Business Subscription Purchase Agreement
Effective for Orders Placed Beginning on April 8, 2026
This Subscription Purchase Agreement (“Agreement”) is entered into by and between Abine, Inc., dba DeleteMe, a Delaware corporation with offices at 1 Marina Park Drive, Suite 1410, Boston, MA 02210, (“DeleteMe”) and the Customer entity identified on an Order Form referencing this Agreement or on the signature line (“Customer”), and shall be effective as of the last date of signature herein or the date of Customer signature on the Order Form, each as applicable (the “Effective Date”). The Parties agree and understand that any subsequent presented terms of service by DeleteMe shall not supersede any terms of this Agreement. The parties to this Agreement may be referred to as a “Party” singularly or the “Parties” collectively. In consideration of the promises and mutual agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, DeleteMe and Customer agree as follows:
1. Definitions.
“Administrative User(s)” means anyone granted access to the Services by Customer to manage User accounts.
“Affiliate” means an entity controlled by, controlling, or under common control with a Party during the period such control exists. For the purposes hereof “control” means the power to direct the operations, policies, and management of an entity through the ownership of more than fifty percent (50%) of the voting securities of such entity, by contract, or otherwise.
“Confidential Information” means any information, whether disclosed in written, oral, electronic or visual form, which is identified as confidential at the time of disclosure or should reasonably be understood to be confidential given the nature of the information and the circumstances surrounding the disclosure, including without limitation business, operations, finances, technologies, products and services, pricing, personnel, customers and suppliers, other proprietary information, and with regard to DeleteMe, the DeleteMe Property.
“Customer Data” means any data, material, information, or content provided by or on behalf of Customer to DeleteMe or collected, received, processed or maintained by DeleteMe in connection with the purpose of this Agreement.
“DeleteMe Property” means any DeleteMe technical information, techniques, ideas, methods, processes, software, interfaces, utilities, data, documents, directories, designs, user interfaces, know-how, intellectual property, information, Documentation, or materials of any kind (regardless of form) which has been or is acquired, created, developed or licensed by DeleteMe prior to or outside the scope of this Agreement and any improvement, modification or other derivative works thereof and all intellectual property rights therein.
“Documentation” means any user guides, help windows, or other documents relating to the use, performance, or technical information regarding the Services.
“Force Majeure Event” means any act or event, or circumstances beyond a Party’s reasonable control, which prevents a Party from performing its obligations under this Agreement, including but not limited to acts of God, epidemic, pandemic, terrorist acts, acts of war, labor strikes and other labor disturbances, or power surges or failures.
“Order Form(s)” means a sales order form or similar document referencing this Agreement, which has been mutually agreed to by the Parties either (i) in a mutually signed writing, or (ii) by a Customer issued purchase order expressly referencing a DeleteMe provided sales order form. If Customer licenses the Services(s) through a DeleteMe authorized reseller, an Order Form may be entered into between DeleteMe and the authorized reseller.
“Services” means the individual services as set forth in an Order Form and access to the DeleteMe software as a service platform.
“Subscription Term” means the time period during which Customer has access to the Services as set forth in an applicable Order Form.
“Usage Data” means anonymized data, including data that has been aggregated, generated, or derived from the operation and use of the Services which does not identify Customer or a User.
“User” means Customer’s employees, consultants, contractors, and agents who are authorized by Customer to access and use the Services as permitted under this Agreement. An Administrative User shall be considered a User.
2. Orders. An order shall be deemed placed when the Parties enter into one or more Order Forms which reference this Agreement, each of which shall be incorporated herein by reference. If a Customer Affiliate enters into an Order Form pursuant to this Agreement, by doing so such Affiliate agrees to be bound to the terms of this Agreement. Customer shall be responsible for the compliance of their Affiliates with the terms and conditions of this Agreement. Any additional Services purchased by Customer during an active Subscription Term shall be co-termed with the original Subscription Term unless otherwise agreed in writing by the Parties. Fees for such additional licenses shall be prorated based on the remaining time left in the Subscription Term.
3. License Grants and Ownership. All rights not expressly granted herein are reserved by DeleteMe, including but not limited to any intellectual property rights to the Services. All rights and licenses granted herein are subject to the terms of this Agreement.
3.1 DeleteMe License. DeleteMe grants Customer a non-exclusive, non-transferable (except as set forth herein) right, during the Subscription Term, to access and use the Services as stated in an Order Form. Customer is responsible for determining its Users and, if applicable, its Administrative Users. Customer may transfer seats from one User to another User during the Subscription Term if such transfer does not cause Customer to exceed the number of User seats licensed in each line of the Order Form.
3.2 Customer Data License. Customer grants DeleteMe a limited, non-exclusive right and license, during the Subscription Term, to use, access, reproduce, transmit, transmit to third parties, collect, and store the Customer Data, solely to the extent necessary to provide the Services and/or perform its obligations under this Agreement. Except as expressly licensed herein, Customer and its Affiliates shall retain all right, title and/or interest to the Customer Data.
3.3 Authorization. Customer and its Users hereby appoint DeleteMe as an authorized agent to exercise User’s privacy rights in DeleteMe’s provision of the Services. Individual Users will be requested to grant DeleteMe a Limited Power of Attorney solely to exercise such User’s rights as they relate to the Services including such actions as submitting opt-out requests to and communicating with third-party websites like data brokers or aggregators or other parties who have control over User personally identifiable information, signing opt-out documents, and any other action DeleteMe reasonably deems necessary to remove, suppress, or opt-out User personal information or otherwise perform the Service. This Limited Power of Attorney remains in full force and effect until the termination of all Order Forms under this Agreement. The Limited Power of Attorney shall be presented to Users as part of the Services onboarding.
4. Access and Acceptable Use.
4.1 Third-Party Integrations. The Services may now or in the future contain features that allow Customer to connect to third-party applications or services owned or operated by Customer’s service providers to enable integration between the Services and such third-party applications or services (“Third-Party Integrations”). If Customer elects to connect the Services to other services via any Third-Party Integrations, Customer agrees and understands that DeleteMe does not guarantee the continued availability of such connections, or that the Services will continue to interoperate with any Third-Party Integrations. Customer is responsible for procuring, maintaining, and complying with the terms of any subscriptions to third-party services and the integration of Third-Party Integrations.
4.2 Services Access. Customer may register a primary Administrative User. Such Administrative User is authorized to set up Customer’s account for additional Users and manage such User accounts. Customer shall be responsible for the acts or omissions of all of its Users.
4.3 Acceptable Use. Customer and its Users shall not:
- make the Services available to any third party not authorized or otherwise contemplated by this Agreement;
- willfully interfere with or disrupt the integrity of the Services, including sending any Customer Data that can harm or result in damage to the Services such as malicious code and malware;
- attempt to gain unauthorized access to the Services or its related systems or networks;
- remove or modify any program markings or any notice of DeleteMe’s or its licensors’ proprietary rights;
- probe, scan, or test the vulnerability of the Services, breach any security or authentication measures, or take any action that imposes an unreasonable or disproportionately large load on DeleteMe’s infrastructure;
- modify or attempt to expose the source code of or attempt to recreate any software which forms a part of the Services;
- knowingly provide inaccurate Customer Data in its use of the Services;
- defame, abuse, harass, stalk, threaten, or otherwise violate others’ rights;
- modify, adapt, sublicense, translate, sell, reverse engineer, decompile, or disassemble any portion of the Services;
- frame or mirror any portion of the Services;
- use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, data mine, or in any way reproduce or circumvent the navigational structure or presentation of the Services; or
- harvest or collect any other users’ information from the Services.
Customer agrees to promptly notify DeleteMe upon learning of any unauthorized use of Customer’s accounts or any other breach of security related to the rights granted under this Agreement. Upon such notification, or if DeleteMe learns of any malicious activity associated with any Customer or User account, DeleteMe may temporarily suspend such accounts to mitigate the effects of any security event or malicious activity, and when reasonably practicable and lawfully permitted, will provide Customer with notice of any such suspension. DeleteMe will use reasonable efforts to re-establish any temporarily suspended account promptly after the issue causing the suspension has been resolved. DeleteMe reserves the right to refuse registration of, or to cancel or block the login of, any Users who violate the terms of this Agreement.
