Master Subscription Agreement

Effective date: 2026-08-09 · Version 1.3

This Master Subscription Agreement (this "Agreement") is between Aboundo ("Aboundo," "we," "us," or "our") and the entity or individual identified at account signup or on an applicable Order Form ("Customer" or "you"). This Agreement governs Customer's access to and use of the Aboundo lead-capture form platform (the "Service").

If you created your account through our website without a countersigned Order Form, our online Terms of Service is the primary agreement governing your use of the Service, and this Agreement is made available as our standard master terms for Customers who require a more formal commercial agreement (for example, for procurement purposes). If you have entered into an Order Form that references this Agreement, this Agreement governs, and its commercial terms control over the online Terms of Service in the event of a conflict. In either case, our Privacy Policy, Data Processing Agreement, and Cookie Policy are incorporated by reference and continue to apply.

1. Definitions

"Order Form" means an ordering document, online signup flow, or similar document specifying the Service subscribed to, referencing this Agreement.
"Customer Data" means data submitted to the Service by or on behalf of Customer, including form configurations and the personal data of Customer's form visitors ("Visitor Data").
"Subscription Term" means the period during which Customer is entitled to use the Service, as set out in Section 3.
"Order Form," "Service," "Customer," and "Aboundo" have the meanings given above and in the introduction to this Agreement.

2. The Service; License Grant

Subject to this Agreement and timely payment of applicable fees, Aboundo grants Customer a non-exclusive, non-transferable, non-sublicensable right to access and use the Service during the Subscription Term, solely for Customer's internal business purposes, up to the usage limits (forms, submissions, and features) associated with Customer's plan. Aboundo reserves all rights not expressly granted. Customer may not, and may not permit any third party to: (a) sublicense, sell, resell, rent, or lease the Service; (b) reverse-engineer, decompile, or attempt to derive the Service's source code; (c) use the Service to build a competing product; or (d) circumvent usage limits or access controls.

3. Subscription Term, Renewal, and Orders

The Subscription Term begins on the date Customer's account is created or as stated on an Order Form, and continues on a monthly, auto-renewing basis unless either party cancels as described in Section 12, or as otherwise stated on an Order Form. Additional forms, plan changes, or add-ons may be added during the Subscription Term and are billed as described in Section 4.

4. Fees and Payment

Fees are calculated based on the plan and blocks of forms Customer has selected (standard/Core forms and Gated Document forms are priced and sold as separate blocks, each including a monthly submission allowance), as described on our public pricing page or an applicable Order Form. Fees are billed in advance on a monthly basis through our payment processor, Stripe, unless otherwise agreed in an Order Form. Customer authorizes Aboundo (via Stripe) to charge the payment method on file for all fees due. Fees are exclusive of taxes; Customer is responsible for any sales, use, VAT, or similar taxes other than taxes on Aboundo's net income. Amounts not paid when due may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law, and may result in suspension under Section 13. Except as expressly stated in an Order Form or required by law, fees are non-refundable.

Where Customer's account includes a free trial, the trial converts automatically to a paid subscription at the then-current rate at the end of the trial period unless cancelled beforehand, as described in the Terms of Service.

5. Customer Data; Data Protection

As between the parties, Customer owns all Customer Data. Customer is the data controller and Aboundo is the data processor with respect to Visitor Data, as described in the Data Processing Agreement, which is incorporated into this Agreement by reference. Customer is solely responsible for the accuracy, quality, and legality of Customer Data and for the means by which Customer acquired it, including obtaining all consents and providing all notices required to allow Aboundo to process it as contemplated by this Agreement.

License to Aboundo. Customer grants Aboundo a non-exclusive, worldwide, royalty-free license to host, store, cache, reproduce, process, transmit, and display Customer Data solely as necessary to provide the Service to Customer in accordance with this Agreement and the Data Processing Agreement. This license does not expand Aboundo's role beyond the data processor role described in the Data Processing Agreement, and terminates, with respect to a given item of Customer Data, when Aboundo deletes or returns that data as described in the Data Processing Agreement.

Aggregated and de-identified data. Aboundo may create and use data derived from Customer's and Customer's visitors' use of the Service that has been aggregated and de-identified such that it does not identify Customer, any individual, or any specific item of Customer Data, and cannot reasonably be used to do so ("Aggregated Data"). Aboundo may use Aggregated Data to operate, support, and improve the Service, and to produce aggregate usage benchmarks and similar analytics, including sharing them publicly or with third parties, provided the Aggregated Data does not identify Customer or any individual. Because Aggregated Data does not identify any individual, it does not constitute Personal Data and falls outside the scope of the Data Processing Agreement.

6. Customer Obligations; Acceptable Use

Customer will comply with the acceptable-use requirements in the Terms of Service, including those specific to Gated Document uploads. Customer is responsible for all activity under its account, including activity by its authorized users, and for ensuring those users comply with this Agreement.

7. Intellectual Property

Aboundo and its licensors retain all right, title, and interest in and to the Service, including all software, design, and documentation, and all improvements, modifications, and derivative works thereof. No rights are granted to Customer other than as expressly set out in this Agreement. Customer retains all right, title, and interest in Customer Data.

8. Confidentiality

Each party may receive confidential or proprietary information of the other party in connection with this Agreement ("Confidential Information"). Each party will use the other's Confidential Information only to perform its obligations or exercise its rights under this Agreement, and will protect it using at least the same degree of care it uses for its own confidential information of similar importance, and no less than reasonable care. These obligations do not apply to information that is or becomes public through no fault of the receiving party, was already known to the receiving party without an obligation of confidentiality, or is independently developed without use of the disclosing party's Confidential Information. A party may disclose Confidential Information where required by law, provided it gives the other party reasonable notice where legally permitted.

9. Warranties and Disclaimers

Each party represents that it has the legal power and authority to enter into this Agreement. Aboundo will use commercially reasonable efforts to provide the Service in a manner consistent with general industry standards. EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, THE SERVICE IS PROVIDED "AS IS," AND ABOUNDO DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY LAW.

10. Indemnification

By Aboundo. Aboundo will defend Customer against any third-party claim alleging that the Service, as provided by Aboundo and used in accordance with this Agreement, infringes that third party's intellectual property rights, and will indemnify Customer for damages finally awarded as a result, provided Customer promptly notifies Aboundo of the claim and cooperates with the defense. This obligation does not apply to claims arising from Customer Data, Customer's modifications to the Service, or use of the Service in combination with materials not provided by Aboundo. Aboundo's indemnification obligation under this paragraph is subject to the Enhanced Cap described in Section 11.

Mitigation. If the Service becomes, or Aboundo believes it is likely to become, the subject of an infringement claim described above, Aboundo may, at its option and expense: (a) procure for Customer the right to continue using the Service; (b) modify or replace the affected component with a functionally equivalent, non-infringing alternative; or (c) if neither (a) nor (b) is commercially reasonable, terminate the affected subscription and refund Customer any prepaid, unused fees for the terminated portion of the then-current subscription term, calculated pro rata. This paragraph, together with Aboundo's indemnification obligation above, states Aboundo's entire liability and Customer's sole and exclusive remedy for a third-party intellectual property infringement claim relating to the Service.

By Customer. Customer will defend and indemnify Aboundo against any third-party claim arising from Customer Data (including Visitor Data and any Gated Document Customer uploads), Customer's use of the Service in violation of this Agreement, or Customer's violation of applicable law.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, OR DATA, ARISING OUT OF OR RELATED TO THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

EACH PARTY'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO ABOUNDO IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM (THE "GENERAL CAP").

The General Cap does not apply to Customer's payment obligations under Section 4 or Customer's indemnification obligations under Section 10 ("By Customer"); both remain fully uncapped.

