Terms of Service

By accessing, browsing, or using any services provided by Manta ("the Company," "Manta," "we," "us," or "our"), including but not limited to our website located at manta.blue, any data products, AI solutions, software, consulting services, reports, deliverables, APIs, tools, or any other services we provide (collectively, "the Services"), you ("User," "Client," "you," or "your") acknowledge that you have read, understood, and agree to be bound by these Terms of Service ("Terms"), our Privacy Policy, and all applicable laws and regulations.

IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE SERVICES. YOUR CONTINUED USE OF ANY SERVICES CONSTITUTES ACCEPTANCE OF THESE TERMS IN THEIR ENTIRETY.

These Terms constitute a legally binding agreement between you and Manta. We reserve the right to modify, amend, update, or replace these Terms at any time, in our sole discretion, without prior notice. Any changes will be effective immediately upon posting to our website. Your continued use of the Services following any changes constitutes acceptance of those changes. It is your sole responsibility to review these Terms periodically for updates. We may, but are not obligated to, notify you of material changes.

You represent and warrant that you are at least 18 years of age, have the legal capacity to enter into these Terms, and are not barred from using the Services under any applicable law. If you are using the Services on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, and "you" and "your" shall refer to both you individually and such entity.

These Terms apply to all visitors, users, clients, and any other person who accesses or uses the Services in any manner.

Manta is a data and technology company that provides a range of services across data, artificial intelligence, software development, marketing technology, and related fields. Our Services are custom-scoped and may vary from engagement to engagement.

Services May Include, But Are Not Limited To:

• Data sourcing, collection, aggregation, and delivery

• Lead generation and lead data services

• Data licensing and data brokerage

• AI-powered marketing solutions and campaign optimization

• Custom AI agent development and deployment

• Chatbot and conversational AI development

• Workflow automation and process optimization

• Custom software and application development

• API development and integration services

• Web development, SEO, and digital infrastructure

• Data pipeline design, implementation, and management

• Analytics, reporting, and business intelligence

• Data cleaning, normalization, and enrichment

• Consulting, strategy, and advisory services

• Any other data, AI, or technology services agreed upon in writing

IMPORTANT DISCLAIMERS REGARDING ALL SERVICES:

• All Services are provided on a custom, project-by-project basis unless otherwise agreed in writing

• The specific scope, deliverables, timeline, and pricing for any engagement are determined through mutual agreement between you and Manta prior to commencement of work

• We DO NOT guarantee any specific business outcomes, results, revenue, conversions, leads, sales, or return on investment from use of our Services

• Services are provided for informational and business purposes only and do NOT constitute legal, financial, tax, compliance, or professional advice of any kind

• We are NOT a law firm, accounting firm, or licensed professional services provider

• We make NO representations regarding the legal compliance of any data, deliverables, or services in any specific jurisdiction

• Past performance, case studies, or examples do not guarantee future results

• We reserve the right to decline any engagement for any reason at our sole discretion

• Service availability, features, and pricing are subject to change without notice

The following terms apply specifically to any data-related Services, including but not limited to data sourcing, lead generation, data licensing, data delivery, and data brokerage.

Data Sources

Data provided by Manta may be sourced from a variety of methods and sources, including but not limited to publicly available information, licensed third-party datasets, proprietary collection methods, web-based data aggregation, government and public records, and other lawful sources. We do NOT disclose our specific data sources, methodologies, or proprietary collection processes. Our data sourcing methods are confidential and constitute trade secrets.

Data Accuracy and Quality

WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, TIMELINESS, RELIABILITY, OR FITNESS FOR PURPOSE OF ANY DATA PROVIDED. Data is provided "AS IS" and may contain errors, omissions, duplicates, outdated information, or inaccuracies. You acknowledge that:

• Data may become stale or outdated immediately upon delivery

• Contact information, business details, and other data points may change without notice

• Data may contain duplicates, formatting inconsistencies, or incomplete records

• We make no warranty regarding deliverability rates, accuracy rates, or match rates

• Data quality may vary based on source, region, industry, and other factors

• We do not verify or validate every individual data point

• Sample data or previews are not guarantees of the quality or characteristics of full datasets

You are solely responsible for independently verifying any data before relying on it for business decisions, outreach, or any other purpose.

Permitted Use of Data

Unless otherwise agreed in writing, data provided by Manta is licensed for your internal business use only. You agree that you will NOT:

• Resell, sublicense, redistribute, or make available any data to third parties without prior written authorization

• Use data for any unlawful, fraudulent, deceptive, or harmful purpose

• Use data to harass, stalk, threaten, or harm any individual

• Use data in violation of any applicable privacy laws, regulations, or industry standards, including but not limited to the Telephone Consumer Protection Act (TCPA), CAN-SPAM Act, California Consumer Privacy Act (CCPA), General Data Protection Regulation (GDPR), Fair Credit Reporting Act (FCRA), or any other applicable data protection or privacy regulation

• Use data for purposes that would qualify it as a "consumer report" under the FCRA, including but not limited to credit decisions, insurance underwriting, employment screening, tenant screening, or any other purpose regulated by the FCRA

• Use data to discriminate against any individual or group based on race, color, religion, sex, national origin, age, disability, genetic information, sexual orientation, gender identity, or any other protected characteristic

• Attempt to re-identify anonymized or aggregated data

• Combine our data with other data in ways that violate applicable law

• Store or retain data beyond the agreed-upon license period, if any

• Use data to build or train competing data products or services without authorization

YOUR COMPLIANCE OBLIGATION

YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR ENSURING THAT YOUR USE OF ANY DATA PROVIDED BY MANTA COMPLIES WITH ALL APPLICABLE FEDERAL, STATE, LOCAL, AND INTERNATIONAL LAWS AND REGULATIONS. This includes, without limitation, all telemarketing laws, email marketing laws, privacy regulations, data protection laws, consumer protection laws, and industry-specific regulations.

Manta does NOT provide legal advice regarding data compliance. We strongly recommend that you consult with qualified legal counsel before using any data for outreach, marketing, or any other purpose. Manta is NOT liable for any fines, penalties, lawsuits, or legal consequences arising from your use of data in violation of applicable law.

Data Delivery

Data is delivered in the format, medium, and timeline agreed upon for each engagement. Delivery formats may include but are not limited to CSV, JSON, API access, database export, spreadsheet, or other mutually agreed formats. Delivery timelines are estimates only and are not guaranteed. We are not liable for delays in data delivery.

No Exclusivity

Unless otherwise agreed in writing, data provided to you is non-exclusive. The same or similar data may be provided to other clients, and we are under no obligation to provide exclusive data access.

The following terms apply specifically to any AI, software, automation, or technology-related Services.

Custom Development

AI agents, software, automations, websites, APIs, and other technology deliverables are built to specifications mutually agreed upon before commencement of work. Changes to scope, features, or requirements after work has begun may result in additional fees, extended timelines, or both.

AI and Machine Learning Disclaimers

AI and machine learning systems are inherently probabilistic and may produce unexpected, inaccurate, incomplete, or biased outputs. You acknowledge and agree that:

• AI systems may generate incorrect, misleading, or nonsensical outputs

• AI-generated content may contain errors, biases, or inaccuracies

• AI model performance may degrade over time or with changes in input data

• We do NOT guarantee any specific level of accuracy, performance, or reliability for AI systems

• AI systems require ongoing monitoring, maintenance, and human oversight

• You are solely responsible for reviewing, validating, and approving any AI-generated outputs before use

• We are NOT responsible for any decisions made based on AI-generated outputs

• AI systems may be affected by changes in third-party APIs, models, or services beyond our control

Third-Party Dependencies

Our technology solutions may rely on third-party services, APIs, libraries, frameworks, cloud platforms, AI models, or other external dependencies. We are NOT responsible for the availability, performance, pricing, terms, or conduct of any third-party services. Changes to third-party services may affect the functionality, performance, or availability of our deliverables, and we are not liable for such changes.

Hosting and Infrastructure

Unless otherwise agreed in writing, you are responsible for hosting, infrastructure, domain registration, SSL certificates, and ongoing maintenance of any technology deliverables after handoff. We may recommend hosting providers but are not responsible for their performance, uptime, or terms.

Support and Maintenance

Post-delivery support and maintenance are provided only as explicitly agreed upon in the engagement scope. Bug fixes, updates, feature additions, security patches, and other maintenance activities after delivery may incur additional fees.

Open Source

Our deliverables may incorporate open-source software components. You agree to comply with all applicable open-source licenses. We will make reasonable efforts to disclose major open-source dependencies but are not obligated to provide a comprehensive list.

Proposals and Scope

Prior to commencement of any paid engagement, Manta will provide a proposal, scope of work, or written description of the Services to be performed, including estimated pricing and timeline. Work begins only upon mutual written agreement (which may include email confirmation).

Scope Changes

Any changes to the agreed-upon scope of work must be discussed and agreed upon in writing. Scope changes may affect pricing, timeline, and deliverables. We reserve the right to adjust pricing and timelines for any scope changes.

Communication

You agree to provide timely responses, feedback, approvals, and any materials or information necessary for us to perform the Services. Delays caused by your failure to respond or provide necessary materials may extend project timelines and are not our responsibility.

Approval and Acceptance

Unless otherwise agreed, you will have a reasonable period (typically 14 days) after delivery to review deliverables and request revisions within the original scope. Failure to provide feedback within this period constitutes acceptance of the deliverables. Use of deliverables in production or commercial settings constitutes acceptance regardless of whether formal approval has been given.

Project Cancellation

If you cancel a project after work has begun, you are responsible for payment of all work completed up to the date of cancellation, plus any third-party costs incurred on your behalf. Deposits and advance payments are non-refundable unless otherwise agreed in writing.

Pricing

All pricing is custom and based on the scope of each engagement. Pricing is communicated in writing (which may include email) prior to commencement of work. Prices are subject to change for future engagements.

Payment Schedule

Payment terms are established for each engagement and may include:

• Upfront payment in full before work begins

• Deposit (typically 50%) with balance due upon delivery

• Milestone-based payments tied to specific deliverables

• Monthly retainer for ongoing services

• Other payment arrangements as agreed in writing

Payment Methods

We accept payment via methods communicated during the engagement process, which may include bank transfer, PayPal, Stripe, cryptocurrency, or other methods. We reserve the right to change accepted payment methods at any time.

Late Payment

Invoices are due upon receipt or as specified. Late payments may incur:

• Interest at a rate of 1.5% per month (18% annually) or the maximum rate permitted by law, whichever is lower

• Suspension of all Services until payment is received

• Termination of the engagement

• Collection costs, including reasonable attorneys' fees

• Reporting to credit agencies

Refund Policy

ALL FEES ARE NON-REFUNDABLE EXCEPT AS REQUIRED BY APPLICABLE LAW. This includes but is not limited to:

• Project fees and deposits

• Retainer fees

• Data licensing fees

• Consulting fees

• Any fees for work already performed

• Unused portions of prepaid services

By engaging our Services, you acknowledge and accept this no-refund policy. Exceptions may be made at our sole discretion and must be agreed upon in writing.

Taxes

All prices are exclusive of applicable taxes unless explicitly stated otherwise. You are solely responsible for all applicable sales taxes, use taxes, VAT, GST, duties, withholding taxes, and any other taxes, fees, or charges imposed by any governmental authority. If we are required to collect taxes, they will be added to your invoice.

Currency

All fees are in United States Dollars (USD) unless otherwise specified in writing. Currency conversion fees, if any, are your responsibility.

Disputes

Any billing disputes must be raised in writing within 30 days of the invoice date. Failure to dispute within this period constitutes acceptance of the charges. Undisputed portions of invoices must be paid by the due date regardless of any dispute regarding other portions.

Our Intellectual Property

All intellectual property owned, developed, created, or acquired by Manta, whether before, during, or after any engagement, including but not limited to our software, source code, object code, algorithms, methodologies, processes, workflows, tools, frameworks, templates, libraries, proprietary systems, data models, data pipelines, data infrastructure, collection systems, processing techniques, trade secrets, trademarks, service marks, logos, brand assets, website content, marketing materials, documentation, training materials, and all related intellectual property (collectively, "Manta IP"), is and shall remain the sole and exclusive property of Manta. Nothing in these Terms, any proposal, any engagement, or any communication grants you any ownership rights in Manta IP.

Ownership of All Work Product

UNLESS EXPLICITLY AGREED OTHERWISE IN A SEPARATE WRITTEN AGREEMENT SIGNED BY AN AUTHORIZED REPRESENTATIVE OF MANTA, ALL WORK PRODUCT, DELIVERABLES, CODE, SOFTWARE, TOOLS, SYSTEMS, AUTOMATIONS, AI AGENTS, WEBSITES, APPLICATIONS, PIPELINES, REPORTS, STRATEGIES, DESIGNS, AND ANY OTHER MATERIALS CREATED, DEVELOPED, OR PRODUCED BY MANTA IN CONNECTION WITH ANY ENGAGEMENT REMAIN THE EXCLUSIVE PROPERTY OF MANTA.

You receive a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the deliverables solely for your internal business purposes. This license does not constitute a transfer of ownership. We may revoke this license upon breach of these Terms or non-payment of fees.

We retain the unrestricted right to:

• Reuse, modify, adapt, and repurpose any and all code, components, templates, patterns, designs, systems, and methodologies from any engagement

• Use general knowledge, techniques, skills, and experience gained during any engagement for other clients, projects, and purposes without restriction

• Create similar or identical work for other clients, including competitors

• Incorporate any deliverable or component thereof into our own products, services, or offerings

• License, sell, or distribute any work product, tools, or systems we develop, regardless of whether they originated from or were inspired by your engagement

• Use anonymized or aggregated versions of any work product for marketing, demonstrations, or portfolio purposes

Data Ownership and Licensing

ALL DATA PROVIDED BY MANTA IS LICENSED, NOT SOLD. You receive a limited, non-exclusive, non-transferable license to use data solely as specified in Section 3 (Data Services). We retain all rights, title, and interest in our data products, databases, datasets, data collection methodologies, data sources, data infrastructure, and all derivative works thereof.

