The terms set forth below (the “Product Specific Terms”) govern Customer’s use of specific Databook products and features as identified in the Order Document. The terms with respect to a particular product or feature only apply to Customer to the extent the applicable product or feature is part of the Services provided to Customer, as set forth in the Order Document. Capitalized terms undefined herein shall have the meaning set forth in the Master Subscription Agreement found at https://databook.com/msa/ (the “MSA”). To the extent of any conflict between these Product Specific Terms and the Services Agreement, these Product Specific Terms shall control. “Agreement” shall refer to the MSA or other agreement between Databook and Customer pursuant to which (together with any Order Document, SOW or similar document) Customer has subscribed to the Services.

 

I. Databook Core Products

I.1. Databook

I.2. DatabookGPT

I.3. Implementation & Onboarding Support

II. Third-Party Integrations

III. Master Class

III.1. Business Fundamentals Master Class

IV. Databook API License Terms

IV.1. Databook API

I. DATABOOK CORE PRODUCTS

Product Name	Description
Databook	Access to Databook’s Account Intelligence (AI) platform. The platform includes the most important elements of Databook required for managing account go-to-market strategies. Capabilities include but are not limited to highlights, company profile, peer benchmarking, key decision periods, company financials, management intent, daily digest, executive Point-of-View (PoV) downloadable PowerPoint files and executive and industry briefings.
DatabookGPT	Access to DatabookGPT provides real-time conversational AI insights using natural language questions and answers across all key accounts. This capability includes additional data and insights not on the core platform such as personalized narratives, conversation history, and team-based collaboration. The Conversational interface can be integrated into Microsoft Copilot, used standalone, or integrated into other systems.
Implementation & Onboarding Support	Standard implementation & onboarding support includes platform configuration, user management, live user onboarding, quarterly enablement, weekly reporting, value realization analysis, quarterly business reviews, access to a private group within the Databook community, and 9×5(PST) technical support.

II. THIRD-PARTY INTEGRATIONS

The following terms apply to Customers whose subscription to the Services include features whereby the Databook Services integrate with third-party software solutions, applications, or platforms.

(a) Third-Party Integrations. The Services may include access to certain integrations with third-party software solutions, applications, or platforms (such third-party solutions, applications, or platforms, “Third-Party Services,” the providers of the Third-Party Services, the “Third-Party Services Providers,” the integrations therewith, the “Third-Party Integrations”). Such Third-Party Integrations may be subject to additional terms that, if applicable, as set forth below. Access to Third-Party Integrations may involve additional fees, as set forth in an Order Document. Access to Third-Party Services may also be subject to separate fees, as well as separate terms and conditions.

(b) Terms Applicable to All Third-Party Integrations. Except as set forth with respect to a specific Third-Party Integration set forth below, the provision of this Section (b) applies to Customer’s use of all Third-Party Integrations.

(i) Notwithstanding any provision of this Agreement to the contrary, Databook makes no representations or warranties with respect to the Third-Party Services, use of any Third-Party Services is at Customer’s own risk, Databook shall have no liability with respect to the Third-Party Services and Databook’s indemnification obligations hereunder do not apply to claims arising from or relating to the Third-Party Services. Customer acknowledges that access to the Third-Party Integrations may be suspended or terminated (temporarily or permanently), with or without notice, if such integration ceases to be supported by the applicable Third-Party Service Provider, if Databook’s agreement with such Third-Party Service Provider is terminated, or for other reasons. Databook shall have no liability to Customer based on the suspension or termination of access to the Third-Party Integrations.

(ii) A Third-Party Integration may enable Databook to access data stored or made available by Customer to the Third-Party Service Provider as part of the Third-Party Services (“Customer Third-Party Services Data”). Customer Third-Party Services Data may include, without limitation, personal data and other Confidential Information of Customer. A Third-Party Integration may also enable Databook to provide Customer Data to the Third-Party Services via the Third-Party Integrations. If Customer chooses to access a Third-Party Integration, Customer acknowledges, agrees, and authorizes Databook to: (i) integrate with and access the applicable Third-Party Services; (ii) to use, retrieve, and store the Customer Third-Party Services Data in connection with the provision of Databook’s Services for Customer; and (iii) provide Customer Data to the Third-Party Services in connection with the provision of the Databook’s Services for Customers.  Customer hereby grants all rights, consents and licenses to the Customer Third-Party Services Data (and the right to access and integrate with the applicable Third-Party Services) required for Databook and its subcontractors to access, use, and store the Customer Third-Party Services Data, and for Databook to provide Customer Data to the Third-Party Services, in each case in connection with the Services and as described in the Agreement. Customer represents and warrants that it has all rights necessary to grant the rights set forth herein. The Customer Third-Party Services Data shall be deemed and be subject to the same rights and restrictions applicable to Customer Data for all purposes under this Agreement.

III. MASTER CLASS

 

Product Name	Description
Business Fundamentals Master Class	Online class about Business Fundamentals for Enterprise Sales

 

The provisions below apply to Customer’s access to the Master Class services, to the extent made available to Customer.

(a) Master Class Services. The following additional terms apply to Customer’s subscription to and use of Databook’s Master Class Services (“Master Class Services” and the subscription thereto the “Master Class Subscription”).  The details of Customer’s access to the Master Class Services shall be set forth in the Order Document.  If Customer subscribes to the Master Class Services, Customer will be provided access to certain streaming video content (the “Licensed Content”) on a non-downloadable basis.  Databook hereby grants Customer a term-limited license to view the Licensed Content included in Customer’s Master Class Subscription (if any) through Databook’s website or Databook’s mobile applications (collectively, the “Permitted Streaming Platforms”), on a non-downloadable basis, for Customer’s internal business purposes, subject to any authorized user or other limitations set forth in the Order Document.  In addition to any restrictions set forth in other provisions of this Agreement (including, without limitation, Section 2.4), which such restrictions shall apply to Customer’s access to the Master Class Services, Customer will not, and will not permit any third-party (including any Authorized User) to: (i) remove, modify, or obscure any copyright or proprietary notices contained in the Master Class Services or Licensed Content; (ii) attempt to download, export, take a screenshot, or otherwise attempt to retain or provide access to the Licensed Content outside of the Permitted Streaming Platforms; or (iii) or use the Master Class Services or Licensed Content for any purposes competitive with Databook.

IV. DATABOOK API LICENSE TERMS

Product Name	Description
Databook API	Databook’s external API enables customers to integrate Databook’s account intelligence into your data lake / data warehouse to use as part of internal data and insights. The Conversational API can be called on demand or batched on a frequency that is relevant for each use case.

 

These Databook API License Terms (the “API Terms”) govern Customer’s use of Databook’s API (as defined below). Customer shall be authorized to access the API only to the extent set forth in an applicable Order Document. Capitalized terms undefined herein shall have the meaning set forth in the MSA. The terms of the Agreement shall apply to Customer’s use of and access to the API, except to the extent of express conflict with these API Terms.

1. Definitions.

“API” means Databook’s application programming interface and any API Documentation or other API materials made available to Customer by Databook, including, without limitation, through Databook’s website, including any Updates.

“API Documentation” means the API documentation made available to Customer by Databook from time to time, including, without limitation, documentation found at https://api.databook.com/docs.

“API Key” means the security key Databook makes available for Customer to access the API.

“Applications” means any applications developed by Customer to interact with the API.

“Customer Data” means the data and other information and content supplied by or on behalf of Customer for processing by, or use with, the Services, including via the API or the Applications.

“Output” means the results or other output of the Services generated for or on behalf of Customer, including via the API or the Applications.

“Services” means Databook’s hosted services, content and mobile software as described on the applicable Order Document, and shall expressly include the API and any aspects of the Services made available by Databook through the Applications.

“Updates” means any updates, bug fixes, patches, or other error corrections to the API that Databook generally makes to all Customers of the API.

2. License.

(a) License Grant. Subject to and conditioned on Customer’s payment of Fees and compliance with all other terms and conditions set forth in these API Terms and the Agreement, Databook hereby grants Customer a limited, revocable, non-exclusive, non-transferable, non-sublicensable license during the term of the Agreement to use the API solely for the purposes of internally developing the Applications that will communicate and interoperate with the Services. Customer agrees to provide attribution to Databook when using the API in any products or services by displaying the text “Powered by Databook” or similar language approved by Databook in writing and associated hyperlink to the Databook platform, in a reasonably prominent location within the Application.