4.4 Modifications. DeleteMe reserves the right to modify the Services from time to time in an effort to improve the functionality of the Services, however such changes shall not materially reduce the functionality provided during the Subscription Term.
5. Confidentiality and Security.
5.1 Confidentiality. During the Term of, and continuing after termination of this Agreement, each Party shall retain in confidence and not use except for the purposes described in this Agreement, the Confidential Information of the other Party disclosed by such Party or its Affiliates or made available in connection with this Agreement. The receiving party will use the same degree of care and discretion (but not less than reasonable care) to avoid disclosure, publication, or dissemination of the disclosing party’s Confidential Information as it uses with its own information of a similar nature. Except as authorized in this Agreement, the receiving party will not disclose the Confidential Information of the disclosing party to a third party other than to its employees, contractors, agents or advisors in connection with its performance of this Agreement, and the receiving party shall be liable to the disclosing party for any violation of this Agreement by such persons. Confidential Information shall not include Customer Data or information that (a) is publicly known at the time of disclosure; (b) is lawfully received from a third party not bound in a confidential relationship with the disclosing party; (c) is published or otherwise made known to the public by the disclosing party; or (d) was or is generated independently without use of the disclosing party’s Confidential Information. The receiving party may disclose Confidential Information as required to comply with orders of governmental entities that have jurisdiction over it or as otherwise required by law, provided that the receiving party (i) to the extent permitted by the governmental order or law, gives the disclosing party reasonable advance written notice to allow the disclosing party to seek a protective order or other appropriate remedy; (ii) discloses only that portion of the Confidential Information as is required; and (iii) uses commercially reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. Each Party owns and retains all rights, inclusive of all intellectual property rights, to their respective Confidential Information. If the receiving party discloses or uses (or threatens to disclose or to use) any Confidential Information of the disclosing party in breach of confidentiality protections hereunder, the disclosing party shall have the right, in addition to any other remedies available to it, to seek injunctive relief to enjoin such acts, it being specifically acknowledged by the Parties that any other remedy may be inadequate.
5.2 Security. DeleteMe shall maintain, use, and process any Customer Confidential Information and Customer Data in compliance with all applicable laws. DeleteMe shall establish and maintain administrative, physical, and technical safeguards designed to guard against the destruction, loss, or alteration of Customer Confidential Information and Customer Data. Without limiting the foregoing, DeleteMe shall at all times in connection with this Agreement: (i) maintain and enforce an information security program including administrative, physical and technical security policies and procedures with respect to its processing of Customer Data and Customer Confidential Information consistent with commercially reasonable industry practices and standards; (ii) provide technical and organizational safeguards designed to protect against accidental, unlawful or unauthorized access to or use, destruction, loss, alteration, disclosure, transfer, commingling or processing of such Customer Confidential Information or Customer Data and ensure a level of security appropriate to the risks presented by the processing of such information and the nature of such information, consistent with commercially reasonable industry practice and standards; (iii) take commercially reasonable measures to secure the Services against “hackers” and others who may seek, without authorization, to disrupt, damage, modify, access or otherwise use the Services or the information found therein; and (iv) take commercially reasonable measures to logically separate Customer Confidential Information and Customer Data from that of other customers. DeleteMe shall periodically test and continuously monitor its systems for potential areas where security could be breached and shall also periodically conduct security testing, including penetration testing. To the extent that DeleteMe utilizes service providers or subcontractors in connection with the performance of the Services, DeleteMe acknowledges that this provision applies equally to any such service provider or subcontractor, and such service provider or subcontractor will possess a level of security and data protection equal to DeleteMe. DeleteMe shall be responsible for the acts and omissions of its subcontractors in accordance with the terms of this Agreement.