You acknowledge and agree that:

• Data provided to you may also be provided to other clients simultaneously or in the future

• We have no obligation to provide exclusive data access unless explicitly agreed in writing

• Your license to use data may be time-limited as specified in the engagement scope

• Upon expiration of any data license, you must cease all use of the data and destroy all copies in your possession

• We may update, modify, or discontinue any dataset at any time without notice or liability

Complete Disclaimer of Liability for Data Use

YOU ACKNOWLEDGE AND AGREE THAT MANTA HAS NO CONTROL OVER, AND ASSUMES NO RESPONSIBILITY OR LIABILITY WHATSOEVER FOR, HOW YOU OR ANY THIRD PARTY USES, PROCESSES, STORES, TRANSMITS, SHARES, PUBLISHES, OR OTHERWISE HANDLES ANY DATA PROVIDED BY MANTA.

Without limiting the generality of the foregoing:

• We are NOT responsible for any calls, texts, emails, direct mail, advertisements, or any other communications you send using our data

• We are NOT responsible for any TCPA violations, CAN-SPAM violations, CCPA violations, GDPR violations, FCRA violations, or violations of any other law arising from your use of data

• We are NOT responsible for any fines, penalties, lawsuits, class actions, regulatory actions, enforcement proceedings, or legal consequences of any kind arising from your use of data

• We are NOT responsible for any harm, damage, annoyance, harassment, or injury caused to any individual as a result of your use of data

• We are NOT responsible for verifying that your intended use of data is lawful in your jurisdiction

• We are NOT responsible for obtaining any consents, authorizations, or permissions required for your use of data

• We are NOT responsible for maintaining do-not-call lists, suppression lists, opt-out lists, or any other compliance lists

• We are NOT responsible for the accuracy, currency, or validity of any individual data point, record, or dataset

• We are NOT responsible for any business losses, lost revenue, lost customers, reputational harm, or any other damages resulting from your reliance on our data

• We make NO representation that any data complies with any specific law, regulation, or industry standard in any jurisdiction

YOU USE ALL DATA PROVIDED BY MANTA ENTIRELY AT YOUR OWN RISK. YOU ARE SOLELY AND EXCLUSIVELY RESPONSIBLE FOR ALL LEGAL, REGULATORY, AND ETHICAL COMPLIANCE RELATED TO YOUR USE OF DATA. WE STRONGLY RECOMMEND THAT YOU CONSULT WITH QUALIFIED LEGAL COUNSEL BEFORE USING ANY DATA FOR ANY PURPOSE.

No Responsibility for Downstream Use

Once data or deliverables leave our systems and enter your possession, we have no visibility into, control over, or responsibility for their subsequent use, modification, distribution, or storage. You agree that any downstream use of data or deliverables by you, your employees, contractors, agents, clients, or any other party is entirely your responsibility. We disclaim all liability for any consequences arising from such downstream use.

Feedback and Suggestions

Any feedback, suggestions, ideas, recommendations, feature requests, or improvements you provide regarding our Services, whether solicited or unsolicited, become our exclusive property. We may use, modify, incorporate, commercialize, and exploit such feedback without compensation, attribution, credit, or obligation to you, in perpetuity and without restriction.

Portfolio and Reference Rights

Unless you specifically request otherwise in writing prior to commencement of an engagement, we reserve the unrestricted right to reference the general nature of work performed (without disclosing specific confidential details unless authorized) in our portfolio, marketing materials, website, case studies, presentations, social media, client lists, proposals to prospective clients, and any other marketing or business development activities.

No Transfer of Third-Party IP

We do not transfer, assign, or grant any rights in third-party intellectual property, including but not limited to open-source software, third-party APIs, fonts, images, stock assets, AI models, cloud services, or other third-party components that may be incorporated into deliverables. You are solely responsible for reviewing, understanding, and complying with all applicable third-party licenses, terms, and restrictions.

Enforcement

We reserve the right to enforce our intellectual property rights to the fullest extent permitted by law, including seeking injunctive relief, damages, and attorneys' fees for any unauthorized use, reproduction, distribution, or misappropriation of Manta IP.

Mutual Confidentiality

During the course of any engagement, both parties may disclose confidential information to the other. "Confidential Information" means any non-public information disclosed by one party to the other, whether orally, in writing, electronically, or by any other means, that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure.

Obligations

Each party agrees to:

• Hold the other party's Confidential Information in strict confidence

• Not disclose Confidential Information to any third party without prior written consent

• Use Confidential Information only for the purposes of the engagement

• Protect Confidential Information with at least the same degree of care used to protect its own confidential information, but in no event less than reasonable care

• Limit access to Confidential Information to employees, contractors, and agents who need to know and are bound by confidentiality obligations at least as protective as these Terms

Exceptions

Confidential Information does not include information that:

• Is or becomes publicly available through no fault of the receiving party

• Was known to the receiving party prior to disclosure

• Is independently developed by the receiving party without reference to the disclosing party's Confidential Information

• Is rightfully received from a third party without restriction on disclosure

• Is required to be disclosed by law, regulation, or court order (provided the receiving party gives reasonable prior notice to the disclosing party, if legally permitted)

Our Data Methodologies

You acknowledge that our data sources, collection methods, processing techniques, algorithms, and business relationships are highly confidential trade secrets. You agree not to attempt to reverse-engineer, deduce, or discover our data sources or methodologies.

