Terms of Service

These Terms of Service ("Terms") govern access to and use of ProofStack (the "Service"), provided by Xpand Digital (DirectRank LLC, Miji Australia Pty Ltd, and affiliated entities — "Xpand", "we", "us"). By creating an account, accessing, or using the Service, you ("Customer", "you") agree to these Terms and our Privacy Policy and Acceptable Use Policy. If you do not agree, do not use the Service.

You must be at least 18 years old and able to form a binding contract to use the Service. If you create an account on behalf of an organization, you represent and warrant that you have the authority to bind that organization. You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your account.

ProofStack provides lead-discovery, enrichment, mystery-shopping, scoring, and personalization tools for businesses to identify and contact potential customers. Specific features and quotas depend on your subscription plan. We may add, change, or remove features at any time; material reductions to paid plans will be communicated in advance.

• Subscriptions are billed in advance, monthly or annually, by Stripe. Prices are stated in U.S. dollars and exclude any applicable taxes.
• Trials, if offered, are limited in duration and automatically convert to a paid subscription at the end of the trial unless you cancel.
• You authorize us to charge your payment method on each renewal until you cancel. You may cancel any time via the in-product billing portal; cancellation takes effect at the end of the current billing period.
• Fees are non-refundable except where required by law or where we say so explicitly. Usage in excess of plan quotas may trigger hard limits, additional charges (if pre-approved by you), or service degradation.
• We may change pricing on 30 days' notice via email or in-product banner; continued use after the effective date constitutes acceptance.

As between the parties, you own all data you submit to the Service or that the Service collects on your behalf about prospects ("Customer Data"). You grant us a limited, non-exclusive license to host, process, transmit, and display Customer Data solely to provide and improve the Service, to comply with law, and to enforce these Terms.

You are responsible for the legality of the Customer Data you submit and for ensuring that you have all rights and consents required to provide it to us. You must not submit Customer Data that violates any law, third-party right, or our Acceptable Use Policy.

Your use of the Service is subject to our Acceptable Use Policy ("AUP"), which is part of these Terms. The AUP includes important restrictions on cold email, mystery shopping, call recording, and data scraping. Violations may result in suspension or termination without refund.

The Service integrates with third-party services (e.g., Apify, SpyFu, Perplexity, Anthropic, GoHighLevel, Instantly, Stripe, Supabase). Your use of those services is subject to the third party's own terms. We are not responsible for third-party outages, pricing changes, policy changes, or actions taken by third-party providers against your data or account.

Each party will protect the other's Confidential Information using at least the same care it uses to protect its own confidential information (and in no event less than reasonable care). Confidential Information does not include information that is publicly available without breach, was already known, was independently developed, or was lawfully received from a third party without restriction.

We may suspend or terminate your account immediately if you breach these Terms or the AUP, if your payment fails after notice, if your use poses a security or legal risk, or if required by law. You may terminate at any time by cancelling your subscription in the billing portal. On termination, your right to use the Service ends; Customer Data is retained per the schedule in the Privacy Policy and may be permanently deleted thereafter.

The Service is provided "as is" and "as available." To the maximum extent permitted by law, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, and any warranty arising from course of dealing or usage of trade. We do not warrant that the Service will be uninterrupted, error-free, or that any data will be accurate, complete, or current.

To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including lost profits, lost revenue, lost data, or business interruption, arising out of or related to the Service, even if advised of the possibility. Our total aggregate liability arising out of or related to these Terms or the Service is limited to the amount you paid us in the 12 months preceding the event giving rise to the claim.

You will indemnify, defend, and hold us harmless from any third-party claim, demand, loss, or damage (including reasonable attorney fees) arising out of or related to: (a) your Customer Data; (b) your use of the Service; (c) your breach of these Terms or the AUP; (d) your violation of any law or third-party right (including any privacy, anti-spam, anti-scraping, or wiretap law).

These Terms are governed by the laws of [DELAWARE / TEXAS / CALIFORNIA — choose at registration], without regard to conflicts of law. The exclusive venue for any dispute will be the state and federal courts located in [COUNTY, STATE], and each party consents to personal jurisdiction there.

[Lawyer: choose entity, jurisdiction, and venue. Consider arbitration carve-out + class action waiver.]

We may update these Terms from time to time. Material changes will be communicated by email or in-product notice at least 30 days in advance. Continued use after the effective date constitutes acceptance.

Questions about these Terms: legal@xpanddigital.io.