5.3 Privacy Policy. All Customer Data shall be processed in compliance with DeleteMe’s then current privacy policy, which can be found at https://privacy.joindeleteme.com/policies.
6. Representations and Warranties; Disclaimer.
6.1 General Warranties. Each Party represents and warrants to the other Party that (i) it has all the necessary rights, approvals, consents and permissions to enter into this Agreement and to grant the rights and licenses herein; (ii) the execution, delivery and performance of this Agreement does not conflict with any agreement, instrument, judgment or understanding, oral or written, to which it is a party or by which it may be bound; and (iii) each Party will perform its obligations in conformance with all applicable laws and regulations, including, in the case of DeleteMe, privacy laws and regulations.
6.2 DeleteMe Performance Warranty. DeleteMe represents and warrants that it shall perform the Services in a professional and workmanlike manner consistent with generally accepted industry standards.
6.3 Customer Warranty. Customer represents and warrants that it has and shall maintain during the Term all rights necessary to provide the Customer Data and Customer Confidential Information to DeleteMe for the purpose of enabling DeleteMe to perform its obligations under this Agreement.
6.4 Warranty Disclaimer. EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES STATED HEREIN, USE OF THE DELETEME SERVICES IS AT THE CUSTOMER’S AND USER’S SOLE RISK. THE DELETEME SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” DELETEME, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS MAKE NO EXPRESS WARRANTIES AND DISCLAIM ALL IMPLIED WARRANTIES REGARDING THE SERVICES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, TOGETHER WITH ANY AND ALL WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE IN TRADE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM DELETEME OR ELSEWHERE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
7. Indemnification.
7.1 DeleteMe’s Indemnity. DeleteMe shall defend and indemnify Customer and its Affiliates and their officers, directors, employees and agents (the “Customer Indemnitees”) against actual damages, costs and expenses, including reasonable attorneys’ fees, suffered by the Customer Indemnitees arising out of a third-party claim that (i) the Services infringe or violate any valid patent, copyright, or trademark or misappropriates a third party’s trade secret, or (ii) DeleteMe does not have the right, title and/or interest to grant the license rights provided for herein and make available the Services; provided that, in each case, DeleteMe shall not be responsible for any claim to the extent arising from or relating to (a) Customer’s unauthorized use of the Services, or (b) any Customer Data used in combination with the Services if the claim would not have arisen but for such combination.
7.2 Customer’s Indemnity. Customer shall defend and indemnify DeleteMe and its Affiliates and their officers, directors, employees and agents (the “DeleteMe Indemnitees”) against any actual damages, costs and expenses, including reasonable attorneys’ fees, suffered by the DeleteMe Indemnitees arising out of any third-party claim that Customer does not have the right, title and/or interest to submit the Customer Data for the purposes of allowing DeleteMe to perform the Services.
7.3 Indemnity Procedures. The indemnifying party shall conduct and have sole control of the defense and settlement of any claim for which it has agreed to provide indemnification, provided that the indemnified party shall have the right to provide for its separate defense at its own expense. The indemnified party shall give prompt notice of all claims for which indemnity is sought and shall cooperate in defending against such claims, at the expense of the indemnifying party. The rights and remedies set forth in this Section 7 state each Party’s exclusive liability and exclusive rights and remedies with regard to claims made by a third party for intellectual property infringement or violation of a third party’s intellectual property rights.