Duration

Confidentiality obligations survive termination of any engagement and remain in effect for a period of five (5) years from the date of disclosure, or indefinitely for trade secrets.

Privacy Policy

Our collection, use, and disclosure of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using our Services, you agree to our Privacy Policy.

Your Data

You retain ownership of any data, content, or materials you provide to us in connection with our Services ("Your Data"). You grant us a limited, non-exclusive license to use, process, store, and transmit Your Data solely for the purpose of providing the Services. This license terminates upon completion or termination of the engagement, subject to our data retention practices.

Data Security

We implement commercially reasonable security measures to protect data in our possession. However, NO METHOD OF TRANSMISSION OVER THE INTERNET OR METHOD OF ELECTRONIC STORAGE IS 100% SECURE. We cannot and do not guarantee absolute security. You acknowledge and accept the inherent risks of transmitting data electronically.

Data Retention

We may retain Your Data for a reasonable period after completion of an engagement for backup, archival, audit, or legal compliance purposes. We may retain anonymized, aggregated, or de-identified data indefinitely for analytics, improvement of our Services, and business purposes.

Third-Party Processors

We may use third-party service providers (hosting, cloud infrastructure, analytics, payment processing, communication tools, AI model providers, etc.) to provide the Services. Your Data may be processed by these third parties subject to their own terms and privacy policies. We make reasonable efforts to select reputable service providers but are not responsible for their data practices.

International Data Transfers

Your Data may be transferred to, stored, and processed in countries other than your country of residence. By using our Services, you consent to such transfers. We make reasonable efforts to ensure appropriate safeguards are in place for international data transfers.

Your Obligations

If you provide us with personal data of third parties (e.g., your customers, leads, contacts), you represent and warrant that you have all necessary rights, consents, and legal bases to share such data with us and for us to process it as necessary to provide the Services. You agree to indemnify us against any claims arising from your failure to obtain proper consents or authorizations.

Data Breach

In the event of a data breach affecting Your Data, we will make reasonable efforts to notify you within a commercially reasonable timeframe. We are not responsible for breaches caused by your actions, your systems, or third-party services outside our control.

Our Representations

We represent and warrant that:

• We will perform the Services in a professional and workmanlike manner consistent with generally accepted industry standards

• We have the right to enter into these Terms and provide the Services

• To our knowledge, the Services will not infringe upon the intellectual property rights of any third party (excluding any materials provided by you or at your direction)

Your Representations

You represent and warrant that:

• You have the legal authority to enter into these Terms

• All information you provide to us is accurate and complete

• You have all necessary rights, consents, and authorizations to provide any data or materials to us

• Your use of our Services and deliverables will comply with all applicable laws and regulations

• You will not use our Services for any unlawful, fraudulent, or harmful purpose

• You have the authorization to scan, test, or audit any systems you request us to work with

• You are not located in or a resident of any country subject to U.S. trade sanctions

EXCEPT FOR THE LIMITED WARRANTIES EXPRESSLY SET FORTH IN SECTION 10, THE SERVICES, DATA, DELIVERABLES, AND ALL OTHER MATERIALS PROVIDED BY MANTA ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY

• FITNESS FOR A PARTICULAR PURPOSE

• NON-INFRINGEMENT

• ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF ANY DATA OR RESULTS

• UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE SERVICE

• QUALITY, ACCURACY, OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICES

• CORRECTION OF ANY DEFECTS OR ERRORS

• COMPATIBILITY WITH YOUR SYSTEMS, SOFTWARE, OR PROCESSES

• FREEDOM FROM VIRUSES, MALWARE, OR OTHER HARMFUL COMPONENTS

WE DO NOT WARRANT THAT:

• Any data provided will be accurate, complete, current, or suitable for your needs

• Any deliverables will achieve specific business results, revenue, conversions, or ROI

• The Services will meet your specific requirements or expectations

• AI systems will perform accurately, consistently, or without errors or biases

• The Services will be available at all times or without interruption

• Defects or errors will be corrected in any specific timeframe

• Your use of data or deliverables will comply with applicable laws in your jurisdiction

• Any lead data will result in conversions, sales, or business relationships

• Marketing campaigns or strategies will achieve any specific performance metrics

YOU ACKNOWLEDGE THAT THE SERVICES INVOLVE INHERENT UNCERTAINTIES AND THAT NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

YOUR USE OF THE SERVICES AND RELIANCE ON ANY DATA, DELIVERABLES, OR RESULTS IS AT YOUR SOLE RISK AND DISCRETION.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

Exclusion of Damages

IN NO EVENT SHALL MANTA, ITS OWNERS, MEMBERS, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, PARTNERS, AFFILIATES, SUBSIDIARIES, SUCCESSORS, OR ASSIGNS (COLLECTIVELY, "MANTA PARTIES") BE LIABLE FOR ANY:

• INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND

• LOSS OF PROFITS, REVENUE, INCOME, OR BUSINESS OPPORTUNITIES

• LOSS OF DATA, DATA BREACHES, OR UNAUTHORIZED ACCESS TO YOUR DATA

• LOSS OF GOODWILL, REPUTATION, OR BRAND VALUE

• LOSS OF CONTRACTS, CLIENTS, OR BUSINESS RELATIONSHIPS

• BUSINESS INTERRUPTION OR DOWNTIME

• COSTS OF SUBSTITUTE SERVICES OR PROCUREMENT

• FINES, PENALTIES, OR REGULATORY ACTIONS AGAINST YOU

• LEGAL FEES, COMPLIANCE COSTS, OR LITIGATION EXPENSES INCURRED BY YOU

• DAMAGES ARISING FROM YOUR USE OR INABILITY TO USE DATA PROVIDED BY US

• DAMAGES ARISING FROM YOUR RELIANCE ON AI-GENERATED OUTPUTS

• DAMAGES ARISING FROM ACTIONS OF THIRD PARTIES

• ANY OTHER DIRECT OR INDIRECT DAMAGES

REGARDLESS OF THE CAUSE OF ACTION, THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), OR WHETHER WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Liability Cap

THE TOTAL CUMULATIVE LIABILITY OF ALL MANTA PARTIES FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICES, REGARDLESS OF THE FORM OF ACTION, SHALL NOT EXCEED THE LESSER OF:

• The total fees actually paid by you to Manta in the six (6) months immediately preceding the event giving rise to the claim, OR

• Five Hundred Dollars ($500 USD)

Essential Purpose

THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION APPLY REGARDLESS OF WHETHER ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

Jurisdictional Limitations

Some jurisdictions do not allow the exclusion of certain warranties or limitation of certain damages. In such jurisdictions, our liability is limited to the maximum extent permitted by applicable law.

Basis of the Bargain

YOU ACKNOWLEDGE AND AGREE THAT THE LIMITATIONS OF LIABILITY AND DISCLAIMERS OF WARRANTIES IN THESE TERMS ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND MANTA, AND THAT MANTA WOULD NOT PROVIDE THE SERVICES WITHOUT SUCH LIMITATIONS AND DISCLAIMERS.

Time Limitation

ANY CLAIM ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES MUST BE FILED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OR SUCH CLAIM IS PERMANENTLY BARRED.

Your Indemnification Obligations

You agree to defend, indemnify, and hold harmless all Manta Parties from and against any and all claims, demands, actions, suits, proceedings, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees, expert fees, and court costs) arising from or related to:

• Your use or misuse of the Services or any deliverables

• Your use of any data provided by Manta, including but not limited to any telemarketing, email marketing, direct mail, or other outreach activities

• Your violation of these Terms or any applicable law or regulation

• Your violation of any third-party rights, including intellectual property rights, privacy rights, or contractual obligations

• Any claim that your use of data or Services violated the TCPA, CAN-SPAM, CCPA, GDPR, FCRA, or any other applicable law

• Any fines, penalties, or regulatory actions resulting from your use of the Services or data

• Any content, data, or materials you provide to us

• Any claim by a third party that your use of deliverables or data caused damage

• Your negligence, willful misconduct, or fraudulent activity

• Any breach of your representations or warranties under these Terms

• Any unauthorized use of our Services or deliverables by you or parties you grant access to

• Any data breach or security incident originating from your systems or actions

• Any employment, contractor, or labor claims arising from your use of the Services

Indemnification Procedure

We will provide reasonable notice of any claim for which we seek indemnification. We reserve the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification. You agree to cooperate fully with our defense of any such claim. You may not settle any claim without our prior written consent.

Survival

Your indemnification obligations under this section survive termination of these Terms, completion of any engagement, and your cessation of use of the Services, and shall continue indefinitely.

