Terms of Service

1. Definitions

• "MarketDeus," "we," "us," and "our" mean Clear C2, Inc.
• "You," "your," and "Customer" mean the person or organization that holds the MarketDeus account.
• "Service" means the MarketDeus web application at marketdeus.com and every tool, feature, and integration we make available through it, including email campaigns, automation workflows, segments, lead scoring, web forms, landing pages, social posting, and AI assisted features.
• "Managed Services" means the managed marketing packages in which our team runs advertising, campaigns, reporting, or strategy work on your behalf.
• "Users" means the people you invite or authorize to use the Service under your account.
• "Contacts" means the individuals, other than Users, whose information you store in the Service.
• "Customer Data" means all information you or your Users submit to or collect through the Service, including Contact records, email content, form responses, and uploaded files.
• "Plan" means the subscription tier you select, together with the limits that apply to it, such as monthly email sends and form responses.
• "Third-Party Services" means products and platforms that we do not operate but that connect to the Service, such as social networks, Google services, C2CRM, and payment processors.

2. Accounts and access

2.1 Access. While your subscription is active, we will give your Users access to the Service as described in these terms and your Plan. We may use third-party providers to deliver parts of the Service.

2.2 Eligibility. You must be at least 18 years old to use the Service, and you may not use it if the laws of the country in which you live or from which you access it prohibit you from doing so.

2.3 Users. You are responsible for everything your Users do in the Service and for making sure they follow these terms. Each User must have their own login, and you may not share credentials between people.

2.4 Account security. Keep your passwords and sign in links confidential. Tell us promptly at support@clearc2.com if you suspect anyone has used your account without permission.

2.5 Accurate information. You will keep your account details current, including your company name, address, primary contact, and billing information.

3. Free trial

New accounts may start with a free trial, currently seven days. The trial ends at the earlier of the end of the trial period or the start of your paid subscription. If you do not subscribe before the trial ends, we may disable your account and permanently delete the data in it. Any additional conditions shown when you start the trial also apply.

4. Acceptable use

You will use the Service only for lawful business purposes and in compliance with all laws that apply to you, including anti-spam, privacy, and consumer protection laws such as CAN-SPAM, the TCPA, CASL, and the GDPR. You will not, and will not allow anyone else to:

• send email or other messages to people who have not consented to receive them where consent is required, or use purchased, rented, scraped, or harvested lists;
• send content that is unlawful, deceptive, defamatory, harassing, sexually explicit, or that infringes anyone's intellectual property or privacy rights;
• disguise the origin of a message, impersonate another person, or use misleading subject lines;
• collect or store sensitive information such as payment card numbers, government identification numbers, health records, or passwords through forms or Contact records, unless we have agreed to it in writing;
• upload malware, probe or attack the Service, or interfere with its operation or with other customers' use of it;
• reverse engineer, decompile, or attempt to discover the source code or underlying structure of the Service, except to the extent the law expressly allows;
• copy, resell, sublicense, or build a competing product from the Service, or remove any proprietary notices from it; or
• exceed your Plan's limits by creating multiple accounts or by other workarounds.

We may review, disable, or remove any Customer Data that we determine in good faith violates this section, but we have no obligation to monitor what you store or send.

5. Email sending

5.1 Sending limits. Your Plan sets how many emails you may send and how many form responses you may collect each month. We may enforce those limits automatically, pause sends that would exceed them, or ask you to upgrade.

5.2 Your responsibility as sender. You are the sender of every message you send through the Service. You are responsible for having a lawful basis to contact each recipient, for honoring unsubscribe requests, and for including any identification and physical address the law requires.

5.3 Deliverability. Email delivery depends on recipient mail servers and other factors outside our control, so we do not guarantee that any message will be delivered or placed in an inbox. To protect our sending reputation and other customers, we may throttle or stop sends from accounts with excessive bounces, spam complaints, or unsubscribe rates.

6. Third-Party Services

The Service can connect to Third-Party Services such as Facebook, Instagram, LinkedIn, Google, and C2CRM. When you connect one, you authorize us to exchange data with it on your behalf, and your use of it is governed by that provider's own terms. We are not responsible for Third-Party Services, and a provider may change or withdraw its interface in a way that affects or ends the related MarketDeus feature. You are responsible for having the right to connect each account you link.

