# ProspectMiner Subscriber Terms of Use
Effective Date: October 1, 2025
Last Updated: May 5, 2026
Applies to: Subscribers and prospective subscribers of ProspectMiner LLC's services, including users of ProspectMiner's mobile applications. Consumer prospects and leads delivered through ProspectMiner are governed by separate Terms of Use located at https://terms.prospectminer.io/.
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## 1. Acceptance and Agreement
These Subscriber Terms of Use ("Terms," "Agreement," or "Subscriber Terms") form a binding contract between you ("Subscriber," "User," "you," or "your") and ProspectMiner LLC, a Nevada limited liability company ("ProspectMiner," "Company," "we," "us," or "our") with its principal mailing address at PO Box 10547, Zephyr Cove, NV 89448.
By accessing or using the Service, installing or using ProspectMiner's mobile applications, creating an account, executing a Subscriber Agreement with ProspectMiner, or otherwise indicating your assent (including by clicking "I agree" or providing your initials), you accept and agree to be bound by these Terms in their entirety, the Subscriber Privacy Policy located at https://privacypolicy.prospectminer.io/, the Subscriber Agreement, and all other policies and agreements referenced herein or executed between you and ProspectMiner. If you do not agree, you must not access or use the Service or the mobile applications.
These Subscriber Terms supplement, and do not replace, the Subscriber Agreement. Where these Terms address the same subject matter as the Subscriber Agreement, the Subscriber Agreement controls.
## 2. Definitions
Capitalized terms not defined in these Terms have the meanings given in the Subscriber Agreement. In addition:
- "Service" means ProspectMiner's platform, software, integrations, lead distribution tools, AI features, content, mobile applications, and all related services made available to Subscribers.
- "Mobile Apps" means the native mobile applications ProspectMiner makes available for iOS (Apple App Store) and Android (Google Play Store), including any updates, releases, and successor versions.
- "User-Generated Content" means any content, materials, feedback, suggestions, or information you submit, post, upload, transmit, or otherwise provide to ProspectMiner or through the Service or Mobile Apps, including but not limited to voice recordings, voice transcriptions, photos, written notes, and to-do items.
- "AI Features" means artificial-intelligence-powered features of the Service, including but not limited to AI lead qualification, AI outbound calling and messaging, automated compliance review, AI-assisted content generation, voice transcription, and natural-language to-do parsing.
- "ProspectMiner Content" means all software, platform, source code, designs, graphics, text, images, videos, audio, branding, trademarks, service marks, logos, trade dress, trade secrets, methodologies, workflows, configurations, and other proprietary materials owned, controlled, licensed, or developed by ProspectMiner.
- "Third-Party Services" means any service, platform, software, or integration provided by a party other than ProspectMiner that you access through, integrate with, or use in connection with the Service or Mobile Apps.
## 3. Description of Service
ProspectMiner provides a subscription-based platform for licensed mortgage and lending professionals to receive exclusive consumer leads, manage those leads through integrated CRM functionality, and access ancillary services including AI-assisted intake, qualification, and communication tools, plus the Mobile Apps for lead performance monitoring, AI conversation review, and voice memo to-do management. Specific features, pricing, lead delivery commitments, and service levels are described in the Subscriber Agreement and the platform's then-current documentation. ProspectMiner reserves the right to modify, add, suspend, or discontinue features at any time, in its sole discretion, without prior notice except where notice is required by the Subscriber Agreement.
## 4. Eligibility and Account Registration
To use the Service as a Subscriber, you must:
- Be at least eighteen (18) years of age and have the legal capacity to form a binding contract
- Be authorized to act on behalf of any business entity you represent
- Hold and maintain all licenses, registrations, and authorizations required to engage in lending, mortgage, insurance, or other lead-product activities in each state where you operate
- Comply with all laws and regulations applicable to your business
- Not be on any U.S. Treasury Office of Foreign Assets Control sanctions list, denied-party list, or similar list maintained by any government
You are responsible for maintaining the confidentiality of your account credentials and for all activity occurring under your account, including activity on the Mobile Apps. You agree to notify ProspectMiner immediately of any unauthorized access or use. ProspectMiner is not liable for any loss arising from unauthorized use of your account.
You agree to provide accurate, current, and complete information during registration and to maintain the accuracy of that information. ProspectMiner may suspend or terminate accounts containing false, misleading, or outdated information.
## 5. Subscription Plans, Fees, and Promotions
### 5.1 Subscription Plans
The Service is offered on a subscription basis as described in the Subscriber Agreement and the then-current pricing schedule. ProspectMiner may offer multiple plan tiers (including but not limited to Pay-Per-Lead, Prepaid Lead Packages, CRM Subscription Tiers, AI-Employee tier, and white-label add-ons) with different features, capabilities, pricing, and Mobile App access levels.
### 5.2 Fees and Billing
All fees are payable in accordance with the Subscriber Agreement and the pricing terms in effect at the time of your subscription, lead delivery, package purchase, or auto-renewal. Fees may be changed prospectively as described in the Subscriber Agreement. All fees are non-refundable except where the Subscriber Agreement expressly provides otherwise. You authorize ProspectMiner to charge your payment method on file for all amounts owed.
### 5.3 Mobile App In-App Purchases
The Mobile Apps may offer in-app purchases for premium subscription tiers, additional capacity, or feature unlocks. In-app purchases are processed by Apple (App Store) or Google (Google Play) according to their respective platform terms. Refund and dispute resolution for in-app purchases are governed by the platform operator's policies, and ProspectMiner's role is limited to providing the corresponding service entitlement once a valid in-app purchase is confirmed by the platform. Subscriber acknowledges that platform operators retain a percentage of in-app purchase proceeds (typically 15-30%) and that this affects the gross-to-net economics of in-app purchases compared to direct subscription billing.
### 5.4 Promotions, Contests, Sweepstakes, Referral Programs
ProspectMiner may, from time to time, offer promotions, contests, sweepstakes, referral bonuses, discount codes, free-trial periods, or other promotional programs (each, a "Promotion"). Each Promotion may be subject to additional terms posted in connection with the Promotion. To the extent any Promotion-specific terms conflict with these Terms or the Subscriber Agreement, the Promotion-specific terms control with respect to that Promotion only. ProspectMiner reserves the right to modify, suspend, or terminate any Promotion at any time, in its sole discretion, without notice. Participation in any Promotion is voluntary, and ProspectMiner is not liable for any loss, harm, or expense arising from your participation.
ProspectMiner reserves the right to disqualify any participant from a Promotion for any reason, including but not limited to suspected fraud, abuse, multiple-entry violations, or violation of any law or these Terms. ProspectMiner's decisions regarding Promotions are final.
Where required by law, the official rules, eligibility requirements, prize descriptions, odds of winning, sponsor identification, and other disclosures for each Promotion will be posted at https://termsofuse.prospectminer.io/promotions/ or in connection with the specific Promotion.
### 5.5 Taxes
Fees do not include taxes. You are responsible for all applicable taxes related to your purchase or use of the Service or Mobile Apps, except for taxes on ProspectMiner's net income.
## 6. License Grant to Subscriber
### 6.1 Service License
Subject to your continued compliance with these Terms, the Subscriber Agreement, the Subscriber Privacy Policy, and payment of all applicable fees, ProspectMiner grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your internal business purposes only, solely as expressly permitted by ProspectMiner.
### 6.2 Mobile App License
ProspectMiner grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the Mobile Apps on devices you own or control, for your personal and internal business use only, solely in accordance with these Terms, the Subscriber Privacy Policy, the Apple App Store Terms of Service (where applicable), and the Google Play Terms of Service (where applicable). The Mobile App license does not grant you any rights in the underlying source code, server-side infrastructure, or any other ProspectMiner Content beyond the runtime use of the Mobile Apps. You may not redistribute, sublicense, lease, lend, or transfer the Mobile Apps or your access credentials to any third party.
### 6.3 No Other Rights
This license is the only right granted to you. ProspectMiner reserves all other rights. Nothing in these Terms or the Subscriber Agreement transfers any ownership of the ProspectMiner Content, the Service, or the Mobile Apps to you.
## 7. Restrictions on Your Use of the Service and Mobile Apps
You will not, and will not permit any third party to:
(a) Reverse engineer, decompile, disassemble, or attempt to derive source code, algorithms, or trade secrets from the Service or the Mobile Apps
(b) Modify, adapt, translate, or create derivative works of the Service, the Mobile Apps, or the ProspectMiner Content
(c) Copy, reproduce, distribute, sell, sublicense, lease, rent, lend, or otherwise transfer the Service, the Mobile Apps, or ProspectMiner Content
(d) Remove, obscure, or alter any proprietary notices on the Service or the Mobile Apps
(e) Use the Service or the Mobile Apps to develop, train, or improve any competing product, service, or AI/ML model
(f) Use the Service or the Mobile Apps to scrape, harvest, or bulk-collect data
(g) Circumvent or attempt to circumvent any security, access control, throttling, or licensing mechanism, including in-app purchase validation, license verification, or platform-specific entitlement checks
(h) Use the Service or the Mobile Apps to violate any law, regulation, or third-party rights, including but not limited to wiretap, eavesdropping, and recording laws
(i) Use the Service or the Mobile Apps in a manner that interferes with or disrupts the Service, the Mobile Apps, or any other Subscriber's use thereof
(j) Use the Service or the Mobile Apps to send spam, malware, viruses, ransomware, or other malicious content
(k) Use the Service or the Mobile Apps to engage in or facilitate illegal lending, predatory lending, fraud, or any practice that violates consumer protection law
(l) Resell, broker, or redistribute leads delivered through the Service in violation of the Subscriber Agreement
(m) Use the Mobile Apps' voice memo feature to record private conversations of third parties without those parties' knowing and informed consent, in violation of any applicable wiretap, eavesdropping, or recording law
(n) Modify or tamper with the Mobile Apps' permission system, including circumventing operating system permission prompts or using accessibility services to grant permissions automatically
(o) Run the Mobile Apps on jailbroken (iOS) or rooted (Android) devices, modified emulators, or other configurations that bypass platform security
(p) Use the Service or Mobile Apps in any manner not expressly permitted by these Terms or the Subscriber Agreement
Violation of any restriction in this Section 7 is a material breach and may result in immediate suspension or termination of your account and revocation of your Mobile App license, in addition to other remedies available to ProspectMiner.
## 8. Intellectual Property; ProspectMiner's Exclusive Rights
### 8.1 ProspectMiner Ownership
The Service, the Mobile Apps, the ProspectMiner Content, all software, configurations, workflows, methodologies, AI models, training data derived from your use, analytics, aggregated data, derivative works, and all intellectual property rights therein (including all copyrights, trademarks, trade secrets, patents, and other proprietary rights) are and will remain the sole and exclusive property of ProspectMiner and its licensors. No work-made-for-hire is created by your use of the Service or the Mobile Apps. Except for the limited licenses expressly granted in Section 6, no rights are granted to you in or to the ProspectMiner Content, the Service, or the Mobile Apps.
### 8.2 Trademarks
"ProspectMiner," "FlowStatus," the ProspectMiner and FlowStatus logos, and all related names, logos, product and service names, designs, and slogans are trademarks or service marks of ProspectMiner LLC or its affiliates. You may not use such marks without ProspectMiner's prior written permission. All other names, logos, product and service names, designs, and slogans appearing on the Service or in the Mobile Apps belong to their respective owners.
### 8.3 User-Generated Content; Voice Recordings; Feedback
(a) Your ownership. You retain ownership of any User-Generated Content that you create and that exists independently of the Service and Mobile Apps, including raw voice recordings made through the Mobile Apps' voice memo feature, photos you take, written notes, and to-do items.
(b) License to ProspectMiner. By submitting, posting, uploading, recording, or otherwise providing User-Generated Content to ProspectMiner or through the Service or Mobile Apps, you grant ProspectMiner an irrevocable, perpetual, worldwide, royalty-free, fully paid-up, sublicensable, transferable, non-exclusive license to use, reproduce, modify, adapt, publish, translate, create derivative works from (including transcriptions, summaries, structured data extractions, and natural-language interpretations), distribute, perform, display, exploit, and otherwise use the User-Generated Content in any media, format, or technology now known or later developed, for any purpose, including for commercial purposes, AI/ML model improvement, analytics, and product development, without notice to you and without obligation to compensate you. This license expressly extends to voice recordings made through the Mobile Apps' voice memo feature, voice transcriptions generated from those recordings, and any structured data extracted from such transcriptions.
(c) Voice recording specific provisions. You acknowledge and agree:
- Voice recordings made through the Mobile Apps' voice memo feature are processed by third-party speech-to-text providers (such as OpenAI Whisper, AssemblyAI, Deepgram, or similar) per the Subscriber Privacy Policy
- ProspectMiner may use aggregated, de-identified voice recording data to improve speech recognition accuracy, voice memo feature usability, and related AI/ML capabilities
- For uses that involve individually-identifiable voice samples being used in machine learning model training, ProspectMiner will request your affirmative opt-in consent
- You are solely responsible for the lawfulness of any voice recording you make and for compliance with all applicable wiretap, eavesdropping, and recording laws
- ProspectMiner disclaims all liability arising from your unlawful use of the voice memo feature
(d) Moral rights waiver. You hereby waive any moral rights, rights of attribution, rights of integrity, droit moral, and similar rights you may have in or to the User-Generated Content, to the maximum extent permitted by law.
### 8.4 Feedback and Suggestions
Any feedback, comments, suggestions, ideas, recommendations, improvements, or other information you provide to ProspectMiner regarding the Service or the Mobile Apps, including bug reports, feature requests, performance observations, and improvement suggestions ("Feedback"), is given freely and without any obligation of confidentiality on ProspectMiner's part. ProspectMiner is free to use, disclose, reproduce, license, or otherwise distribute and exploit the Feedback as it sees fit, entirely without obligation, restriction, or compensation of any kind to you. You will have no claim to any ownership, attribution, royalty, or compensation for any Feedback you provide.
### 8.5 Aggregated Data
ProspectMiner may compile, aggregate, anonymize, and de-identify Subscriber Data and Mobile App usage data to create derivative analytics, benchmarks, statistical models, and aggregated datasets ("Aggregated Data"). You agree that Aggregated Data is the sole property of ProspectMiner and that ProspectMiner may use, disclose, license, and commercialize Aggregated Data without restriction and without notice or compensation to you.
### 8.6 All Rights to All Data
To the maximum extent permitted by law, you acknowledge and agree that all data of all types generated by, processed through, derived from, or related to the Service or the Mobile Apps — including but not limited to consumer Lead data, voice recordings and transcriptions, location data, calendar interaction data, communications data, performance data, analytics data, training data, configuration data, and metadata — is the sole right of ownership and use of ProspectMiner, to use as it sees fit, subject only to the limited license to engage with delivered Leads granted under the Subscriber Agreement, the user-retained ownership rights expressly described in Section 8.3(a), and to applicable consumer privacy laws.
## 9. Mobile Apps Specific Terms
### 9.1 Voice Memo Feature
The Mobile Apps' voice memo feature allows you to record voice memos that are transcribed and added to a single rolling "Daily To-Do" calendar entry on your device-native calendar. You acknowledge:
(a) Use restrictions. You will use the voice memo feature only for your own personal and business to-do, reminder, and operational purposes. You will not use the voice memo feature to record private conversations of third parties without their consent. You acknowledge that the voice memo feature is NOT intended for and must NOT be used to record telephone calls, in-person meetings, depositions, interrogations, or other communications without all parties' knowing consent.
(b) Calendar integration. The voice memo feature creates calendar events on your device-native calendar (Apple Calendar, Google Calendar, or other supported provider) based on transcribed memo content. You authorize ProspectMiner to read your existing calendar events for conflict detection and free-slot routing, and to create or update calendar events on your behalf. You may revoke calendar access via your operating system settings at any time.
(c) Smart placement logic. The voice memo feature uses an algorithm to place to-do items in available calendar slots, automatically moving items to the next available slot if their original target time has passed. Items with specific time references (e.g., "3pm meeting") are fixed to those times. Generic to-do items rotate through available slots. ProspectMiner makes no warranty as to the accuracy, optimality, or appropriateness of automated calendar placement decisions.