By using the Services, you expressly acknowledge, understand, and assume the following risks:

Data Risks

• Data provided may be inaccurate, incomplete, outdated, or unsuitable for your intended purpose

• Data quality may vary significantly and is not guaranteed

• Use of data for marketing, outreach, or other purposes carries legal risks that are your sole responsibility

• Data may be subject to changing legal requirements in different jurisdictions

• Data may include information about individuals who have opted out of communications or are on do-not-contact lists

• We cannot guarantee that data does not include information about minors, deceased individuals, or individuals who have revoked consent

• Data sourced from public or third-party sources may itself contain errors introduced by those sources

Technology and AI Risks

• AI systems may produce incorrect, biased, offensive, or harmful outputs

• Software may contain bugs, errors, or security vulnerabilities

• Technology solutions may become incompatible with future systems or requirements

• Third-party dependencies may change, become unavailable, or increase in cost

• Custom solutions may require ongoing maintenance and updates at additional cost

• Cybersecurity risks are inherent in any technology solution

Business Risks

• The Services may not achieve your desired business outcomes

• Market conditions, competition, and other external factors may affect results

• Our Services do not guarantee compliance with any specific laws or regulations

• Regulatory changes may affect the legality or viability of certain strategies or data uses

• Our availability, pricing, and service offerings may change

General Risks

• Internet-based services are subject to interruption, delay, and security risks

• We are not responsible for actions of third parties, including service providers, data sources, and platforms

• Force majeure events may affect our ability to deliver Services

YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. YOU ARE SOLELY RESPONSIBLE FOR EVALUATING THE SUITABILITY OF OUR SERVICES FOR YOUR NEEDS AND FOR ENSURING COMPLIANCE WITH ALL APPLICABLE LAWS.

You agree that you will NOT use our Services, deliverables, data, or any materials provided by Manta to:

• Violate any applicable local, state, national, or international law or regulation

• Engage in any fraudulent, deceptive, misleading, or unethical activity

• Harass, stalk, threaten, defame, or harm any individual or entity

• Discriminate against individuals based on any protected characteristic

• Send unsolicited communications in violation of applicable anti-spam or telemarketing laws

• Engage in identity theft, phishing, or social engineering

• Scrape, crawl, or otherwise extract data from our systems without authorization

• Attempt to gain unauthorized access to our systems, networks, or data

• Interfere with or disrupt our Services or infrastructure

• Reverse engineer, decompile, disassemble, or attempt to discover our source code, algorithms, or data methodologies

• Use our Services to develop competing products or services

• Resell, redistribute, or sublicense our Services without authorization

• Submit false, misleading, or inaccurate information to us

• Impersonate any person or entity

• Use our Services in connection with any illegal gambling, drug trafficking, human trafficking, terrorism, money laundering, or other criminal activity

• Use our Services to infringe upon the intellectual property rights of any third party

• Use our Services to collect data on children under the age of 13 (or applicable age of consent)

• Use data to make decisions regulated by the Fair Credit Reporting Act

• Engage in any activity that could expose Manta to civil or criminal liability

We reserve the right to investigate and take appropriate action against anyone who, in our sole discretion, violates these prohibitions, including reporting to law enforcement authorities and terminating access to the Services.

Our Services may integrate with, rely upon, or contain links to third-party services, websites, APIs, platforms, tools, or content ("Third-Party Services"). These Third-Party Services are not under our control, and we are not responsible for their content, functionality, availability, accuracy, privacy practices, terms, or conduct.

Your use of Third-Party Services is at your own risk and subject to the terms and conditions of those third parties. We encourage you to review the terms and privacy policies of any Third-Party Services you access.

We do not endorse, warrant, or guarantee any Third-Party Services and disclaim all liability for any damage or loss arising from your use of or reliance on such services.

Inclusion of links to Third-Party Services does not imply endorsement or affiliation.

During the term of any engagement and for a period of twelve (12) months following its completion or termination, you agree not to directly or indirectly solicit, recruit, hire, or attempt to hire any employee, contractor, or agent of Manta who was involved in providing Services to you, without our prior written consent.

Violation of this provision entitles Manta to liquidated damages equal to the annual compensation of the individual solicited, plus any recruiting and replacement costs, in addition to any other remedies available at law or in equity.

Term

These Terms are effective from the date you first access or use the Services and remain in effect until terminated by either party.

Termination by You

You may stop using the Services at any time. For active engagements, cancellation terms are governed by Section 5 (Engagement Terms). No refunds will be provided for work already performed or fees already paid.

Termination by Us

We may suspend or terminate your access to the Services immediately, without notice or liability, for any reason, including but not limited to:

• Violation of these Terms

• Fraudulent, illegal, or harmful activity

• Non-payment of fees

• Conduct that we determine, in our sole discretion, is harmful to our business, reputation, or other clients

• At our sole discretion, for any reason or no reason

Effect of Termination

Upon termination:

• Your right to use the Services ceases immediately

• All licenses granted to you under these Terms terminate

• You must cease all use of our deliverables to the extent they incorporate our intellectual property (unless ownership has transferred per Section 7)

• You must return or destroy any Confidential Information in your possession

• All fees owed to us become immediately due and payable

• Your data may be deleted within 30 days (subject to our backup and retention practices)

• No refunds will be provided for any fees paid

Surviving Provisions

The following provisions survive termination: Intellectual Property, Confidentiality, Privacy and Data Protection, Disclaimer of Warranties, Limitation of Liability, Indemnification, Assumption of Risk, Dispute Resolution, Governing Law, Non-Solicitation, and any other provisions that by their nature should survive.

No Liability for Termination

We will not be liable to you or any third party for any suspension or termination of your access to the Services.

Informal Resolution

Before filing any formal legal action, you agree to contact us at usemantasec@gmail.com and attempt to resolve the dispute informally for at least sixty (60) days. Most disputes can be resolved through good-faith discussion.

Binding Arbitration

IF WE CANNOT RESOLVE A DISPUTE INFORMALLY, ANY DISPUTE, CONTROVERSY, OR CLAIM ARISING OUT OF OR RELATING TO THESE TERMS, THE SERVICES, OR ANY ENGAGEMENT SHALL BE RESOLVED BY FINAL AND BINDING ARBITRATION. The arbitration shall be:

• Administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules

• Conducted by a single arbitrator mutually agreed upon by the parties

• Conducted in English

• Held virtually or in the State of Delaware at our election

• Final and binding — the arbitrator's decision may be confirmed and enforced in any court of competent jurisdiction

The arbitrator shall have exclusive authority to resolve all disputes, including the scope of this arbitration provision. The arbitrator may award the same remedies as a court, except that the arbitrator may NOT award punitive or exemplary damages unless applicable law requires otherwise.

Class Action and Jury Trial Waiver

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, COLLECTIVE, OR REPRESENTATIVE ACTION OR PROCEEDING.

YOU WAIVE ANY RIGHT TO PARTICIPATE IN CLASS ACTIONS, CLASS ARBITRATIONS, OR REPRESENTATIVE ACTIONS.

YOU WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATED TO THESE TERMS.

If this class action waiver is found to be unenforceable, then the entirety of this arbitration provision shall be null and void.

Small Claims Exception

Either party may bring qualifying claims in small claims court.

Injunctive Relief

Notwithstanding the above, either party may seek temporary or preliminary injunctive relief in any court of competent jurisdiction to prevent irreparable harm pending arbitration.

Costs

Each party bears its own costs and attorneys' fees in arbitration, unless the arbitrator determines that a claim was frivolous, in which case the arbitrator may award reasonable attorneys' fees to the prevailing party.

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles or provisions.

For any disputes not subject to arbitration, you irrevocably consent to the exclusive personal jurisdiction and venue of the state and federal courts located in the State of Delaware.

You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts, including any objection based on forum non conveniens.

You agree that any cause of action arising out of or related to these Terms or the Services must be commenced within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.

The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

Entire Agreement

These Terms, together with our Privacy Policy, any engagement proposals, and any other written agreements between us, constitute the entire agreement between you and Manta regarding the Services and supersede all prior and contemporaneous agreements, understandings, representations, and warranties, both written and oral, regarding the Services.

Severability

If any provision of these Terms is found by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the original intent.

Waiver

Our failure to enforce any right or provision of these Terms at any time shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by us to be effective. A waiver of any provision on one occasion shall not be deemed a waiver of such provision on any subsequent occasion.

Assignment

You may not assign, transfer, delegate, or sublicense any of your rights or obligations under these Terms without our prior written consent. We may freely assign our rights and obligations under these Terms without restriction. Any purported assignment in violation of this section is void.

No Agency

Nothing in these Terms creates any agency, partnership, joint venture, employment, or franchise relationship between you and Manta. Neither party has the authority to bind the other or incur obligations on behalf of the other.

Force Majeure

We are not liable for any failure or delay in performance of our obligations due to causes beyond our reasonable control, including but not limited to acts of God, natural disasters, pandemic, epidemic, war, terrorism, riots, government actions, power failures, internet disruptions, third-party service outages, labor disputes, or any other event beyond our reasonable control.

Notices

We may provide notices to you via email, posting on our website, or other reasonable means. You may contact us at usemantasec@gmail.com. Notices are deemed received when sent via email (upon sending), or when posted on our website (upon posting).

Headings

Section headings are for convenience of reference only and do not affect the interpretation or construction of these Terms.

Construction

These Terms shall not be construed against any party by reason of the fact that such party drafted or caused these Terms to be drafted. The word "including" means "including but not limited to."

Third-Party Beneficiaries

These Terms do not confer any rights or remedies upon any person or entity other than the parties hereto and their respective successors and permitted assigns.

Export Compliance

You agree to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce.

Government Use

If you are a U.S. government entity, the Services are provided as "commercial items" as defined in FAR 2.101, and government use is subject to these Terms.

For questions, concerns, legal notices, or any communications regarding these Terms of Service:

**Email:** usemantasec@gmail.com

**Website:** manta.blue

We aim to respond to inquiries within 5-10 business days, though response times may vary.

For urgent legal matters, please clearly indicate "URGENT — LEGAL" in your subject line.

By using any Services provided by Manta, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service in their entirety.