7. AI features

Some features use artificial intelligence to draft or suggest content such as email templates and copy. To generate results, the prompts and content you provide may be sent to third-party AI providers that act as our service providers. AI output can be inaccurate, incomplete, or similar to content produced for others. You are responsible for reviewing anything the Service generates before you use or send it, and for making sure your use of that output complies with the law and these terms. As between you and us, you own the output generated for you, to the extent the law allows it to be owned.

8. Fees and payment

8.1 Subscription fees. You will pay the fees for your Plan and any Managed Services you purchase, as shown at checkout or in your order. Subscriptions are billed in advance on a recurring basis.

8.2 Payment method. You authorize us to charge your payment method on file for all fees when they come due. Payments are processed by Stripe, and you consent to sharing your payment information with Stripe for that purpose. If a charge fails, we may retry it, and if we still cannot collect payment we may suspend or terminate your account as described in section 10.

8.3 Plan changes. If you upgrade, the new fees apply immediately and may be prorated. If you downgrade, the change takes effect at the start of your next billing period, and Customer Data that exceeds the lower Plan's limits may become unavailable.

8.4 Price changes. We may change our prices. We will give you at least 30 days' notice before a price increase applies to your subscription, and the new price will take effect at your next renewal. If you do not agree to it, you may cancel before the renewal date.

8.5 No refunds. Except where these terms say otherwise or the law requires it, all fees are non-cancelable and non-refundable, including for partial billing periods and unused features.

8.6 Taxes. Fees do not include taxes. You will pay any sales, use, value added, or similar taxes that apply to your purchase, other than taxes on our income.

9. Managed Services

If you purchase Managed Services, our team will perform the work described in your package. Good results depend on your participation, including timely approvals, access to your advertising and social accounts, brand assets, and accurate information about your business. You are responsible for any advertising spend charged directly by advertising platforms unless your package says otherwise. We do not guarantee any particular number of leads, sales, or other business results.

10. Term, cancellation, and suspension

10.1 Renewal. Your subscription renews automatically at the end of each billing period for the same length of time until you cancel it.

10.2 Cancellation. You may cancel at any time from your subscription settings. Cancellation takes effect at the end of your current billing period, and you will keep access until then.

10.3 Termination for cause. Either party may terminate these terms if the other materially breaches them and does not cure the breach within 30 days after notice, or immediately if the other party becomes insolvent or the subject of a bankruptcy proceeding.

10.4 Suspension. We may suspend all or part of your access, with or without notice, if: you violate section 4 or section 5; your use creates a security risk, shows signs of fraud or compromised access, or harms us, the Service, or others; or an amount you owe remains unpaid for more than 10 days after we notify you. We will limit any suspension to what is reasonably necessary and restore access once the cause is resolved.

10.5 Effect of termination. When your subscription ends, you must stop using the Service. You may export your Customer Data before your access ends. After that, we may delete it, subject to our Privacy Policy and any retention the law requires. If you terminate for our uncured breach, we will refund any prepaid fees covering the remainder of your billing period. If we terminate for your breach, you will pay any unpaid fees.

11. Customer Data

11.1 Ownership. You own your Customer Data. You grant us a license to host, copy, process, and display it as needed to provide and support the Service, to prevent abuse, and as the law permits.

11.2 Your responsibility. You represent that you have every right, consent, and notice the law requires to collect your Customer Data and to have us process it. You are responsible for its accuracy and lawfulness.

11.3 Protection. We maintain commercially reasonable administrative, physical, and technical safeguards to protect Customer Data. Our Data Processing Agreement governs how we process personal information in Customer Data on your behalf, and is part of these terms. Our Privacy Policy describes how we collect and use personal information.

11.4 Usage data. We may collect information about how the Service is used and use it, in aggregated or de-identified form that does not identify you or your Contacts, to operate, secure, and improve the Service.

12. Intellectual property

12.1 Ownership. These terms give you a right to use the Service, not a license to any software. We and our licensors keep all rights to the Service, its content, and our trademarks, and you may not use our names or logos without our written permission.

12.2 Feedback. We welcome suggestions. If you share feedback, we may use it to improve the Service without owing you payment or attribution.

13. Confidentiality

Each party may receive non-public information from the other that is marked confidential or that a reasonable person would consider confidential, including Customer Data. The receiving party will protect that information with at least reasonable care, use it only for purposes of these terms, and share it only with employees, contractors, and service providers who need it and are bound by similar obligations. These duties do not cover information that is or becomes public through no fault of the receiving party, was already known to it, is received lawfully from a third party, or is independently developed. A party may disclose confidential information when the law requires it, after giving the other party prompt notice where the law permits.

14. Publicity

We may list your company name and logo among our customers on our website and in marketing materials. You can opt out at any time by emailing support@clearc2.com.

15. Indemnification

15.1 By you. You will defend and indemnify us, our affiliates, and our officers, employees, and agents against any third-party claim arising from your Customer Data, the messages you send through the Service, your use of Third-Party Services, or your breach of these terms or the law.

15.2 By us. We will defend and indemnify you against any third-party claim alleging that the Service, as we provide it, infringes a United States patent, copyright, or trademark. This does not apply to claims arising from Customer Data, Third-Party Services, your modifications, or combinations with anything we did not provide. If such a claim occurs or seems likely, we may modify the Service, obtain the right for you to keep using it, or end your subscription and refund prepaid fees for the unused period.

15.3 Process. The party seeking indemnity must notify the other promptly, give it sole control of the defense and settlement, and provide reasonable cooperation. No settlement may impose an obligation or admission on the indemnified party without its consent.

16. Disclaimers and limitation of liability

16.1 Disclaimer. EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE, MANAGED SERVICES, AND ANY AI OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE EXTENT THE LAW ALLOWS, WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ANY INTEGRATION OR API WILL ALWAYS BE AVAILABLE.

16.2 No indirect damages. TO THE EXTENT THE LAW ALLOWS, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY.

16.3 Liability cap. TO THE EXTENT THE LAW ALLOWS, EACH PARTY'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE AMOUNTS YOU PAID OR OWED US FOR THE SERVICE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED U.S. DOLLARS IF YOU HAVE NOT PAID US ANYTHING. THIS CAP DOES NOT APPLY TO YOUR OBLIGATION TO PAY FEES, TO EITHER PARTY'S INDEMNIFICATION OBLIGATIONS, OR TO YOUR VIOLATION OF OUR INTELLECTUAL PROPERTY RIGHTS.

17. Governing law and disputes

These terms are governed by the laws of the State of Texas, without regard to its conflict of law rules. Both parties consent to the exclusive jurisdiction of the state and federal courts located in Dallas County, Texas, for any dispute arising out of or relating to these terms. Except for claims for nonpayment or to protect intellectual property, any claim must be brought within one year after it arises.

18. Changes to these terms

We may update these terms from time to time. When we make a material change, we will notify you by email or in the Service at least 30 days before it takes effect. Changes made to comply with the law, or that do not materially affect your rights, may take effect sooner. If you continue to use the Service after the effective date, you accept the updated terms. If you do not agree, you may cancel your subscription before the change takes effect.

19. General

19.1 Entire agreement. These terms, together with our Privacy Policy and any order you place with us, are the entire agreement between us about the Service and replace any prior agreements on that subject. Terms in your purchase orders or vendor portals do not apply. If an order conflicts with these terms, the order controls for that purchase only.

19.2 Assignment. You may not assign these terms without our written consent, except to a successor in a merger, acquisition, or sale of substantially all of your assets. We may assign them to an affiliate or a successor in a similar transaction.

19.3 Force majeure. Except for payment obligations, neither party is responsible for delays or failures caused by events beyond its reasonable control, such as natural disasters, war, government action, pandemics, or outages of internet or hosting providers.

19.4 Notices. We may give you notices by email to the address on your account or within the Service. You may give us notice by email to support@clearc2.com or by mail to the address below.

19.5 Other terms. No waiver is effective unless in writing, and a failure to enforce a right is not a waiver of it. If any provision is found unenforceable, it will be replaced with an enforceable provision closest to its intent and the rest of these terms will remain in effect. The parties are independent contractors, and these terms create no third-party beneficiaries. Sections that by their nature should survive termination, including those on fees, Customer Data, intellectual property, confidentiality, indemnification, disclaimers and liability, and governing law, will survive.

20. Contact

Questions about these terms can go to support@clearc2.com or by mail to: