means non-public information one party ("Discloser") shares with the other ("Recipient") that is marked or reasonably understood to be confidential, including the non-public features, security measures, and pricing of the Service and your non-public Customer Data. The Recipient will use Confidential Information only to perform under these Terms, will protect it with at least reasonable care, and will not disclose it except to its personnel and contractors who need it and are bound by confidentiality obligations at least as protective as these. Confidential Information does not include information that is or becomes public through no fault of the Recipient, was lawfully known before disclosure, is independently developed without use of the Confidential Information, or is rightfully obtained from a third party. The Recipient may disclose Confidential Information if required by law or legal process, giving prior notice where lawful and reasonably cooperating with efforts to limit the disclosure. This Section does not limit our processing of personal data under the Privacy Policy and DPA.
16. Warranty Disclaimer
THE SERVICE, INCLUDING ALL AI-GENERATED OUTPUT, IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS; THAT ANY DATA OR OUTPUT WILL BE ACCURATE, COMPLETE, CURRENT, OR RELIABLE; THAT ANY MESSAGE WILL BE DELIVERED OR REACH AN INBOX; OR THAT THE SERVICE WILL PRODUCE ANY PARTICULAR BUSINESS RESULT. ANY MATERIAL OR OUTPUT OBTAINED THROUGH THE SERVICE IS USED AT YOUR OWN RISK.
Some jurisdictions do not allow the exclusion of certain warranties, so some of the above may not apply to you.
17. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
17.1 No indirect damages. NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
17.2 Liability cap. OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES YOU PAID TO US FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).
17.3 Outreach excluded. WITHOUT LIMITING THE FOREGOING, WE HAVE NO LIABILITY FOR ANY CLAIM ARISING FROM YOUR OUTREACH, YOUR CUSTOMER DATA, YOUR USE OF AI-GENERATED OUTPUT, YOUR EMAIL/SMTP OR DATA PROVIDERS, OR YOUR COMPLIANCE OR NON-COMPLIANCE WITH ANY LAW (INCLUDING ANTI-SPAM, PRIVACY, AND DATA-PROTECTION LAW).
17.4 Basis of the bargain. THESE LIMITATIONS ARE A FUNDAMENTAL BASIS OF THE BARGAIN, APPLY REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE), AND APPLY EVEN IF A REMEDY FAILS ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU; IN THAT CASE OUR LIABILITY IS LIMITED TO THE SMALLEST AMOUNT PERMITTED BY LAW. NOTHING IN THESE TERMS LIMITS LIABILITY THAT CANNOT BE LIMITED BY LAW (SUCH AS, WHERE APPLICABLE, LIABILITY FOR FRAUD, GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE).
18. Indemnification
You will defend, indemnify, and hold harmless Beacon and its officers, directors, employees, and agents from and against any third-party claims, demands, investigations, losses, liabilities, damages, fines, penalties, costs, and expenses (including reasonable legal fees) arising out of or relating to:
- your outreach, including any message you send and its content, timing, frequency, and recipients;
- your Customer Data, including how you obtained it and your right to use it;
- your violation of any law or third-party right, including anti-spam laws (CAN-SPAM, CASL, and equivalents), the TCPA, privacy and data-protection laws (including GDPR and U.S. state privacy laws), intellectual property or publicity rights, or the terms of any third party in your delivery or processing chain;
- your breach of these Terms (including Section 9) or your Authorized Users' acts or omissions; or
- your use of AI-generated Output, including any inaccuracy you failed to catch before sending.
We will promptly notify you of the claim (provided that our failure to do so does not relieve you except to the extent you are prejudiced), give you sole control of the defense (provided any settlement that imposes any obligation, payment, or admission on us, or that does not fully release us, requires our prior written consent), and reasonably cooperate at your expense. We may participate in the defense with our own counsel at our own cost.
19. Term and Cancellation
These Terms apply from when you first accept them and continue until your account or workspace is terminated. You may cancel your subscription at any time from your account settings or by contacting us; cancellation stops future auto-renewal and takes effect at the end of your current billing period. You retain access through the end of the paid period, and no refund is owed for the remainder of that period (Section 5.7). You may delete your account/workspace using the self-serve deletion feature, which is irreversible, subject to Section 21.
20. Suspension and Termination by Us
We may suspend or terminate your access to the Service, in whole or in part, with or without notice, if:
- you breach these Terms (including Section 9), or we reasonably believe your use creates legal risk, security risk, or harm to us, the Service, or others;
- your payment is past due after any grace period (Section 5.6);
- we are required to do so by law, legal process, or by a third party in our delivery or processing chain (e.g., Anthropic, our hosting providers, or your email provider); or
- you use the Service to send spam or otherwise abuse it.
Where practical and lawful, we will give you notice and an opportunity to cure. For serious violations (such as unlawful outreach, security threats, sanctions issues, or non-payment), we may suspend or terminate immediately. Suspension or termination for your breach does not entitle you to any refund. We may also terminate any plan for convenience on 30 days' notice, in which case we will refund any prepaid, unused fees for the terminated period on a pro-rata basis.
21. Effect of Termination
On termination or cancellation: (a) your license to use the Service and any API keys ends; (b) you should export your Customer Data beforehand using the export feature, as access may be cut off after termination; and (c) we will delete or de-identify your Customer Data within a commercially reasonable period, except as needed to comply with law, resolve disputes, or enforce these Terms, and subject to routine backup cycles and the DPA. Accrued payment obligations survive. Any provisions that by their nature should survive — including Sections 1, 5 (as to amounts owed), 5.7, 9, 10, 11, 13, 15, 16, 17, 18, 21, 22, 23, and 24 — survive termination.
22. Privacy Policy and DPA
Our Privacy Policy at /privacy explains how we collect and use personal data and is incorporated into these Terms by reference. Where we process personal data on your behalf as your processor or service provider (Section 10.3), that processing is governed by our Data Processing Addendum (DPA) at /dpa, which is also incorporated by reference and which you accept by using the Service. If you require a separately signed DPA, contact us at [CONTACT EMAIL].
23. Governing Law and Dispute Resolution
23.1 Governing law. These Terms are governed by the laws of [GOVERNING LAW: State/Country], without regard to its conflict-of-laws rules, and excluding the U.N. Convention on Contracts for the International Sale of Goods.
23.2 Informal resolution. Before filing any claim, the parties agree to try in good faith to resolve the dispute informally by contacting [CONTACT EMAIL]; if not resolved within 30 days, either party may proceed under this Section.
23.3 Venue. Subject to Section 23.4, the parties consent to the exclusive jurisdiction and venue of the courts located in [VENUE: County/City, State/Country] for any dispute arising out of or relating to these Terms, and waive any objection to that forum.
23.4 [OPTIONAL — Arbitration / class-action waiver.] [If you want binding arbitration and a class-action waiver — common for U.S. SaaS — insert your arbitration clause here (arbitration provider and rules, seat/venue, individual-basis-only / no class or representative actions, fee allocation, any small-claims and opt-out carve-outs, and a carve-out allowing either party to seek injunctive relief for IP or confidentiality breaches in court). This must be drafted and reviewed by counsel for your chosen jurisdiction; consumer and jurisdiction-specific rules vary. If you do not want arbitration, delete this subsection and rely on 23.3.]
23.5 Jury-trial waiver. TO THE EXTENT PERMITTED BY LAW, AND EXCEPT WHERE A DISPUTE IS SUBJECT TO BINDING ARBITRATION UNDER SECTION 23.4, EACH PARTY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE.
23.6 Time limit. To the extent permitted by law, any claim must be brought within one (1) year after it arises, or it is permanently barred.
24. General
24.1 Entire agreement. These Terms, together with the Privacy Policy, the DPA, and any order form, are the entire agreement between you and us regarding the Service and supersede all prior or contemporaneous agreements and understandings on the subject. In the event of a conflict, the order of precedence is: (1) a signed order form or master agreement between you and us, (2) the DPA (for personal-data processing), (3) these Terms, and (4) the Privacy Policy.
24.2 Assignment. You may not assign or transfer these Terms, in whole or in part, without our prior written consent. We may assign them in connection with a merger, acquisition, financing, reorganization, or sale of assets. Any prohibited assignment is void. Subject to this Section, these Terms bind and benefit the parties' permitted successors and assigns.
24.3 Severability and waiver. If any provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the rest remains in full effect. Our failure to enforce any provision is not a waiver, and any waiver must be in writing.
24.4 Force majeure. Neither party is liable for any delay or failure (other than payment obligations) due to causes beyond its reasonable control, including outages of third-party services, internet, AI providers, or hosting providers, denial-of-service attacks, acts of God, or governmental action.
24.5 Independent contractors. The parties are independent contractors. Nothing here creates a partnership, agency, employment, or joint venture. We are not your agent and do not act on your behalf in sourcing data, sending messages, or contacting prospects.
24.6 Export and sanctions. You will comply with all applicable export-control and sanctions laws and will not use, export, or re-export the Service, or permit its use, in violation of them, or by any restricted, sanctioned, or denied party.
24.7 No reliance; no third-party beneficiaries. Except for the indemnified parties named in Section 18, there are no third-party beneficiaries to these Terms.
24.8 Notices. We may give notice by email to your account address or by in-app notice; such notice is effective when sent. Legal notices to us must be sent to [NOTICE ADDRESS] and [LEGAL/CONTACT EMAIL] and are effective on receipt.
24.9 Updates to these Terms. Material changes are handled under Section 8.
25. Contact
[LEGAL ENTITY NAME] [NOTICE / MAILING ADDRESS] Email: [CONTACT EMAIL] Website: warmbeacon.com
These Terms are a template and do not constitute legal advice. Have qualified counsel review and adapt them — particularly Sections 23 (governing law / arbitration / jury waiver), 17 (liability cap), 10.3 and 22 (data roles, DPA, and U.S. state privacy / GDPR), and the placeholders — for your legal entity and jurisdiction before publishing.