Terms of service

These Terms of Service ("Terms") are a legal agreement between you (and the company you represent) and Base ("Base," "we," "us"). They govern your access to and use of Base's website, software platform, and related services (together, "Services"). If you are entering these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity.

1. The services

Base provides software for marketing agencies to monitor client health, identify retention and expansion opportunities, and manage client-facing reporting. We may add, change, or discontinue features over time. For material changes, we'll give reasonable advance notice — either by email or in-product announcement.

We aim for high availability but do not guarantee uninterrupted access. Scheduled maintenance, third-party outages, and factors outside our control may cause downtime. We'll communicate known outages through our status page and, for extended incidents, by email.

2. Accounts

You must provide accurate, current, and complete information when creating an account. You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your account. Notify us immediately at conor@orbitlane.co if you suspect unauthorized access.

You may invite team members to your workspace. You are responsible for ensuring that anyone who accesses Base through your account complies with these Terms.

3. Customer data

Your data is yours. You retain all rights to the data you submit to Base, including data about your own clients. You grant us a limited, non-exclusive license to host, store, process, and display that data solely to provide the Services you've contracted for — nothing more.

You are responsible for ensuring you have the necessary rights, consents, and permissions to submit any data — including your clients' data — to Base. If your clients' data is subject to data protection regulations (e.g., GDPR), you are responsible for ensuring appropriate Data Processing Agreements are in place. We'll provide a DPA on request at conor@orbitlane.co.

We may generate aggregated, anonymized analytics about platform usage (e.g., feature adoption rates across our customer base) that do not identify you or your clients. We may use these to improve Base and share them publicly.

4. Acceptable use

You agree not to use Base to:

• Violate any applicable law, regulation, or third-party rights (including privacy and intellectual property rights).
• Submit data you don't have the right to submit, or use Base to process data in ways that violate your agreements with your clients.
• Attempt to probe, scan, or test the vulnerability of our systems or circumvent any security or authentication measures without written authorization.
• Interfere with or disrupt the Services, servers, or networks connected to the Services.
• Use automated means to scrape, crawl, or extract data from Base beyond what our published APIs permit.
• Resell or sublicense access to the Services without our prior written consent.

We reserve the right to suspend or terminate accounts that violate these policies, with or without prior notice depending on severity.

5. Fees, billing, and payment

Paid plans are subject to the pricing displayed at the time of purchase or the rates agreed in a separate order form. Fees are billed in advance on a monthly or annual cycle, depending on your plan. All fees are in USD unless stated otherwise and are exclusive of applicable taxes, which you are responsible for.

We may change pricing with at least 30 days' notice for monthly customers and at renewal for annual customers. If you don't agree to a price change, you may cancel before it takes effect.

Fees are generally non-refundable, except where required by applicable law or as described in a specific offer. If you believe you've been billed in error, contact conor@orbitlane.co within 30 days of the charge.

6. Free trials and early access

We may offer free trials or early-access programs. These are provided as-is and may be modified or discontinued at any time. At the end of a trial period, you'll need a paid plan to continue using Base. We'll remind you before a trial ends.

7. Intellectual property

Base and its licensors own all rights to the Services, including the software, design, trademarks, and content we create. These Terms don't give you ownership of any part of the Services.

We welcome feedback, suggestions, and ideas. If you share them with us, you grant us a perpetual, royalty-free license to use them to improve Base without any obligation to compensate you.

8. Confidentiality

Each party may have access to the other's confidential information. "Confidential information" means non-public information that is identified as confidential or that a reasonable person would understand to be confidential given the context. Each party will protect the other's confidential information with at least the same care it uses for its own (and no less than reasonable care), and will use it only as permitted under these Terms.

This obligation doesn't apply to information that: (a) is or becomes publicly known through no fault of the receiving party; (b) was rightfully known before disclosure; (c) is independently developed without use of confidential information; or (d) must be disclosed by law (with prompt notice where permitted).

9. Warranties and disclaimers

Each party represents that it has the legal authority to enter into these Terms. You represent that the data you submit to Base doesn't violate applicable law or any third-party rights.

EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DON'T WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.

10. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES — INCLUDING LOST PROFITS, LOSS OF DATA, OR LOSS OF GOODWILL — ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS YOU PAID US IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED US DOLLARS ($100).

Some jurisdictions don't allow the exclusion or limitation of certain damages, so the above may not apply to you in full.

11. Indemnification

You will defend, indemnify, and hold harmless Base and its officers, directors, employees, and contractors from any third-party claims, damages, and expenses (including reasonable legal fees) arising from: (a) your use of the Services in violation of these Terms; (b) your violation of applicable law; or (c) your data, including any claim that your data infringes or misappropriates a third party's rights.

12. Term and termination

These Terms begin when you first use the Services and continue until terminated. You may terminate your account at any time by contacting us or using the account settings. We may suspend or terminate your access with reasonable notice for convenience, or immediately for material breach, non-payment, or risk to the Services or other users.

On termination: your right to use the Services ends; you may export your data before termination; we'll delete your data within 90 days of termination (sooner on request, unless law requires longer retention). Sections that by their nature should survive termination will do so, including Sections 7 (IP), 8 (Confidentiality), 9 (Disclaimers), 10 (Liability), 11 (Indemnification), and 13 (General).

13. General

Governing law. These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles. Any disputes will be resolved in the state or federal courts located in Delaware, and both parties consent to personal jurisdiction there.

Entire agreement. These Terms, together with our Privacy Policy and any applicable order forms, constitute the entire agreement between you and Base regarding the Services and supersede all prior agreements on the same subject.

Modifications. We may update these Terms from time to time. Material changes will be communicated with at least 14 days' notice via email or in-product notice. Continued use of the Services after changes take effect constitutes acceptance. If you don't agree to updated Terms, you may terminate before they take effect.

Severability. If any provision of these Terms is found to be unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will remain in full force.

No waiver. Our failure to enforce any provision of these Terms isn't a waiver of our right to enforce it in the future.

Assignment. You may not assign these Terms or your rights under them without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of substantially all our assets.

Questions? conor@orbitlane.co