TERMS OF SERVICE

Introduction & Acceptance of Terms

Customer360.biz is a web-based Marketing Technology (MarTech) platform delivered as Software-as-a-Service (SaaS). It is owned, operated, and managed by CDP360 Technologies Private Limited ("CDP360 Technologies", "C360", "we", "us", or "our"), a company incorporated under the Companies Act of India and headquartered at 29, 1st Main Road, Gandhi Nagar, Adyar, Chennai – 600020, Tamil Nadu, India.

These Terms of Service ("Terms"), together with any applicable Subscription Agreement, Service Provider Agreement, Data Processing Agreement ("DPA"), or other written agreement executed between your organisation and CDP360 Technologies (collectively the "Agreement"), constitute the entire and exclusive binding agreement governing your use of the Service.

• 1.1These Terms apply to all users, visitors, subscribers, clients, and any other person who accesses or uses any part of the Service, whether or not they have completed a formal registration ("You" or "User").
• 1.2By accessing or using the Service in any manner — including but not limited to logging in, submitting data, integrating via API, or commencing a free trial — You automatically and irrevocably agree to these Terms and all policies referenced herein.
• 1.3If You are accepting these Terms on behalf of a legal entity (a company, partnership, or other organisation), You represent and warrant that You have full legal authority to bind that entity, and "You" shall refer to that entity. If You do not have such authority, You must not use the Service.
• 1.4CDP360 Technologies reserves the right to modify these Terms at any time. Material changes will be notified via email or by posting notice within the Service platform. Continued use of the Service following notification of changes constitutes acceptance of the revised Terms.
• 1.5Use of the Service without a valid written Agreement with CDP360 Technologies is expressly void, prohibited, and may result in immediate legal action and/or termination of access without refund.

Definitions

The following capitalised terms have the meanings assigned below throughout this Agreement:

Account Registration & Security

• 3.1Registration Accuracy. To access the Service, You must create a Customer Account and provide accurate, complete, and current registration information including your legal full name, a valid business email address, and all other information requested during signup. You agree to keep this information updated at all times. Provision of false or misleading information constitutes a material breach of these Terms.
• 3.2Password Confidentiality. You are solely responsible for maintaining the strict confidentiality of your login credentials. You must not share credentials with any other person. In the event of any suspected or actual unauthorised access, You must notify CDP360 Technologies immediately at privacy@customer360.biz. CDP360 Technologies shall not be liable for any loss or damage arising from Your failure to comply with this obligation.
• 3.3Account Responsibility. You are entirely responsible for all activity occurring under your Customer Account and any User Accounts created within it, including all Customer Content posted or transmitted by Users.
• 3.4No Account Sharing. Each User Account login must be used exclusively by one individual. Sharing a single login credential among multiple individuals is expressly prohibited and constitutes a material breach of these Terms.
• 3.5CDP360 Access Rights. You expressly authorise CDP360 Technologies to access your Customer Account, User Accounts, and associated information for the purposes of providing technical support, performing maintenance, conducting security monitoring, enforcing these Terms, and improving the Service.
• 3.6No Automated Registration. You must not create or permit the creation of Customer Accounts or User Accounts by automated bots or other non-human methods. Any accounts created by such means will be immediately terminated without notice or refund.
• 3.7Excessive Use. CDP360 Technologies reserves the right to temporarily suspend or throttle your Customer Account if usage significantly exceeds the parameters of your Service Plan or the average usage of comparable customers, where such excess materially impacts the performance of the Service for other users.
• 3.8Compliance. You are solely responsible for ensuring that your use of the Service, and the use by all Users under your account, complies with all applicable laws, regulations, and industry standards in your jurisdiction.

Service & Licence Scope

Subject to your compliance with these Terms and the payment of applicable fees, CDP360 Technologies grants You a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Service solely for your internal business purposes during the term of your Subscription.

• 4.1No Ownership Transfer. CDP360 Technologies expressly retains full ownership of all rights, title, and interest in and to the Service. Nothing in these Terms transfers any such rights to You.
• 4.2Revocability. CDP360 Technologies may at its sole discretion suspend or permanently revoke your access to the Service at any time, with or without cause, subject to the termination provisions of Section 11.
• 4.3API Access. During your Subscription, You may access Customer Data via the API. All API usage is subject to these Terms. CDP360 Technologies may suspend API access in the event of abuse, excessive request frequency, or use that materially degrades Service performance.
• 4.4Service Modifications. CDP360 Technologies reserves the right to modify, suspend, or discontinue any feature, functionality, or component of the Service at any time, with or without notice.
• 4.5Free Trials. Where CDP360 Technologies offers a free trial, the trial is subject to these Terms. Customer Data collected during a trial that is not converted to a paid Subscription will be permanently deleted at the end of the trial period.

Prohibited Use

The following uses of the Service are strictly prohibited. Violation of any prohibition constitutes a material breach of these Terms and may result in immediate termination of access, forfeiture of all fees paid, and legal action including claims for damages.

• 5.1Using the Service for any purpose that is unlawful, fraudulent, or in violation of any applicable law, regulation, or regulatory requirement in any jurisdiction.
• 5.2Altering, modifying, adapting, reverse-engineering, decompiling, disassembling, or attempting to derive the source code of the Service or any component thereof.
• 5.3Reproducing, duplicating, copying, selling, reselling, or exploiting any portion of the Service without express written authorisation from CDP360 Technologies.
• 5.4Using the Service to upload, transmit, or disseminate any malware, spyware, viruses, Trojan horses, or any other malicious code or software.
• 5.5Falsely associating any website, application, or organisation with the Service or with CDP360 Technologies.
• 5.6Interfering with, disrupting, or attempting to gain unauthorised access to the Service, its related systems, servers, networks, or the accounts of other users.
• 5.7Scraping, crawling, or systematically extracting data from the Service using any automated means other than the authorised API.
• 5.8Transmitting Sensitive Information (as defined in Section 7) through the Service.
• 5.9Using the Service to collect, process, or store data in contravention of applicable data protection laws including GDPR, India's DPDP Act 2023, CCPA, or equivalent legislation.
• 5.10Engaging in verbal, written, or any other form of abuse, harassment, or threats against any Customer, User, CDP360 Technologies employee, officer, or affiliate.
• 5.11Using the Service outside the scope of a valid Trial or paid Subscription.

Data Ownership, Privacy & Processing

• 6.1Customer Data Ownership. You retain full ownership of all rights, title, and interest in and to your Customer Data, including End User Data. CDP360 Technologies acquires no ownership rights in or to Customer Data.
• 6.2Licence to Process. You grant CDP360 Technologies a limited, non-exclusive licence to receive, store, process, transmit, and use Customer Data solely to the extent necessary to provide, maintain, and improve the Service in accordance with your instructions and these Terms.
• 6.3Data Controller Status. You are and shall remain the sole data controller in respect of all End User Data and Customer Data processed through the Service. CDP360 Technologies acts as a data processor acting on your instructions. You bear full legal responsibility for ensuring that: (a) your collection of End User Data is lawful; (b) all required notices have been provided to End Users; (c) all required consents have been obtained and are documented; and (d) the transfer of End User Data to CDP360 Technologies complies with all applicable privacy and data protection laws.
• 6.4Consent Management. You are solely responsible for collecting, recording, and managing all applicable consents from End Users as required by law.
• 6.5Data Processing Agreement. CDP360 Technologies's processing of End User Data is governed by the Customer360.biz Data Processing Agreement ("DPA") which is incorporated into and forms an integral part of these Terms.
• 6.6Security Standards. CDP360 Technologies maintains ISO 27001:2022 certification and implements industry-standard technical and organisational security measures to protect Customer Data.
• 6.7CDP360 Privacy Policy. CDP360 Technologies processes personal data of Customers and Users in accordance with the Customer360.biz Privacy Policy available at customer360.biz/privacy.
• 6.8Activity Monitoring. You consent to CDP360 Technologies monitoring activity on any Customer or User Account for the purposes of ensuring compliance with these Terms, conducting security monitoring, and providing and improving the Service.
• 6.9Data Transmission Risk. You acknowledge and agree that the technical processing and transmission of the Service may involve transmissions over various networks. CDP360 Technologies implements reasonable security measures but cannot guarantee encryption at all points of transmission.

Sensitive Data Restrictions

You must not, and must ensure that Users do not, transmit, upload, or submit Sensitive Information to the Service. The following categories are expressly prohibited:

Intellectual Property

• 8.1CDP360 Ownership. CDP360 Technologies owns all intellectual property rights in and to the Service, including all software, algorithms, databases, interfaces, documentation, designs, trademarks, trade names, logos, trade secrets, and know-how. All rights are reserved.
• 8.2Customer Content. You retain full ownership of all Customer Content You submit to the Service. By submitting Customer Content, You grant CDP360 Technologies a non-exclusive, worldwide, royalty-free licence to store, process, and use such Customer Content solely to provide and improve the Service.
• 8.3Trademarks. "CDP360 Technologies", "Customer360.biz", the Customer360 logo, and all related product names are trademarks of CDP360 Technologies. You may not use any such trademark without prior written permission.
• 8.4Feedback. If You provide CDP360 Technologies with feedback, suggestions, or ideas regarding the Service, You grant CDP360 Technologies an irrevocable, perpetual, royalty-free, worldwide licence to use and exploit such Feedback in any way, without any obligation of payment or attribution.
• 8.5Logo Permission. You grant CDP360 Technologies a limited, revocable licence to use your company name and logo for promotional purposes. You may withdraw this permission by providing no fewer than 10 days' written notice.
• 8.6No Implied Licence. No other licence, right, title, or interest in any intellectual property of CDP360 Technologies is granted to You by implication, estoppel, or otherwise.

Payment, Billing & Refunds

• 9.1Billing in Advance. CDP360 Technologies will bill You for your Subscription in advance, either by automatic charge to your nominated payment method, or by issuing an invoice for payment.
• 9.2Invoice Payment. All invoices must be paid in full within 30 days of the invoice date unless otherwise specified. CDP360 Technologies reserves the right to charge interest on overdue amounts at the rate of 2% per month from the due date until the date of payment.
• 9.3Auto-Renewal. Your Subscription will automatically renew at the end of each billing cycle at the then-current Service Plan fee unless You cancel your Subscription in accordance with Section 11 prior to the renewal date.
• 9.4Hit Usage. Hits purchased under a Service Plan must be used during the applicable Subscription term. Unused Hits at the end of a monthly term are forfeited.
• 9.5Overage Fees. If your usage of Hits exceeds your Service Plan allowance, CDP360 Technologies will charge overage fees at the rates displayed in your Customer Account billing page and at customer360.biz/pricing.
• 9.6Plan Changes. Changes to your Service Plan take effect at the next billing cycle. Downgrading may result in the loss of features, capacity, or stored data, for which CDP360 Technologies accepts no liability.
• 9.7Taxes. All fees are exclusive of all applicable taxes, levies, surcharges, or duties. You are solely responsible for all such taxes.
• 9.8No Refunds. Except as expressly provided in these Terms, all fees paid to CDP360 Technologies are strictly non-refundable to the maximum extent permitted by applicable law.
• 9.9Third-Party Product Costs. You are solely responsible for all costs associated with third-party products or services used in conjunction with the Service.
• 9.10Payment Discrepancies. CDP360 Technologies bears no liability for payment discrepancies during the online order process. It is your responsibility to verify all payment details before completing a transaction.
• 9.11Suspension for Non-Payment. CDP360 Technologies reserves the right to suspend your access to the Service without notice if any payment due remains unpaid beyond the due date.

Service Modifications & Fee Changes

• 10.1Service Changes. CDP360 Technologies reserves the right to modify, add to, or remove any feature, functionality, or component of the Service at any time with or without notice.
• 10.2Material Reductions. CDP360 Technologies will provide reasonable advance notice of any planned modification that would materially and permanently reduce the scope of the Service available to You under your current Service Plan.
• 10.3Fee Changes. Service fees are subject to change upon 30 days' advance notice, provided by posting updated pricing at customer360.biz/pricing or through notification within the Service platform.
• 10.4Remedy for Discontinuation. If CDP360 Technologies permanently discontinues the Service or materially reduces its scope (other than where required by law), your sole remedy is to terminate your Subscription and seek a pro-rated refund of prepaid fees for the unused portion of the current billing cycle.

Cancellation & Termination

• 11.1Cancellation by You. You may cancel your Subscription at any time by logging into your Customer Account and following the cancellation procedure within the Account Administration section. Sending an email requesting cancellation does not constitute valid cancellation. Cancellation takes effect at the end of the current billing cycle. No pro-rated refund will be issued for unused time in the final billing cycle.
• 11.2Data Deletion on Termination. All Customer Data will be permanently and irrecoverably deleted 30 days after the effective termination date. Residual account information may be retained in encrypted backup storage and system logs for up to 60 days. Data cannot be recovered once permanently deleted. Any data export request must be submitted before the expiry of the 30-day period.
• 11.3Termination for Cause by CDP360 Technologies. CDP360 Technologies may suspend or terminate your Subscription with immediate effect and without refund if You are in material breach of any obligation under these Terms, including failure to pay fees, breach of Section 5, or breach of Section 7.
• 11.4Termination Without Cause by CDP360 Technologies. CDP360 Technologies may terminate your Subscription for any reason by providing at least 10 days' prior written notice. Where such termination is not attributable to your breach, You will be entitled to a pro-rated refund of prepaid fees for the unexpired portion of the current billing cycle.
• 11.5Consequences of Termination. Upon termination: (a) all licences granted to You immediately terminate; (b) You must immediately cease all use of the Service; (c) all outstanding fees become immediately due and payable; and (d) provisions that by their nature should survive termination shall remain in full force and effect, including Sections 6, 7, 8, 13, 14, 15, and 17.
• 11.6CDP360 Technologies's Right to Refuse. CDP360 Technologies reserves the unconditional right to refuse to provide the Service to any person or entity for any reason and at any time, in its sole discretion.

Third-Party Services, Integrations & AWS

• 12.1Third-Party Services. CDP360 Technologies uses third-party vendors and hosting partners to provide infrastructure required to operate the Service. CDP360 Technologies does not make any representations or warranties regarding any third-party services.
• 12.2AWS Integration. Where the Service involves Amazon Web Services ("AWS") cloud storage or infrastructure, the scope of integration includes bi-directional data transfer between AWS and Customer360.biz. You are responsible for configuration, including selection of entities for synchronisation.
• 12.3Third-Party Sites. The Service may contain links to third-party websites or applications for convenience only. CDP360 Technologies does not endorse or accept responsibility for any third-party content or practices.
• 12.4Third-Party API Liability. CDP360 Technologies is not liable for any damages arising from your use of the API or from third-party products that access the Service via the API.
• 12.5Network Features. Your access to third-party platforms used alongside Network Features is separately governed by those platforms' own terms of service.

Disclaimer of Warranties

Limitation of Liability

• 14.1Aggregate Liability Cap. The total aggregate liability of CDP360 Technologies to You for all claims arising under or in connection with these Terms shall not exceed an amount equal to 100% of the total fees paid by You to CDP360 Technologies in the twelve (12) calendar months immediately preceding the event giving rise to the claim.
• 14.2Claim Filing Limitation Period. No claim against CDP360 Technologies arising under or in connection with these Terms may be filed more than twelve (12) months after the date on which the act, omission, or event giving rise to the claim first occurred. Any claim filed after this period is permanently time-barred.
• 14.3Third-Party Causation. CDP360 Technologies is not liable to the extent that a failure to perform its obligations is directly caused by your non-compliance with your obligations under these Terms, or by your negligence, misconduct, or the actions or omissions of your Users or third-party service providers.
• 14.4Essential Basis. You acknowledge that the limitations and exclusions of liability set out in this Section 14 are an essential element of the Agreement and that CDP360 Technologies would not have entered into this Agreement without such limitations and exclusions.

Indemnification

You agree to indemnify, defend, and hold harmless CDP360 Technologies and its directors, officers, employees, agents, affiliates, subsidiaries, licensors, and service providers from and against any and all claims, demands, actions, losses, liabilities, costs, damages, and expenses (including reasonable legal fees) arising out of or relating to:

• 15.1Your access to or use of the Service in violation of these Terms or any applicable law or regulation;
• 15.2Any Customer Content You submit, post, transmit, or upload through the Service, including any claim that such content infringes the intellectual property rights or other rights of any third party;
• 15.3Your failure to obtain, maintain, or transmit required consents from End Users, or your failure to comply with applicable data protection laws in your capacity as data controller;
• 15.4Your unauthorised transmission of Sensitive Information through the Service;
• 15.5Any breach by You or your Users of any obligation, representation, warranty, or undertaking under these Terms;
• 15.6Any third-party claim arising from your use of the Service in connection with your business, including claims by your End Users, customers, or regulatory authorities;
• 15.7Any wilful misconduct or negligence by You or your Users in connection with the Service.

Force Majeure

• 16.1CDP360 Technologies shall not be liable for any failure or delay in performing its obligations under these Terms to the extent that such failure or delay is caused by a Force Majeure event, including but not limited to war, terrorism, governmental action, pandemics, cyberattacks, denial-of-service attacks, ransomware, viruses, or operating system failure.
• 16.2CDP360 Technologies will notify You as soon as reasonably practicable of any Force Majeure event affecting the Service and will use commercially reasonable endeavours to mitigate the impact and restore the Service.
• 16.3If a Force Majeure event continues for a period exceeding 30 consecutive days, either party may terminate the Agreement by providing written notice, with no liability other than CDP360 Technologies's obligation to provide a pro-rated refund of prepaid fees for the period during which the Service was unavailable.

Governing Law & Jurisdiction

• 17.1Dispute Resolution. In the event of any dispute, the parties agree to first attempt to resolve the dispute through good-faith negotiation for a period of 30 days prior to initiating formal legal proceedings.
• 17.2No Class Actions. You may only bring claims against CDP360 Technologies in your individual capacity and not as a plaintiff or class member in any purported class action or representative proceeding.
• 17.3Injunctive Relief. CDP360 Technologies reserves the right to seek injunctive or other equitable relief in any court of competent jurisdiction to prevent actual or threatened breach of these Terms.
• 17.4Non-Waiver. The failure of CDP360 Technologies to exercise or enforce any right or provision of these Terms at any time shall not constitute a waiver of such right or provision.
• 17.5Severability. If any provision of these Terms is found to be unlawful, void, or unenforceable, that provision shall be deemed severed from these Terms without affecting the validity and enforceability of all remaining provisions.

General Conditions

• 18.1Entire Agreement. These Terms constitute the entire agreement between You and CDP360 Technologies relating to the Service and supersede all prior or contemporaneous agreements, representations, and understandings.
• 18.2Amendments. CDP360 Technologies may amend these Terms with 30 days' advance notice for material changes. Continued use of the Service after notice constitutes acceptance of the amended Terms.
• 18.3Assignment. You may not assign, transfer, or sublicense your rights under these Terms to any third party without the prior written consent of CDP360 Technologies.
• 18.4Electronic Communications. By using the Service, You consent to receive all communications, agreements, notices, and other disclosures from CDP360 Technologies electronically.
• 18.5Technical Support. Technical support is provided by email to paying Customers on a reasonable-efforts basis. CDP360 Technologies does not guarantee specific response times unless a support SLA is expressly agreed in writing.
• 18.6Copyright Infringement Claims. If You believe that any content on the Service infringes your intellectual property rights, please notify CDP360 Technologies in writing at privacy@customer360.biz.
• 18.7Headings. Section headings in these Terms are for convenience only and have no legal or contractual effect.
• 18.8Language. These Terms are drafted in the English language. In the event of any conflict between the English version and any translation, the English version shall prevail.

Contact Us

For questions, notices, or concerns regarding these Terms or the Service, please contact CDP360 Technologies through the following channels: