Appcolab Grid Master Subscription Agreement

Last Updated: April 19, 2026

THIS MASTER SUBSCRIPTION AGREEMENT ("AGREEMENT") IS A BINDING LEGAL CONTRACT BETWEEN Appcolab LLC, A COLORADO LIMITED LIABILITY COMPANY ("Appcolab," "WE," "US," OR "OUR"), AND THE INDIVIDUAL OR LEGAL ENTITY THAT INSTALLS, ACCESSES, OR USES THE Appcolab GRID APPLICATION OR ANY RELATED SERVICES ("CUSTOMER," "YOU," OR "YOUR"). THIS AGREEMENT GOVERNS YOUR ACCESS TO AND USE OF OUR SERVICES, INCLUDING THE FREE EDITION AND ANY PURCHASED SERVICES.

BY (A) CLICKING A BOX INDICATING ACCEPTANCE, (B) INSTALLING THE Appcolab GRID MANAGED PACKAGE FROM THE SALESFORCE APPEXCHANGE, (C) EXECUTING AN ORDER FORM THAT REFERENCES THIS AGREEMENT, OR (D) OTHERWISE ACCESSING OR USING THE SERVICES, YOU AGREE TO BE BOUND BY ALL TERMS OF THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT ACCESS OR USE THE SERVICES.

THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND A CLASS-ACTION WAIVER (SECTION 14). PLEASE READ IT CAREFULLY.

You may not access the Services if You are a direct competitor of Appcolab, except with Our prior written consent. You may not access the Services for purposes of monitoring their availability, performance, or functionality, or for any other benchmarking or competitive purposes.


1. DEFINITIONS

"Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity, where "control" means ownership of more than 50% of the voting interests.

"Appcolab Grid" or "App" means the Appcolab Grid managed package and any associated software, documentation, updates, and upgrades made available by Appcolab via the Salesforce AppExchange.

"Beta Features" means features, modules, or services identified by Appcolab as alpha, beta, preview, pilot, early access, or evaluation.

"Customer Data" means any electronic data or information submitted by or on behalf of Customer to the Services, including data stored in Grids.

"Documentation" means the user guide, help articles, and technical documentation for the Services made available by Appcolab.

"Free Edition" means the no-cost version of the Services described in Section 2.2, which permits the creation of up to two (2) Grids and the provisioning of up to two (2) Users per Customer org.

"Grid" means a distinct data grid instance created by Customer within Appcolab Grid.

"Malicious Code" means viruses, worms, time bombs, Trojan horses, ransomware, and other harmful or malicious code, files, scripts, agents, or programs.

"Order Form" means an ordering document or online order specifying the Purchased Services to be provided hereunder, executed by Customer and Appcolab or accepted by Customer through Our self-service checkout.

"Purchased Services" means Services that You or Your Affiliates purchase under an Order Form or subscription, as distinguished from the Free Edition.

"Salesforce" means salesforce.com, inc. or its applicable affiliate.

"SFDC Org" means Customer's Salesforce organization in which the App is installed.

"Services" means Appcolab Grid and any related online, technical, or support services provided by Appcolab, including both the Free Edition and Purchased Services.

"Subscription Term" means the initial term of a Customer's Purchased Services subscription as specified in the applicable Order Form, together with any renewal terms.

"Third-Party Applications" means online or offline software products or services that are provided by third parties and that interoperate with the Services.

"User" means an individual who is authorized by Customer to use the Services and has been supplied a user identification and password by Customer (or by Appcolab at Customer's request).


2. SERVICES

2.1 Provision of Services

Subject to the terms of this Agreement and, with respect to Purchased Services, the applicable Order Form, Appcolab will make the Services available to Customer for installation into Customer's SFDC Org during the applicable term. Customer may use the Services solely for its internal business purposes.

2.2 Free Edition

Appcolab makes the Free Edition available at no charge, subject to the following limits and conditions:

2.3 Purchased Services

Customer may upgrade to Purchased Services by executing an Order Form or completing an online purchase. Purchased Services entitle Customer to increased Grid and User limits as specified in the applicable plan, together with standard support and the warranties set forth in Section 10.

2.4 Beta Features

From time to time Appcolab may make Beta Features available to Customer. Beta Features are provided AS-IS, are not considered "Services" for purposes of warranties, indemnities, or service levels, and may be modified or discontinued at any time without notice. Customer's use of Beta Features is voluntary.

2.5 In-App Advertising and Product Communications

The Services, particularly the Free Edition, may contain advertisements, offers, feature promotions, and upsell prompts for Purchased Services or other Appcolab offerings. By accessing and continuing to use the Services, Customer consents to receive such communications in-app and by email to the account owner and active Users.

2.6 Updates

Appcolab may update the Services from time to time, including via managed-package upgrades pushed through the Salesforce AppExchange. Customer is responsible for accepting upgrades consistent with Appcolab's published upgrade schedule.


3. USE OF THE SERVICES

3.1 Customer Responsibilities

Customer shall: (a) maintain a valid, paid subscription to the Salesforce platform sufficient to operate the App; (b) be responsible for Users' compliance with this Agreement; (c) be responsible for the accuracy, quality, and legality of Customer Data and the means by which Customer acquired it; (d) use commercially reasonable efforts to prevent unauthorized access to or use of the Services and notify Appcolab promptly of any such unauthorized access or use; and (e) use the Services only in accordance with the Documentation and applicable laws.

3.2 Usage Restrictions

Customer shall not, and shall not permit any User or third party to: (a) make the Services available to, or use the Services for the benefit of, anyone other than Customer or its Users; (b) sell, resell, license, sublicense, distribute, rent, or lease the Services; (c) use the Services to store or transmit infringing, libelous, or otherwise unlawful material, or to store or transmit Malicious Code; (d) interfere with or disrupt the integrity or performance of the Services or third-party data contained therein; (e) attempt to gain unauthorized access to the Services or their related systems or networks; (f) copy, modify, or create derivative works of the Services or Documentation; (g) reverse engineer, decompile, or disassemble the Services, except to the extent such restriction is prohibited by applicable law; (h) access the Services to build a competitive product or service, or to benchmark the Services; (i) circumvent the usage limits of the Free Edition, including by creating multiple accounts or SFDC Orgs to exceed the two-Grid / two-User cap; or (j) permit a single User login to be used by more than one individual.

3.3 Suspension

Appcolab may suspend Customer's or any User's access to the Services, in whole or in part, if Appcolab reasonably determines that (a) there is a threat to the security or integrity of the Services; (b) Customer is in breach of Section 3.2; (c) Customer has failed to pay undisputed fees when due; or (d) suspension is required by law. Appcolab will, where practicable, provide notice before suspension.


4. FEES AND PAYMENT (Purchased Services)

4.1 Fees

Customer shall pay all fees specified in the applicable Order Form or online checkout. Except as otherwise specified, (a) fees are based on the number of Users and/or Grids purchased and not actual usage, (b) payment obligations are non-cancellable and fees paid are non-refundable, and (c) User and Grid counts cannot be decreased during the then-current Subscription Term except as provided in Section 4.4.

4.2 Billing Options

4.3 Auto-Renewal

Unless otherwise specified in an Order Form, subscriptions renew automatically at the end of each Subscription Term (monthly or annual, as applicable) at the then-current list price, unless either party provides written notice of non-renewal in accordance with Section 4.4.

4.4 Thirty (30) Day Notice for Cancellation and Seat Reduction

Consistent with Salesforce AppExchange partner requirements, Customer must provide Appcolab with at least thirty (30) days' prior written notice to (a) cancel or non-renew a subscription, or (b) reduce the number of Users (seats) or Grids at the next renewal. Notices received less than 30 days prior to the renewal date will take effect at the end of the following renewal period. For avoidance of doubt, seat reductions and cancellations do not take effect mid-term and do not entitle Customer to a refund of pre-paid fees.

4.5 Invoicing and Payment

Fees are due upon receipt of invoice, or upon charge to Customer's payment method on file. Customer shall maintain accurate billing and contact information. Overdue amounts bear interest at the lesser of 1.5% per month or the maximum rate permitted by law. Customer shall reimburse Appcolab for reasonable costs of collection. All fees are exclusive of taxes; Customer is responsible for all sales, use, VAT, withholding, and similar taxes other than taxes based on Appcolab's net income.

4.6 Price Changes

Appcolab may change list prices for renewal terms by providing notice (including by email) at least thirty (30) days prior to the renewal date.


5. PROPRIETARY RIGHTS

5.1 Appcolab IP

Appcolab and its licensors own all right, title, and interest in and to the Services, the App, the Documentation, and all related intellectual property rights. No rights are granted to Customer other than as expressly set forth in this Agreement.

5.2 Customer Data

As between the parties, Customer owns all Customer Data. Customer grants Appcolab a worldwide, non-exclusive, royalty-free license to host, copy, transmit, display, and process Customer Data solely as necessary to provide and maintain the Services, to prevent or address technical or security issues, and as required by law.

5.3 Feedback

If Customer or any User provides Appcolab with suggestions, enhancement requests, recommendations, or other feedback regarding the Services ("Feedback"), Appcolab may use and incorporate such Feedback without restriction or obligation. Customer grants Appcolab a perpetual, irrevocable, worldwide, royalty-free, sublicensable license to use and exploit all Feedback.

5.4 Usage Data

Appcolab may collect and use aggregated and de-identified data derived from the operation of the Services ("Usage Data") for any lawful business purpose, including to improve and market the Services, provided that such Usage Data does not identify Customer or any individual.


6. CONFIDENTIALITY

6.1 Definition

"Confidential Information" means all non-public information disclosed by a party ("Disclosing Party") to the other ("Receiving Party") that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Customer Data is Customer's Confidential Information. The terms of this Agreement and all Order Forms are the Confidential Information of both parties.

6.2 Protection

The Receiving Party shall (a) use the same degree of care to protect the Confidential Information as it uses for its own like information (but no less than reasonable care), (b) not use Confidential Information for any purpose outside the scope of this Agreement, and (c) limit access to Confidential Information to employees, contractors, and agents who need such access and are bound by confidentiality obligations no less protective than those herein.

6.3 Exclusions

Confidential Information does not include information that (a) is or becomes public without breach of this Agreement, (b) was known to the Receiving Party prior to disclosure, (c) is received from a third party without breach of any obligation, or (d) is independently developed without use of Confidential Information.

6.4 Compelled Disclosure

The Receiving Party may disclose Confidential Information if compelled by law, provided it gives the Disclosing Party prior notice (to the extent legally permitted) and reasonable assistance to contest the disclosure.


7. DATA PROTECTION AND PRIVACY

Appcolab will maintain commercially reasonable administrative, physical, and technical safeguards for the protection of the security, confidentiality, and integrity of Customer Data. Appcolab's collection and use of personal information is further described in its Privacy Policy. Customer is responsible for obtaining all necessary rights, consents, and authorizations for Appcolab to process Customer Data as contemplated by this Agreement.


8. SALESFORCE DISCLAIMER

Customer acknowledges and agrees that:


9. THIRD-PARTY APPLICATIONS

The Services may interoperate with Third-Party Applications. Customer's use of any Third-Party Application is subject to the terms of that application's provider, and Appcolab disclaims all liability arising from Customer's use of Third-Party Applications. Appcolab does not warrant Third-Party Applications and may cease to support any Third-Party Application integration at any time.


10. WARRANTIES AND DISCLAIMERS

10.1 Mutual Warranty

Each party represents and warrants that it has the legal power to enter into this Agreement.

10.2 Appcolab Warranty (Purchased Services Only)

Appcolab warrants that during an applicable Subscription Term for Purchased Services, the Services will perform materially in accordance with the Documentation. Customer's exclusive remedy, and Appcolab's sole obligation, for breach of this warranty is, at Appcolab's option, (a) to correct the non-conforming Services, or (b) to terminate the affected subscription and refund a pro-rata portion of pre-paid fees for the remainder of the Subscription Term.

10.3 Free Edition Disclaimer

THE FREE EDITION AND ALL BETA FEATURES ARE PROVIDED "AS-IS" AND "AS-AVAILABLE," WITHOUT ANY WARRANTY OF ANY KIND. Section 10.2 does not apply to the Free Edition or Beta Features.