(d) Transcription accuracy. Voice transcriptions are generated by third-party speech-to-text providers and may contain errors. ProspectMiner makes no warranty regarding transcription accuracy and is not liable for missed appointments, errors in to-do items, or other consequences resulting from transcription errors.
(e) Storage and deletion. Voice recordings and transcriptions are stored per the retention schedule in the Subscriber Privacy Policy. You may delete your voice memos and transcriptions at any time via the Mobile Apps' settings.
### 9.2 Lead Performance and AI Conversation Features
The Mobile Apps may display lead performance metrics, lifecycle stage indicators, and AI conversation transcripts associated with your account. You acknowledge:
(a) Lead performance metrics are derived from your account activity and may include subscriber-aggregated comparisons (e.g., your contact rate vs. network average)
(b) AI conversation transcripts are stored audit records of AI calls made on your account's behalf and may contain inaccuracies in transcription
(c) Mobile App data is not a substitute for the canonical record stored in the Service backend; in case of discrepancy, the backend record controls
(d) The Mobile Apps may display data with a delay (typically seconds to minutes) due to mobile network conditions and platform synchronization
### 9.3 App Store and Google Play Compliance
Your use of the Mobile Apps is also subject to:
- Apple Media Services Terms and Conditions (where applicable)
- Google Play Developer Distribution Agreement provisions applicable to end-users
Where the platform operator's terms conflict with these Terms, the platform operator's terms govern your relationship with the platform operator, and these Terms continue to govern your relationship with ProspectMiner.
### 9.4 Mobile App Updates
ProspectMiner may release updates to the Mobile Apps from time to time. You agree to install updates promptly to ensure feature availability, security, and compliance. ProspectMiner may discontinue support for older versions of the Mobile Apps with reasonable notice. Older app versions that are no longer supported may cease to function or display warnings.
### 9.5 Carrier Charges and Battery
Use of the Mobile Apps may consume cellular data and battery. You bear all costs of cellular data usage and accept that battery consumption is a normal part of mobile app operation. ProspectMiner is not liable for cellular data charges, battery degradation, or related device costs.
### 9.6 Mobile App Permissions
The Mobile Apps request operating system permissions for microphone, location, calendar, push notifications, photos, camera, and other features as detailed in the Subscriber Privacy Policy. You may grant or revoke any permission at any time through your device's operating system settings. Revocation will disable the corresponding feature, and ProspectMiner is not liable for reduced functionality resulting from permission revocation.
## 10. AI Features
### 10.1 ProspectMiner AI
ProspectMiner offers AI Features that may, among other things, qualify leads, conduct outbound calling and messaging on behalf of ProspectMiner during intake and re-engagement, perform compliance and quality review, generate content, transcribe voice recordings, parse natural-language to-do items, and assist your business operations. You acknowledge:
(a) AI Features may produce inaccurate, incomplete, biased, or outdated outputs
(b) AI Features should not be relied upon as a substitute for professional judgment, legal advice, financial advice, or specific expertise
(c) ProspectMiner may use third-party AI providers (such as Anthropic, OpenAI, Google, AssemblyAI, Deepgram, or others) to deliver AI Features, and your inputs may be processed by those providers subject to their terms
(d) ProspectMiner makes no warranty regarding the accuracy, completeness, or fitness of AI outputs, including voice transcriptions, calendar event generation, or location detection
(e) ProspectMiner may modify, discontinue, or replace AI Features at any time
(f) Decisions made by automated AI compliance and review systems may affect your account, as further described in the Subscriber Agreement
### 10.2 Subscriber AI
If you elect to use any AI outbound calling, messaging, or automation tool of your own (whether built into the Service such as the GHL AI Employee feature, or third-party such as Bland.ai, Synthflow, Vapi, or others) in connection with leads delivered through ProspectMiner, you must comply with all obligations in the Subscriber Agreement (including Section 16L) and all applicable AI disclosure, recording, and consumer protection laws. You retain full liability for the conduct of any such AI you deploy.
### 10.3 No Liability for AI Outputs
To the maximum extent permitted by law, ProspectMiner disclaims all liability arising from your reliance on AI Features, including any liability for inaccurate outputs, missed signals, hallucinations, biased recommendations, transcription errors, calendar mis-placements, location inaccuracies, or outcomes resulting from automated decisions. Your use of AI Features is at your own risk.
## 11. Third-Party Services and Integrations
The Service and Mobile Apps may integrate with, link to, or interoperate with Third-Party Services. ProspectMiner is not responsible for and does not endorse, warrant, or assume any liability for any Third-Party Service. Your use of any Third-Party Service is governed by the terms and policies of that third party. ProspectMiner may, in its discretion, modify or discontinue integrations with Third-Party Services at any time.
A current list of Third-Party Services used by ProspectMiner is included in the Subscriber Privacy Policy at https://privacypolicy.prospectminer.io/. By using the Service or the Mobile Apps, you agree that the privacy policies and terms of those Third-Party Services apply to information processed through them, in addition to ProspectMiner's policies.
## 12. Privacy
Your privacy is important to ProspectMiner. Our collection, use, retention, and disclosure of your information is described in the Subscriber Privacy Policy located at https://privacypolicy.prospectminer.io/. By using the Service or the Mobile Apps, you consent to the practices described in the Subscriber Privacy Policy, including the data collection authorizations granted in Section 16M of the Subscriber Agreement.
## 13. Disclaimers; No Warranties
THE SERVICE, THE MOBILE APPS, ALL CONTENT, AND ALL FEATURES (INCLUDING AI FEATURES AND VOICE MEMO FEATURES) ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PROSPECTMINER DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION:
- IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT
- WARRANTIES THAT THE SERVICE OR MOBILE APPS WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR HARMFUL COMPONENTS
- WARRANTIES REGARDING THE ACCURACY, COMPLETENESS, RELIABILITY, OR TIMELINESS OF ANY CONTENT, INCLUDING AI OUTPUTS, VOICE TRANSCRIPTIONS, LOCATION TAGGING, OR CALENDAR EVENT GENERATION
- WARRANTIES REGARDING ANY LEAD'S INTEREST, INTENT, ELIGIBILITY, CONVERSION RATE, CLOSE RATE, OR ANY OTHER PERFORMANCE OUTCOME
- WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE
- WARRANTIES THAT THE MOBILE APPS WILL BE COMPATIBLE WITH ANY SPECIFIC DEVICE, OPERATING SYSTEM VERSION, OR THIRD-PARTY APPLICATION
NO ADVICE OR INFORMATION OBTAINED FROM PROSPECTMINER OR THROUGH THE SERVICE OR MOBILE APPS CREATES ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
## 14. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
(a) IN NO EVENT WILL PROSPECTMINER, ITS AFFILIATES, OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS, LOST GOODWILL, LOST DATA, BUSINESS INTERRUPTION, MISSED APPOINTMENTS, OR COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATED TO THESE TERMS, THE SERVICE, OR THE MOBILE APPS, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF PROSPECTMINER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(b) PROSPECTMINER'S AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS, THE SERVICE, OR THE MOBILE APPS WILL NOT EXCEED THE AMOUNT YOU PAID TO PROSPECTMINER IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
(c) THE LIMITATIONS IN THIS SECTION 14 DO NOT APPLY TO YOUR PAYMENT OBLIGATIONS OR TO YOUR INDEMNIFICATION OBLIGATIONS.
(d) TO THE EXTENT THE LAW OF YOUR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SOME OR ALL OF THE LIMITATIONS IN THIS SECTION 14 MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, PROSPECTMINER'S LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
## 15. Indemnification
You agree to defend, indemnify, and hold harmless ProspectMiner, its affiliates, and their respective officers, directors, members, employees, agents, licensors, and successors from and against any and all claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising from or related to:
(a) Your access to or use of the Service or Mobile Apps
(b) Your violation of these Terms, the Subscriber Agreement, the Subscriber Privacy Policy, or any other agreement with ProspectMiner
(c) Your violation of any law, regulation, or third-party right (including intellectual property rights, privacy rights, rights of publicity, or wiretap and recording laws)
(d) Your User-Generated Content, including voice recordings made through the Mobile Apps
(e) Any conduct by you or by any AI tool you deploy, including any third-party AI service you use in connection with leads delivered through the Service
(f) Any dispute between you and a Lead or other third party
(g) Any allegation of misrepresentation, deceptive practices, or unfair business practices arising from your conduct
(h) Any allegation that your use of the Mobile Apps' voice memo feature violated wiretap, eavesdropping, recording, or privacy laws
ProspectMiner reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification, in which case you will cooperate with ProspectMiner's defense of the claim.
## 16. Termination
These Terms will continue in effect until terminated. ProspectMiner may suspend or terminate your access to the Service or revoke your Mobile App license, in whole or in part, at any time and for any reason, in its sole discretion, including without limitation for violation of these Terms or the Subscriber Agreement. You may terminate by ceasing all use of the Service and Mobile Apps and providing written notice in accordance with the Subscriber Agreement.
Upon termination:
- All licenses granted to you immediately terminate, including the Mobile App license
- You must immediately uninstall the Mobile Apps and cease all use of the Service and ProspectMiner Content
- Provisions of these Terms that by their nature should survive termination will survive, including but not limited to Sections 7, 8, 9 (with respect to retained licenses to User-Generated Content), 13, 14, 15, 17, 18, and 20
- Amounts owed to ProspectMiner remain payable; ProspectMiner is not obligated to refund any prepaid fees
- Your User-Generated Content may be deleted from active systems within thirty (30) days of termination, subject to retention exceptions in the Subscriber Privacy Policy
Termination does not limit any other right or remedy available to ProspectMiner.
## 17. Governing Law; Dispute Resolution
### 17.1 Governing Law
These Terms and any dispute arising from or related to these Terms, the Service, or the Mobile Apps are governed by the laws of the State of Nevada, without regard to its conflict-of-laws principles.
### 17.2 Mandatory Arbitration; Class Waiver
Any dispute, claim, or controversy arising out of or relating to these Terms, the Service, the Mobile Apps, or the relationship between you and ProspectMiner ("Dispute") will be resolved exclusively by binding arbitration administered under the Commercial Arbitration Rules of the American Arbitration Association or JAMS, as elected solely by ProspectMiner. The arbitrator has exclusive authority to resolve all issues of arbitrability, scope, and enforceability. The arbitration agreement is governed by the Federal Arbitration Act.
The seat, venue, and jurisdiction may be selected solely by ProspectMiner, including within Nevada. Proceedings and awards are confidential. Judgment on the award may be entered in any court of competent jurisdiction.
YOU AND PROSPECTMINER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF REPRESENTATIVE OR CLASS PROCEEDING.
### 17.3 Jury Trial Waiver
TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND PROSPECTMINER WAIVE THE RIGHT TO TRIAL BY JURY IN ANY DISPUTE.
### 17.4 ProspectMiner Right to Equitable Relief
Notwithstanding the foregoing, ProspectMiner may seek provisional injunctive relief in any court of competent jurisdiction to protect its intellectual property, Confidential Information, proprietary data, or platform security.
### 17.5 Time to Bring Claims
Any claim by you against ProspectMiner must be brought within one (1) year after the cause of action accrues, or it is permanently barred.
### 17.6 Prevailing Party Fees
The prevailing party in any Dispute is entitled to reasonable attorneys' fees, costs, and expenses.
### 17.7 Apple-Specific Acknowledgment (iOS Mobile App users)
For iOS users only: notwithstanding the arbitration provisions above, you acknowledge that Apple Inc. is a third-party beneficiary of these Terms with respect to the Mobile Apps as distributed via the Apple App Store, and Apple has the right (and is deemed to have accepted the right) to enforce these Terms against you. You and ProspectMiner agree that Apple is not responsible for the Mobile Apps or any claims related thereto, and any disputes regarding the Mobile Apps are between you and ProspectMiner (or, where applicable, Apple under their separate terms).
## 18. Right to Update These Terms
ProspectMiner reserves the unilateral right to update, modify, replace, or discontinue these Subscriber Terms of Use at any time, in its sole discretion, without prior notice except where notice is required by applicable law. The effective date and last-updated date at the top of these Terms will reflect the most recent revision.
It is YOUR responsibility, as a Subscriber or prospective Subscriber, to review these Terms periodically for changes. Your continued access to or use of the Service or the Mobile Apps following the posting of updated Terms constitutes your binding acceptance of the updated terms.
ProspectMiner is not obligated to provide individualized notice of changes to these Terms, except where required by applicable law. We may, in our discretion, provide notice through email, in-platform notification, in-app notification within the Mobile Apps, posting at https://termsofuse.prospectminer.io/, or other reasonable means.
If you do not agree to updated Terms, your sole remedy is to discontinue use of the Service and Mobile Apps and terminate your subscription in accordance with the Subscriber Agreement. Termination does not entitle you to a refund except as expressly provided in the Subscriber Agreement, and amounts owed to ProspectMiner remain payable.
You acknowledge that ProspectMiner may add new fees, change pricing, modify features, restrict use cases, change AI behavior, change data handling practices, change service-level commitments, change Mobile App functionality, or otherwise materially change the Service or Mobile Apps through updates to these Terms or the Subscriber Agreement, subject only to the prospective-effect and notice provisions in the Subscriber Agreement.
## 19. International Use
The Service and the Mobile Apps are operated from the United States. ProspectMiner makes no representation that the Service or the Mobile Apps are appropriate or available in any particular location outside the United States. If you access the Service or the Mobile Apps from outside the United States, you do so at your own initiative and are responsible for compliance with all applicable laws, including local export, import, and consumer protection laws.
## 20. Miscellaneous
### 20.1 Entire Agreement
These Subscriber Terms, the Subscriber Privacy Policy, the Subscriber Agreement, the Apple App Store Terms of Service (where applicable), the Google Play Terms of Service (where applicable), and any other written agreements executed between you and ProspectMiner constitute the entire agreement between the parties regarding the subject matter and supersede all prior or contemporaneous understandings, agreements, representations, and warranties.
### 20.2 Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect, and the invalid provision will be reformed to the minimum extent necessary to make it valid and enforceable while preserving the parties' intent.
### 20.3 No Waiver
ProspectMiner's failure to enforce any provision of these Terms is not a waiver of that provision or any other provision. Any waiver must be in writing, signed by ProspectMiner, to be effective.
### 20.4 Assignment
You may not assign or transfer these Terms or any rights or obligations hereunder without ProspectMiner's prior written consent, which may be withheld in ProspectMiner's sole discretion. Any attempted assignment in violation of this provision is void. ProspectMiner may freely assign these Terms.
### 20.5 No Third-Party Beneficiaries
Except for Apple Inc. as expressly identified in Section 17.7 (with respect to iOS Mobile App users), these Terms are for the sole benefit of you and ProspectMiner and do not create any rights in any third party.
### 20.6 Force Majeure
ProspectMiner is not liable for any failure or delay in performance arising from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, civil unrest, government action, labor disputes, supplier failures, internet or utility outages, third-party platform changes or outages, app store policy changes or removals, cyberattacks, or pandemic.
### 20.7 Notices
Notices to ProspectMiner under these Terms must be sent in writing to the address in Section 1, with a copy to [email protected]. Notices to you may be sent to any email address or physical address you have provided to ProspectMiner, or via in-app notification within the Mobile Apps.
### 20.8 Headings; Interpretation
Headings are for convenience only and do not affect interpretation. The terms "including" and "include" are not limiting. Any ambiguity in these Terms will not be construed against the drafter.
### 20.9 Independent Contractors
You and ProspectMiner are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, franchise, employment, or fiduciary relationship.
### 20.10 Electronic Signatures and Records
You consent to the use of electronic signatures and to the maintenance of electronic records of your transactions with ProspectMiner. Electronic signatures and records have the same legal effect as wet-ink signatures and physical records.
### 20.11 Survival
Sections 7, 8, 9 (with respect to retained licenses to User-Generated Content), 11, 12, 13, 14, 15, 16, 17, 18, 19, and 20, and any other provision that by its nature should survive, will survive termination of these Terms.
### 20.12 Confidentiality
Information you receive from ProspectMiner that is not generally available to the public is ProspectMiner's confidential information and must be protected using at least reasonable care, used only to perform under these Terms, and not disclosed to third parties without ProspectMiner's prior written consent.
## 21. Contact
For questions about these Terms, contact:
ProspectMiner LLC
Attn: Legal
PO Box 10547
Zephyr Cove, NV 89448