8. Limitation of Liability. IN NO EVENT WILL DELETEME, ITS AFFILIATES OR SUBSIDIARIES BE LIABLE TO CUSTOMER OR ANY OTHER PARTY UNDER OR IN CONNECTION WITH THIS AGREEMENT FOR: (1) INCIDENTAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, LOSS OF GOODWILL, BUSINESS INTERRUPTION, LOSS OF USE, BUSINESS REPUTATION, OR LOST DATA, REGARDLESS OF THE FORM OF THE ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT PRODUCT LIABILITY OR OTHERWISE, EVEN IF DELETEME HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR (2) DAMAGES CAUSED BY CUSTOMER’S FAILURE TO PERFORM ITS OBLIGATIONS HEREUNDER. NOTWITHSTANDING THE FOREGOING, NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS DELETEME’S LIABILITY FOR LOSSES THAT MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. IN NO EVENT WILL DELETEME, ITS AFFILIATES OR SUBSIDIARIES BE LIABLE, IN THE AGGREGATE, TO CUSTOMER OR TO ANY OTHER PARTY FOR ANY AND ALL CLAIMS ARISING OUT OF OR CONNECTED WITH THIS AGREEMENT, IN AN AMOUNT EXCEEDING THE TOTAL AMOUNT ACTUALLY PAID TO DELETEME BY CUSTOMER UNDER THE TERMS OF THIS AGREEMENT DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING DELETEME’S RECEIPT OF NOTICE OF AN INITIAL CLAIM.
9. Term and Termination.
9.1 Term of Agreement. This Agreement shall commence on the Effective Date and will continue thereafter until sixty (60) days after the expiration of the last to expire of any existing Order Forms which are then in effect (the “Term”).
9.2 Termination for Breach. A Party may terminate this Agreement for material breach by the other Party, provided that in each instance of a claimed breach: (i) the non-breaching Party notifies the breaching Party in writing of such material breach within thirty (30) days of its occurrence, and (ii) the breach is not cured within thirty (30) days of receipt of such notice. An Order Form may only be terminated (in whole or in part) by a Party if the other Party fails to cure a material breach of the terms of such Order Form or of this Agreement as it relates to the terms of such Order Form within thirty (30) days after receiving written notice of the material breach from the non-breaching Party. The termination of a particular Order Form shall not impact the validity of other Order Forms or this Agreement. Any termination of this Agreement shall not become effective until all Order Forms referring to this Agreement are expired or terminated. The Parties agree that any unauthorized use of the Services by Customer or its Users shall be considered an incurable, material breach.
9.3 Effect of Termination. Upon any termination or expiration of this Agreement, all rights and obligations of the Parties shall end, other than the rights and obligations under Sections 5.1, 7, 8, 9.2, 9.4, 11 and 12 hereof.
9.4 Destruction of Data. DeleteMe shall destroy, using industry standard methods, all Customer Data either (i) upon request by Customer; or (ii) within sixty (60) days following any termination or expiration of this Agreement if such destruction has not already occurred. Upon request, DeleteMe shall confirm such destruction in writing. Upon the expiration or termination of any Order Form, Customer shall immediately discontinue use of and access to the Services set forth in such Order Form.
9.5 Post Termination Data Destruction Exception. If and only if a User under this Agreement migrates from a business subscription to an individual consumer subscription with DeleteMe prior to the expiration of the data destruction waiting period set forth in Section 9.4, all data provided by such User, including the granted Limited Power of Attorney, shall not be destroyed and shall migrate from the business subscription account for such User to such User’s individual consumer account. Such User shall be presented with individual consumer terms and conditions associated with the account and shall no longer be covered by the terms of this Agreement.
10. Insurance. DeleteMe shall maintain, at its expense, at all times during any Subscription Term set forth on an Order Form, insurance of such type and level as is reasonable and prudent in the industry. Such insurance shall be carried with responsible insurance companies of recognized standing which are authorized to do business in the state in which the Services are rendered and are rated A- or better by A.M. Best. Upon Customer’s request, DeleteMe shall furnish Customer with a certificate of insurance providing evidence of its insurance coverages.
11. Export Compliance. Customer use of, or access to the Services may be subject to export laws and regulations of the United States and other jurisdictions. Customer will not permit any access to or use Services in a U.S.-embargoed country or region or in violation of any U.S. export law or regulation, and Customer shall comply with all laws and regulations applicable to the use of the Services, including laws or regulations of the United States Department of Commerce, the United States Department of the Treasury’s Office of Foreign Assets Control, or any other United States or foreign agency or authority. Each Party represents that it is not named on any U.S. government denied-party list.
12. General.
12.1 Assignment and Subcontractors. Neither Party may assign this Agreement, or any of its rights or obligations hereunder (in whole or in part) without the prior written consent of the other Party. Notwithstanding the foregoing, DeleteMe may assign this Agreement, without Customer’s consent to a successor in interest to DeleteMe’s business in connection with a merger, sale of substantially all of its assets, change of control or by operation of law, or to an Affiliate, provided that (i) the assignee agrees to assume the obligations under this Agreement in writing and has adequate resources to meet its obligations hereunder; and (ii) the assignment shall not change the scope of work to be performed under any Order Form then in effect. The terms of this Agreement shall be binding upon the permitted successors and assigns of DeleteMe. DeleteMe may use subcontractors in its performance under this Agreement and shall be responsible for the acts and omissions of such subcontractors.
12.2 U.S. Government Users. The Services are provided as “commercial items” as that term is defined at 48 C.F.R. 2.101; consisting of “commercial computer software” and “commercial computer software documentation” and are subject to restrictions as set forth in FAR 12.212 and 48 CFR 227.7202.
12.3 Publicity. Upon Customer’s advance written consent, DeleteMe may use Customer’s name and logo for marketing and other promotional purposes.
12.4 Governing Law and Venue. This Agreement is governed by the laws of the State of Delaware, without regard to its conflict of laws principles. The Parties agree to submit to the exclusive jurisdiction of, and venue in, the courts in the State of Delaware in any dispute arising out of or relating to this Agreement. The United Nations Convention on Contracts for the International Sale of Goods does not apply to the transactions contemplated by this Agreement. The Uniform Computer Information Transactions Act will not apply to this Agreement regardless of when and howsoever adopted, enacted, and further amended under the governing state laws.
12.5 Notices. Notices to DeleteMe by Customer shall be sent in writing to the address set forth above and shall also include a copy to: Office of the General Counsel, Abine, Inc., dba DeleteMe, 1 Marina Park Drive, Suite 1410, Boston, MA 02210, USA, and a copy via email to legal@joindeleteme.com. Notices to Customer by DeleteMe shall be sent in writing either via email or by mail to the Customer email address or address set forth in this Agreement. Notices sent in writing shall be deemed to be delivered (i) one day after delivery with a reputable overnight carrier, or (ii) three days after deposit with US Postal Service sent first class mail, return receipt requested.
12.6 Force Majeure. Neither Party shall be liable to the other Party for any failure or delay caused by a Force Majeure Event, provided the Party shall use reasonable efforts to remove such causes of nonperformance. Notwithstanding the foregoing, (i) neither Party is excused from its obligation to take reasonable steps to follow its disaster recovery procedures, and (ii) Customer is not excused from its payment obligation.
12.7 Relationship of the Parties. The relationship of the Parties is that of independent contractors and DeleteMe shall not be construed to be an employee, partner, or agent of Customer.
12.8 Entire Agreement. The terms of this Agreement (including any applicable exhibits, referenced documents, or Order Forms entered into pursuant to this Agreement) provide the complete understanding of the Parties with regard to the subject matter hereof and supersede all previous communications, agreements, proposals or representations related to the subject matter hereof.
12.9 Amendment. Except as otherwise expressly provided for herein, any waiver, amendment, or modification of any right or remedy, in whole or in part under this Agreement, or any additional or different terms in acknowledgments or other documents, will not be effective unless expressly agreed to in writing and signed by authorized representatives of each of the Parties.
12.10 Order of Precedence. Unless the Order Form expressly amends this Agreement and except as otherwise provided herein, the terms and conditions of this Agreement shall take precedence over any conflicting terms in the Order Form. It is expressly agreed that no additional or preprinted terms and conditions contained in any Customer purchase order, internet procurement portal or other non-DeleteMe document shall apply to the Services ordered.
12.11 Miscellaneous. This Agreement may be executed in counterparts, including information which is incorporated by written reference, which, taken together, will constitute one and the same instrument. The exchange of a fully executed Agreement (in counterparts or otherwise) by electronic means or in writing shall be sufficient to bind the Parties to the terms and conditions of this Agreement and to any Order Form.