10.4 General Disclaimer

EXCEPT AS EXPRESSLY PROVIDED IN SECTION 10.2, Appcolab MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. Appcolab DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, OR THAT ANY CONTENT, INCLUDING CUSTOMER DATA, WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED.


11. MUTUAL INDEMNIFICATION

11.1 Indemnification by Appcolab (Purchased Services Only)

Subject to Section 11.4, Appcolab shall defend Customer against any claim brought by a third party alleging that the Purchased Services, as used in accordance with this Agreement, infringe such third party's U.S. patent, copyright, or trademark, or misappropriate such third party's trade secret (a "Claim Against Customer"), and shall indemnify Customer for any damages finally awarded against Customer or amounts paid under a settlement approved by Appcolab. If Appcolab reasonably believes the Services may infringe, Appcolab may, at its option and expense: (a) modify the Services to be non-infringing without material loss of functionality, (b) obtain a license for Customer's continued use, or (c) terminate the affected subscription and refund any pre-paid fees covering the remainder of the then-current Subscription Term. This Section 11.1 does not apply to the Free Edition or Beta Features.

11.2 Indemnification by Customer

Customer shall defend Appcolab against any claim brought by a third party arising out of or relating to (a) Customer Data, (b) Customer's use of the Services in breach of this Agreement or in violation of applicable law, or (c) the combination of the Services with products, services, or data not provided by Appcolab (a "Claim Against Appcolab"), and shall indemnify Appcolab for any damages finally awarded or amounts paid under a settlement approved by Customer.

11.3 Procedure

The indemnified party shall (a) promptly notify the indemnifying party of the claim, (b) give the indemnifying party sole control of the defense and settlement (provided that no settlement admits liability of or imposes obligations on the indemnified party without consent), and (c) provide reasonable assistance at the indemnifying party's expense.

11.4 Exclusions

Appcolab's obligations under Section 11.1 do not apply to claims arising from (a) modifications to the Services not made by Appcolab, (b) combination of the Services with items not provided by Appcolab, (c) use of the Services in breach of this Agreement, or (d) Beta Features or the Free Edition.

11.5 Exclusive Remedy

This Section 11 states the indemnifying party's sole liability to, and the indemnified party's exclusive remedy against, the other party for any third-party claim described herein.


12. LIMITATION OF LIABILITY

12.1 Exclusion of Indirect Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUES, GOODWILL, OR DATA, ARISING OUT OF OR RELATED TO THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

12.2 Liability Cap

EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE GREATER OF (A) USD $100 OR (B) THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER TO Appcolab UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. For clarity, this cap applies equally to Free Edition and Purchased Services users; Free Edition users are capped at USD $100.

12.3 Carve-Outs

The limitations in Sections 12.1 and 12.2 do not apply to (a) Customer's payment obligations, (b) either party's indemnification obligations under Section 11, (c) either party's breach of Section 6 (Confidentiality), or (d) liability that cannot be limited under applicable law.


13. TERM AND TERMINATION

13.1 Term of Agreement

This Agreement commences on the date Customer first accepts it (including by installing the App) and continues until all subscriptions hereunder have expired or been terminated, or until terminated in accordance with this Section 13.

13.2 Term of Free Edition

The Free Edition continues until terminated by either party. Customer may stop using the Free Edition at any time by uninstalling the App. Appcolab may suspend or terminate the Free Edition at any time, for any reason or no reason, without notice and without liability.

13.3 Term of Purchased Services

Purchased Services subscriptions commence on the start date specified in the Order Form and continue for the Subscription Term specified therein. Subscriptions renew automatically as described in Section 4.3 unless either party provides the 30-day notice required by Section 4.4.

13.4 Termination for Cause

Either party may terminate this Agreement for cause (a) upon thirty (30) days' written notice of a material breach by the other party, if such breach remains uncured at the expiration of such period, or (b) immediately upon written notice if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation, or assignment for the benefit of creditors.

13.5 Effect of Termination

Upon termination or expiration: (a) Customer's right to access and use the Services ceases immediately and Customer shall uninstall the App from its SFDC Org; (b) Customer shall pay all undisputed fees owed through the effective date of termination; (c) Customer may request export of Customer Data within thirty (30) days following termination of Purchased Services, after which Appcolab may delete all Customer Data in its possession or control; and (d) for the Free Edition, Customer Data may be deleted immediately upon termination without further notice.

13.6 Survival

Sections 1, 4 (with respect to accrued amounts), 5, 6, 8, 10.3, 10.4, 11, 12, 13.5, 13.6, 14, and 15 survive termination or expiration of this Agreement.


14. GOVERNING LAW; DISPUTE RESOLUTION

14.1 Governing Law

This Agreement is governed by the laws of the State of Colorado, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

14.2 Binding Arbitration

Any dispute, claim, or controversy arising out of or relating to this Agreement or the Services, except as set forth in Section 14.4, shall be resolved by binding arbitration administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures (for claims under USD $250,000) or Comprehensive Arbitration Rules and Procedures (for larger claims). The arbitration shall be conducted in Denver, Colorado (or by videoconference at either party's election), before a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction.

14.3 Class-Action Waiver

EACH PARTY AGREES THAT ANY DISPUTE RESOLUTION PROCEEDING WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. If for any reason a claim proceeds in court rather than in arbitration, each party waives any right to a jury trial.

14.4 Exceptions

Notwithstanding Section 14.2, either party may (a) bring an individual action in small-claims court, or (b) seek injunctive or other equitable relief in a court of competent jurisdiction located in Denver County, Colorado to prevent the actual or threatened infringement, misappropriation, or violation of a party's intellectual property rights or Confidential Information.


15. GENERAL PROVISIONS

15.1 Entire Agreement; Order of Precedence

This Agreement, together with any Order Forms, constitutes the entire agreement between the parties regarding the subject matter and supersedes all prior or contemporaneous agreements, proposals, or representations. In the event of any conflict, the order of precedence is: (1) the applicable Order Form, (2) any mutually signed addendum, and (3) this Agreement.

15.2 Amendments

Appcolab may update this Agreement from time to time by posting an updated version on its website and/or within the App. For Purchased Services, material changes will take effect upon the next renewal following thirty (30) days' notice. For the Free Edition, changes are effective upon posting, and continued use constitutes acceptance.

15.3 Assignment

Neither party may assign this Agreement without the other party's prior written consent (not to be unreasonably withheld), except that either party may assign this Agreement in its entirety, without consent, to an Affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.

15.4 Notices

Notices to Appcolab must be sent to: Appcolab LLC, 15902 Red Bud Dr, Parker, CO 80134, Attn: Legal, with email copy to admin@appcolab.com. Notices to Customer may be sent to the email address on Customer's account. Notices are deemed given upon receipt (for email) or three (3) business days after deposit with a recognized overnight courier.

15.5 Force Majeure

Neither party is liable for any failure or delay in performance (other than payment obligations) caused by events beyond its reasonable control, including acts of God, war, terrorism, riots, labor disputes, governmental actions, pandemics, internet or utility failures, or Salesforce platform outages.

15.6 Independent Contractors

The parties are independent contractors. This Agreement does not create any partnership, franchise, joint venture, agency, fiduciary, or employment relationship.

15.7 No Third-Party Beneficiaries

There are no third-party beneficiaries to this Agreement.

15.8 Export Compliance

The Services may be subject to U.S. export control and economic sanctions laws. Customer shall not access or use the Services in violation of any such laws, and shall not permit access by any person or entity on a U.S. government denied-parties list or located in an embargoed country.

15.9 U.S. Government End Users

The Services are "commercial items" as defined in FAR 2.101. If licensed to U.S. government end users, the Services are provided with only those rights set forth in this Agreement.

15.10 Severability; Waiver

If any provision is held to be invalid or unenforceable, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall continue in full force. No waiver is effective unless in writing signed by the waiving party.

15.11 Electronic Signatures

The parties agree that facsimile and electronic (PDF or click-through) signatures are fully binding.

15.12 Headings

Headings are for convenience only and do not affect interpretation.


Appcolab LLC 15902 Red Bud Dr, Parker, CO 80134 Contact: admin@appcolab.com

Phone

Office: +1 725 333 6699

Email

Office: admin@appcolab.com

Site: https://appcolab.com

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