Instead of the General Cap, each party's liability for (a) breach of Section 8 (Confidentiality), and (b), in Aboundo's case only, its indemnification obligations under Section 10 ("By Aboundo"), is capped at a combined total of twelve (12) months of fees paid or payable by Customer to Aboundo in the twelve (12) months preceding the event giving rise to the claim (the "Enhanced Cap"), rather than the General Cap. The Enhanced Cap is a single aggregate ceiling across all claims described in this paragraph, not a separate cap for each claim or each breach.

Nothing in this Section limits either party's liability for its gross negligence, willful misconduct, or fraud, or any other liability that cannot be limited or excluded under applicable law.

12. Term and Termination

This Agreement continues for the Subscription Term and any renewals under Section 3, until terminated as permitted here. Either party may terminate for the other party's uncured material breach if the breach is not cured within 30 days of written notice. Aboundo may also terminate or suspend Customer's account as described in Section 13 or the Terms of Service. Upon termination, Customer's right to access the Service ends, and Sections 4 (for fees accrued before termination), 5, 7, 8, 9, 10, 11, and 14 survive. Data export and retention following termination are governed by the Privacy Policy and Data Processing Agreement.

13. Suspension

Aboundo may suspend Customer's access to the Service, including automatically unpublishing published forms, in the following circumstances:

Non-payment. If a payment fails, Aboundo's payment processor, Stripe, automatically attempts to collect payment again over a series of retries, and sends Customer payment-retry and dunning communications throughout that process — this is the notice Customer receives that a payment needs attention, and it occurs before Customer's subscription is marked past due. Once that retry process concludes without a successful payment and the subscription status changes to past due or canceled, Aboundo may suspend access, including automatically unpublishing published forms, without a further, separate written notice from Aboundo and without an additional waiting period beyond that retry process. Paying the outstanding amount restores access with no further action required.
Security risk or material breach. If Customer's use of the Service poses a security risk to the Service or other customers, or Customer materially breaches this Agreement (including the acceptable-use terms in the Terms of Service), Aboundo may suspend access immediately and without advance notice, given the nature of the risk; Aboundo will provide notice as soon as reasonably practicable after suspension.

Suspension does not terminate this Agreement, and access is restored once the underlying issue giving rise to it is resolved.

14. General Provisions

Assignment. Neither party may assign this Agreement without the other's consent, except to a successor in connection with a merger, acquisition, or sale of substantially all assets.
Force Majeure. Neither party is liable for delay or failure to perform (other than payment obligations) due to causes beyond its reasonable control.
Relationship of the Parties. The parties are independent contractors. This Agreement does not create a partnership, joint venture, or agency relationship.
Notices. Notices under this Agreement must be in writing and sent to the contact details on file for the applicable party, or as stated in Section 15.
Export Compliance. Each party will comply with applicable export control and economic sanctions laws in connection with this Agreement.
Severability; Waiver. If any provision of this Agreement is unenforceable, the remaining provisions remain in effect. Failure to enforce a provision is not a waiver of it.
Entire Agreement; Order of Precedence. This Agreement, together with any Order Form, the Terms of Service, Privacy Policy, Data Processing Agreement, and Cookie Policy, constitutes the entire agreement between the parties regarding the Service and supersedes prior discussions on the subject. In the event of a conflict, an Order Form controls over this Agreement as to the terms it expressly addresses, and this Agreement controls over the online Terms of Service for Customers with an Order Form — except that, regarding the processing of Personal Data specifically, the Data Processing Agreement controls over both this Agreement and the Terms of Service to the extent of any conflict, as further described in the Data Processing Agreement.
Governing Law. This Agreement is governed by the laws of the jurisdiction in which Aboundo is incorporated, without regard to conflict-of-law principles, consistent with the Terms of Service.

15. Contact

Questions about this Agreement, or to request a countersigned copy? Contact us at legal@aboundo.example.