Legal · Terms
Terms of Service
First draft — pending attorney review. Not legal advice.
[ENTITY NAME], a Wyoming limited liability company, doing business as "SignalCore"("SignalCore," "we," "us"). Effective date:
[DATE].By creating an account, installing the Tracker, or using the Service, the entity you represent ("Customer," "you") agrees to these Terms. The individual accepting represents they have authority to bind the Customer.
1. Definitions
- Service — SignalCore's B2B visitor-intelligence platform: the Tracker, enrichment/resolution
- Tracker — the first-party JavaScript SignalCore provides for installation on Customer's
- Customer Data — data originating from Customer: the on-site event stream from Customer's
- Intelligence Output — the company-level resolutions, intent scores, audiences, and insights
- Identity Graph — SignalCore's proprietary, cross-customer database of world-facts
pipeline, dashboard, audiences, alerts, reports, and integrations.
website(s).
properties, and any CRM/third-party data Customer connects.
SignalCore produces for Customer about visitors to Customer's own properties.
(IP↔company, netblock/ASN→company, firmographics). It contains no Customer behavioral data and no person-level data. SignalCore is the controller of the Identity Graph (see §6 and the DPA).
2. License & access
Subject to these Terms and payment, SignalCore grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Service and Intelligence Output for Customer's internal B2B sales and marketing purposes only.
3. Use restrictions ⚖ lawyer review
Customer shall not, and shall not permit any third party to: 1. No eligibility / FCRA use. Use the Service or any Intelligence Output to determine any individual's eligibility for credit, insurance, employment, housing, or a government license or benefit, or for any other purpose governed by the Fair Credit Reporting Act, or to create or contribute to a "consumer report." 2. No re-identification. Attempt to re-identify any natural person from company-level or area-level data, or combine SignalCore data with other data to make a decision about an individual. 3. Comply with outreach law. Ensure any outreach Customer conducts using the Output complies with CAN-SPAM, the TCPA, CASL, and other applicable marketing/communications laws. SignalCore provides no notices and obtains no consents on Customer's behalf; Customer is solely responsible for obtaining all required notices, consents, and approvals. 4. Resell, sublicense, or distribute the Intelligence Output, except internally. 5. Scrape, crawl, or use bots; reverse-engineer; or circumvent technical limits or security. Output is accessible only via the SignalCore interface and API. 6. Use the Service to build a competing product or to benchmark against a competitor. 7. Use the Service for any unlawful, harassing, or discriminatory purpose, or in violation of the Acceptable Use Policy (incorporated by reference).
4. Customer obligations — installation, notice & consent ⚖ lawyer review
Customer represents and warrants that, for each property where the Tracker is installed: (a) Customer owns or controls that property; (b) Customer maintains a compliant privacy notice disclosing the analytics/visitor-intelligence processing; (c) Customer has a lawful basis and, where required by applicable law, has implemented and obtained any required consent (e.g., a cookie/ consent banner) before enrichment runs; and (d) Customer controls the consent signal passed to the Tracker. Customer, as the controller of its site visitors' data, is responsible for compliance with website-tracking and electronic-communications laws (including state wiretapping/CIPA-type statutes). SignalCore acts as Customer's service provider in delivering the Service.
Compliance verification & suspension. As a condition of the Service, SignalCore may verify that Customer's properties meet SignalCore's minimum compliance requirements (a privacy notice disclosing the processing, a consent mechanism where required, and proper consent wiring to the Tracker), and may decline to activate, suspend, or deactivate the Service for any property that does not meet them, until corrected. This verification is a service condition only — it is NOT a certification or assurance of Customer's legal compliance, which remains solely Customer's responsibility.
5. Fees & payment
- Fees are as stated in Customer's order/quote. Billing is monthly in advance unless an annual
- Plans are month-to-month and may be cancelled at any time effective at the end of the then-current
- Subscriptions auto-renew for successive periods unless cancelled. Late amounts accrue interest at
term is selected; annual prepayment receives one month free.
billing period (subject to any separate founding-client commitment Customer has agreed to). Fees paid are non-refundable except as required by law.
the lesser of 1.5%/month or the legal maximum. Fees are exclusive of taxes.
6. Intellectual property
SignalCore owns and retains all rights in the Service, the Tracker, the Identity Graph, and all insights logic and improvements. Customer owns its Customer Data and the Intelligence Output about visitors to its own properties — your data stays yours. SignalCore may use aggregated and de-identified data (containing no Customer-identifying or person-level information) to operate and improve the Service and the Identity Graph.
7. Data protection & privacy
The processing of personal data is governed by the Data Processing Addendum (DPA) and the Privacy Policy, each incorporated by reference. As described in the DPA, SignalCore is a processor of the Customer Data Customer provides, and an independent controller of the Identity Graph (world-facts only).
8. Warranties & disclaimer ⚖ lawyer review
SignalCore will provide the Service in a professional manner. EXCEPT AS EXPRESSLY STATED, THE SERVICE AND ALL OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE," AND SIGNALCORE DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SIGNALCORE DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. Visitor resolution is probabilistic and estimated (company-level identification typically resolves a portion of traffic); SignalCore does not warrant that any identification, score, or firmographic value is complete or accurate.
9. Indemnification
Customer will defend and indemnify SignalCore against claims arising from (a) Customer's use of the Output, (b) Customer's outreach or marketing, and (c) Customer's website, privacy-notice, or consent compliance. SignalCore will defend Customer against third-party claims that the Service, as provided, infringes that third party's intellectual property, subject to the limitations herein.
10. Limitation of liability ⚖ lawyer review
EXCEPT FOR THE EXCLUDED CLAIMS, EACH PARTY'S TOTAL LIABILITY IS CAPPED AT THE FEES PAID OR PAYABLE BY CUSTOMER IN THE 12 MONTHS BEFORE THE CLAIM, AND NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOST PROFITS/DATA. Excluded Claims (subject to a supercap of [2×] the 12-month fees — negotiable): a party's indemnification obligations, breach of confidentiality, breach of data-protection obligations, and willful misconduct.
11. Term & termination
These Terms run while Customer uses the Service. Either party may terminate for the other's uncured material breach (30 days' notice). On termination, access ends; Customer may export its data within [30] days, after which SignalCore deletes or de-identifies Customer Data per the DPA and retention schedule. Sections 1, 3, 6, 8–10, 12 survive.
12. Governing law & disputes ⚖ lawyer review
These Terms are governed by the laws of the State of Wyoming, without regard to conflicts rules. [Choose: exclusive jurisdiction of the state/federal courts in [County], Wyoming —OR— binding arbitration (AAA Commercial Rules, seat in Wyoming) with a class-action waiver.] The prevailing party is entitled to its reasonable attorneys' fees.
13. General
Independent contractors. Customer may not assign without consent (SignalCore may assign to an affiliate or successor). SignalCore may update these Terms with reasonable notice; continued use is acceptance. Force majeure. Entire agreement; severability; no waiver. Notices to [LEGAL CONTACT EMAIL].