Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and AllocatorBase, Inc. ("Company," "we," "us," or "our"). By accessing, browsing, or using the AllocatorBase website, platform, and services (collectively, the "Services"), you agree to be bound by these Terms. If you do not agree to these Terms, you may not use the Services. We reserve the right to modify these Terms at any time. Changes will be effective immediately upon posting to the website. Your continued use of the Services after any changes constitutes your acceptance of the new Terms.

2. Use License

We grant you a limited, non-exclusive, non-transferable, and revocable license to access and use the Services for lawful purposes only. You agree not to:

• Reproduce, duplicate, copy, or resell any portion of the Services without express written permission
• Attempt to gain unauthorized access to the Services or related systems
• Transmit any viruses, malware, or harmful code
• Engage in any form of harassment, abuse, or threatening behavior
• Use the Services for any illegal or unauthorized purpose
• Reverse engineer, decompile, or attempt to derive the source code of the Services
• Scrape, crawl, or automatically extract data from the Services without authorization
• Interfere with or disrupt the integrity or performance of the Services

3. User Responsibilities

You are responsible for:

• Maintaining the confidentiality of your account credentials
• All activities that occur under your account
• Notifying us immediately of any unauthorized access or use of your account
• Ensuring that all information you provide is accurate, current, and complete
• Complying with all applicable laws and regulations

You agree not to use the Services in any manner that could damage, disable, overburden, or impair the Services or interfere with any other party's use and enjoyment of the Services.

4. Intellectual Property Rights

All content, features, and functionality of the Services, including but not limited to text, graphics, logos, images, software, and data compilations, are the exclusive property of AllocatorBase or its content suppliers and are protected by international copyright, trademark, and other intellectual property laws.

You retain ownership of any data you upload to the Services ("User Data"). By uploading User Data, you grant AllocatorBase a worldwide, non-exclusive, royalty-free license to use, process, and store your User Data for the purpose of providing the Services.

You may not reproduce, distribute, transmit, or otherwise use any content from the Services without our prior written consent, except as necessary to use the Services as intended.

5. Disclaimers

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. ALLOCATORBASE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not warrant that:

• The Services will be uninterrupted, error-free, or secure
• Any defects in the Services will be corrected
• The Services will meet your specific requirements or expectations
• Information obtained through the Services is accurate, complete, or reliable

The data and information provided through the Services, including allocator profiles and market intelligence, are provided for informational purposes only and should not be relied upon as the sole basis for investment or business decisions. AllocatorBase makes no representation regarding the accuracy, completeness, or timeliness of such information.

6. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, ALLOCATORBASE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, OR LOSS OF USE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL ALLOCATORBASE'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES EXCEED THE AMOUNT YOU PAID TO ALLOCATORBASE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR $100, WHICHEVER IS GREATER.

7. Indemnification

You agree to indemnify, defend, and hold harmless AllocatorBase and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising out of or relating to: your use of the Services, your violation of these Terms, your violation of any applicable law or regulation, or your infringement of any third-party rights.

8. Acceptable Use Policy

You agree not to use the Services in any manner that:

• Violates any applicable law, regulation, or third-party right
• Involves fraud, deception, or misrepresentation
• Harasses, threatens, or abuses any individual or entity
• Violates the privacy or intellectual property rights of others
• Attempts to circumvent security measures or gain unauthorized access
• Transmits malware, viruses, or other harmful code
• Interferes with the operation of the Services

We reserve the right to suspend or terminate your account and access to the Services if you violate this Acceptable Use Policy or any other provision of these Terms.

9. Payment Terms

If you subscribe to a paid plan, you agree to pay the fees specified in your subscription agreement. Fees are billed in advance on a monthly or annual basis, depending on your plan. All fees are exclusive of applicable taxes, which you are responsible for paying.

Subscription plans renew automatically unless you cancel before the renewal date. Cancellation requests must be submitted through your account settings or by contacting us at [email protected].

We reserve the right to change pricing with 30 days' notice. Price changes will apply to your next billing cycle.

10. Termination

We may terminate or suspend your account and access to the Services at any time, with or without cause, and with or without notice. Causes for termination include, but are not limited to: violation of these Terms, illegal activity, or abuse of the Services.

Upon termination, your right to use the Services ceases immediately. We may delete your account and User Data after a reasonable period of time. You remain liable for any outstanding fees or charges incurred prior to termination.

11. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of North Carolina, without regard to its conflict of law principles. You agree to submit to the exclusive jurisdiction of the courts located in Wake County, North Carolina.

12. Dispute Resolution

Before initiating any legal proceedings, you agree to attempt to resolve any dispute with AllocatorBase through good-faith negotiation. If negotiation fails, you agree to submit the dispute to binding arbitration in accordance with the rules of the American Arbitration Association (AAA).

The arbitration shall be conducted in Raleigh, North Carolina, and shall be governed by these Terms and applicable law. Each party shall bear its own costs and attorneys' fees, except as otherwise provided by law.

13. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

14. Entire Agreement

These Terms, together with our Privacy Policy and any other agreements or policies referenced herein, constitute the entire agreement between you and AllocatorBase regarding your use of the Services and supersede all prior and contemporaneous agreements, understandings, and negotiations.

15. Contact Us

If you have questions about these Terms of Service, please contact us at: