CONSTELLATIONS INSIGHT LLC

SUBSCRIPTION TERMS & CONDITIONS

These Subscription Terms & Conditions (“Agreement”) constitute a legally binding agreement between you (“Customer”) and Constellations Insight LLC (“CON”), a Florida limited liability company, governing your use of the Constellations™ Platform (“System”). By checking the box indicating your acceptance during the online purchase or registration process, you confirm that you have read, understood, and agree to be bound by these terms, including CON’s Acceptable Use Policy (“AUP”) and Privacy Policy.

The AUP is available at: https://constellations.app/acceptable-use
The Privacy Policy is available at: https://constellations.app/privacy

1. DEFINITIONS

“AUP” means CON’s Acceptable Use Policy in effect at the time of your use of the System.
“Customer’s Clients” means any third parties you authorize to access the System.
“Customer Data” means data you input or store through the System, including that of your clients or their customers.
“Documentation” refers to user manuals or instructions provided by CON.
“Order” means an online submission of your subscription request.
“Term” is the period of your subscription, defined in Section 12.1.
“User” refers to anyone using the System under your account.

2. SERVICES

2.1 Use of the System
You may access and use the System per your current Order and this Agreement.

2.2 Documentation
You may use Documentation only to support authorized use of the System.

2.3 System Revisions
CON may modify System features at any time, provided no material degradation of functionality.

2.4 Customer’s Clients
You may allow clients to use the System within the limits of your Order. You remain responsible for their use and must not bind CON to any obligations on their behalf.

3. FEES & PAYMENT

You agree to pay subscription fees as listed in your Order. Fees are non-refundable.

4. CUSTOMER DATA & PRIVACY

4.1 Use of Customer Data
We will only use your data as required to deliver the System. We won’t share it with third parties except subcontractors under strict confidentiality or as required by law.

4.2 Risk of Exposure
Online systems carry inherent risk. You accept this risk when using the System.

4.3 Data Accuracy
You are responsible for the accuracy of all uploaded data.

4.4 Aggregate & Anonymized Data
We may use aggregate, de-identified data for analytics.

4.5 Privacy Policy
Your use is also governed by our Privacy Policy: https://constellations.app/privacy

5. CUSTOMER RESPONSIBILITIES & RESTRICTIONS

5.1 Acceptable Use
You must comply with the AUP: https://constellations.app/acceptable-use

You may not:

• Use the System in unauthorized ways
• Share login credentials
• Copy or reverse-engineer features
• Let third parties misuse the System

We may suspend access immediately upon suspected violations.

5.2 Unauthorized Access
You must secure login information and report suspected breaches promptly.

5.3 Legal Compliance
You must comply with all applicable laws, including data privacy laws.

5.4 Responsibility for Users
You are responsible for all activity under your account.

6. INTELLECTUAL PROPERTY & FEEDBACK

6.1 System IP
All System content remains CON’s property. You receive no IP rights beyond those explicitly granted.

6.2 Feedback
We may use any feedback you provide without obligation or compensation.

7. CONFIDENTIALITY

7.1 Confidential Information
This includes nonpublic information marked or identified as confidential, including Documentation.

7.2 Nondisclosure
You must protect our confidential info with reasonable care and not disclose it unless required by law.

7.3 Injunctive Relief
Breach of confidentiality entitles us to injunctive relief.

7.4 Return of Materials
Upon termination, you must return or destroy all confidential information.

8. REPRESENTATIONS & WARRANTIES

8.1 From CON
We warrant that we own or have licenses to the System and will defend against IP claims except under certain exclusions.

8.2 From Customer
You warrant that you have authority to agree, provided accurate info, and will manage legitimate user access.

8.3 Disclaimer
Except as noted, the System is provided “as is.” We disclaim all other warranties.

9. INDEMNIFICATION

9.1 By CON
We will defend against third-party IP claims, unless exclusions apply.

9.2 By Customer
You will defend us against claims arising from misuse, data exposure, law violations, or unauthorized activity through your account.

9.3 Procedures
Each party must notify the other of claims, cooperate reasonably, and allow the indemnifying party to control the defense.

10. LIMITATION OF LIABILITY

10.1 Cap
Our total liability is limited to fees you paid us.

10.2 No Consequential Damages
We are not liable for indirect, incidental, or consequential damages.

11. TERM & TERMINATION

11.1 Term
Your subscription renews monthly unless canceled.

11.2 Termination for Cause
Either party may terminate for material breach.

11.3 Effect of Termination
You must stop using the System and delete all Documentation. Certain sections will survive termination.

12. MISCELLANEOUS

• Independent Contractors: You and CON are not legal partners or agents.
• Taxes: You are responsible for taxes unless you provide a valid exemption.
• Notices: We may contact you via email. You are responsible for maintaining accurate contact information.
• Force Majeure: Neither party is liable for delays due to events beyond reasonable control.
• Assignment: You may not assign your rights without our consent.
• Severability: If a clause is invalid, the rest remain enforceable.
• No Waiver: Failure to enforce any part of this Agreement is not a waiver.
• Governing Law: This Agreement is governed by Florida law.
• Export Controls: You must comply with applicable export laws.
• Entire Agreement: This Agreement, along with the AUP and Privacy Policy, is the full agreement between the parties.
• Amendments: CON may update the AUP or Privacy Policy by posting new versions at the above links.

DIGITAL ACCEPTANCE

By checking the box during the online purchase or sign-up process, you acknowledge that:

• You have read and agree to be bound by this Agreement;
• You agree to the terms in our Acceptable Use Policy; and
• You agree to the practices outlined in our Privacy Policy.

If you are accepting on behalf of a company or organization, you represent that you have the authority to bind that entity to this Agreement.