(b) Use Restrictions. Customer shall not use the API for any purposes beyond the scope of the license granted in these API Terms or in a manner that results in a breach of the Agreement. Without limiting the foregoing and except as expressly set forth in these API Terms, Customer shall not at any time, and shall not permit others to: (i) copy, modify, or create derivative works of the API, in whole or in part; (ii) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the API; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the API, in whole or in part; (iv) use the API in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law; (v) combine or integrate the API with any software, technology, services, or materials not authorized by Databook; (vi) design or permit the Applications to disable, override, or otherwise interfere with any Databook-implemented communications to end users, consent screens, user settings, alerts, warning, or the like; (vii) use the API in any of the Applications to replicate the user experience of the Services; (viii) attempt to cloak or conceal Customer’s identity or the identity of the Applications when requesting authorization to use the API; (ix) use the API or Applications to permit anyone other than Customer’s Authorized Users access to the Services or access any Output therefrom (except to the extent permitted under the Agreement); (x) use the API to extract, store, or share Raw Data from the Services; (xi) access the API in any manner that (a) compromises, breaks or circumvents any of Databook’s technical processes or security measures associated with the Services, or (b) poses a security vulnerability to customers or users of the Services, (xii) use the API or Applications in a manner that Databook reasonable considers abusive usage or circumvents usage limitations; (xiii) interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services; or (xiv) use the API in a manner that results in Customer’s breach of the Agreement. “Raw Data” shall mean raw financial, firmographic, or industry classification data.

(c) Applicability of Restrictions on Use of Services. If Customer is granted access to the API: (i) these API Terms are deemed to be part of and incorporated by reference into the Agreement; and (ii) the term “Services,” as used in the Agreement, shall include the API. Any restrictions on Customer’s use of the Services or any Customer obligations relating to the Services, as well as Databook’s rights with respect to Customer’s use of the Services and Customer Data shall equally apply to Customer’s use of the API, access to features of the Services via the Application, and Customer Data made available to Databook via use of the API and Applications. Notwithstanding the foregoing, Databook has no responsibility for and makes no representations or warranties regarding the Applications.

(d) Reservation of Rights. Databook reserves all rights not expressly granted to Customer in these API Terms. Except for the limited rights and licenses expressly granted under these API Terms, nothing in these API Terms grant to Customer or any third party, by implication, waiver, estoppel, or otherwise, any intellectual property rights or other right, title, or interest in or to the API.

3. Customer Responsibilities.

(a) Customer is responsible and liable for all uses of the API resulting from access provided by Customer, directly or indirectly, whether such access or use is permitted by or in violation of these API Terms or the Agreement.

(b) Customer must obtain an API Key to use and access the API. Customer may not share the API Key with any third party, must keep the API Key and all log-in information secure, and must use the API Key as Customer’s sole means of accessing the API. The API Key may be revoked at any time by Databook if Databook reasonably believes Customer has or is likely to violate these API Terms or the Agreement.

(c) Customer shall comply with all terms and conditions of these API Terms, the Agreement, all applicable laws, rules, and regulations, and all guidelines, standards, and requirements set forth in the API Documentation or otherwise communicated by Databook. Such technical requirements may include, but are not limited to, supported programming languages, authentication methods, rate limits, and data formatting standards.

(d) Customer will use commercially reasonable efforts to safeguard the API from infringement, misappropriation, theft, misuse, or unauthorized access. Customer will promptly notify Databook if Customer becomes aware of any infringement of any intellectual property rights in the API and will fully cooperate with Databook in any legal action taken by Databook to enforce Databook’s intellectual property rights.

(e) The Applications may only be made available and used by Authorized Users,

4. Security. Customer agrees to comply with industry standard security measures as further described in the API Documentation.
5. No Support; Updates.

(a) No Support. This Agreement does not entitle Customer to any support for the API.

(b) Updates. During the Term, Databook may provide Customer any Updates, each of which are a part of the API and are subject to the terms and conditions of this Agreement. Customer acknowledges that Databook may require Customer to obtain and use the most recent version of the API. Updates may adversely affect how the Applications communicate with the Services. Customer is required to make any changes to the Applications that are required for integration as a result of such Update at Customer’s sole cost and expense.

(c) Backward Compatibility. Databook strives to maintain backward compatibility for the API but does not guarantee it for all Updates. Major version changes may include breaking changes that are not backward compatible. Databook will provide detailed documentation on any breaking changes and will support the previous major version for a minimum of 6 months after the release of a new major version to allow customers time to update their Applications.

6. Fee Circumvention Prohibition. Customer agrees not to use the API or any Applications in a manner designed to avoid incurring fees or to circumvent any usage-based or user-based fees that are part of the Agreement or any applicable Order Document. Without limiting the foregoing, Customer shall not, and shall not permit others to, engage in any activity that results in the artificial reduction of usage counts or metrics that may affect fees payable under the Agreement. Any attempt to circumvent fee obligations through the use of the API, whether by unauthorized access, altering the functionality of the API, or by any other means, constitutes a breach of these API Terms and may result in immediate suspension or termination of Customer’s access to the API, in addition to other remedies available to Databook.
7. Intellectual Property Ownership. Customer acknowledges that, as between Customer and Databook, (a) Databook owns all right, title, and interest, including all intellectual property rights, in and to the API and the Services; and (b) Customer owns all right, title, and interest, including all intellectual property rights, in and to the Applications, excluding the aforementioned rights in Section 7(a).
8. Trademark Usage. Customer may use Databook’s trademarks, service marks, and logos (collectively, “Databook Marks”) solely in connection with the authorized use of the API and Applications, subject to Databook’s trademark usage guidelines as may be provided or updated from time to time. Any goodwill generated by Customer’s use of Databook Marks shall inure to the benefit of Databook. Customer shall not use Databook Marks in any manner that may diminish or otherwise damage Databook’s rights or the goodwill associated with Databook Marks. Customer shall not use Databook Marks to imply any relationship with, affiliation with, sponsorship, or endorsement by Databook, unless expressly permitted in writing by Databook.
9. Databook’s Rights for Compliance and Verification. Customer acknowledges that Databook may monitor any API activity from its own systems to ensure quality, improve Databook products and services, and ensure compliance with these API Terms and the Agreement. The Customer must not interfere or attempt to interfere with such monitoring or otherwise obscure from Databook the API activity. Databook may use any technical means to overcome such interference.
10. Term and Termination.

(a) Term. The term of the API Terms and the license granted hereunder shall be as set forth in the applicable Order Document, as governed by the Agreement.

(b) Termination. The termination provisions of the Agreement shall apply to these API Terms, provided that Databook may immediately suspend or terminate Customer’s license hereunder and access to the API if Databook reasonably believes Customer’s use thereof will result in or threaten a breach of the Agreement or these API Terms.

(c) Effect of Expiration or Termination. Upon expiration or termination of this Agreement for any reason all licenses and rights granted to Customer under this Agreement will also terminate and Customer must cease using, destroy, and permanently erase all copies of the API from all devices and systems Customer directly or indirectly controls.

(d) Survival. Any terms that by their nature are intended to continue beyond the termination or expiration of this Agreement will survive termination.

11. Indemnification by Customer. Customer agrees to indemnify, defend, and hold harmless Databook Labs, Inc. and its directors, officers, employees, agents, affiliates, successors, and assigns (collectively, the “Indemnified Parties”) from and against any and all losses, damages, liabilities, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees, incurred by the Indemnified Parties, arising out of or resulting from (a) any breach of these API Terms by Customer, (b) any allegation or claim that any Application developed by Customer and interacting with the API infringes or misappropriates any third-party proprietary or intellectual property rights, or (c) any data breach or security breach affecting the Applications. In the event that any such indemnification is sought by the Indemnified Parties, Databook Labs, Inc. shall provide Customer with prompt written notice of such claim. Databook Labs, Inc. reserves the right, at its sole discretion, to assume full control of the defense and settlement of any claim subject to indemnification by Customer, with legal counsel of its choice. If Databook Labs, Inc. chooses to exercise this right, Customer shall cooperate with Databook Labs, Inc. in asserting any available defenses and in the conduct of such defense. Customer shall not settle any claim without the prior written consent of Databook Labs, Inc., which shall not be unreasonably withheld or delayed.