Demandbase AI Terms

Last Updated: August 5, 2026

These Demandbase AI Terms (“AI Terms”) apply to any AI Features included in the Service provided by Demandbase, Inc. (“Demandbase”) to Customer under the master subscription agreement or other master agreement between Demandbase and Customer governing Customer’s use of the Service, together with any orders, addenda and policies incorporated into it (the “Agreement”). These AI Terms are incorporated into the Agreement by reference. Capitalized terms not defined here have the meanings given in the Agreement.

1. Definitions.

1.1. “AI Features” means all artificial intelligence and machine-learning features provided as part of the Service, including both Generative AI Features and features used for classification, ranking, scoring, prediction or other non-generative analysis. “Generative AI Features” means the subset of AI Features consisting of generative artificial intelligence, large language model (LLM) or similar features that generate content, code or data in response to Input.

1.2. “Input” means data, content or materials (including prompts or queries) submitted by Customer to the Generative AI Features, whether directly or through an API or other connection.

1.3. “Model Provider” means any third-party provider of artificial intelligence models, model hosting, inference or related services used by Demandbase in providing the AI Features.

1.4. “New AI Feature” means an AI Feature added by Demandbase after Customer first receives access to AI Features that processes a new category of Customer Data not previously processed by the AI Features or transfers Customer Data to a new Model Provider not previously identified in the Documentation.

1.5. “Output” means the content, data or results generated by the Generative AI Features in response to Input.

1.6. “Retention Period” means 30 days.

2. AI Features.

2.1. Scope. These AI Terms apply to all AI Features included in the Service and are the complete and exclusive terms governing artificial intelligence and machine learning in the Service, whether generative or non-generative. Any additional or different artificial intelligence or machine-learning terms proposed by Customer are expressly rejected and have no effect unless agreed in a writing signed by an authorized representative of Demandbase. Demandbase will identify AI Features in Documentation .

2.2. New AI Features.

(a) Notice. Demandbase will use commercially reasonable efforts to identify New AI Features in its Documentation or release notes at or prior to general availability. Demandbase may enable other updates, improvements or additions to the AI Features without prior notice.

(b) Administration. Demandbase will provide Customer with administrative controls in the Service to manage the configuration and use of AI Features at the account or organization level. The availability and scope of such controls are determined by Demandbase in its sole discretion and may vary by AI Feature.

(c) Integrated Service. Customer acknowledges that AI Features are an integral part of the Service and that the Service is designed to operate with AI Features enabled. Customer’s use of administrative controls under Section 2.2(b) to adjust the configuration of AI Features may affect the availability or performance of certain functionality, workflows or features of the Service, and any such effect does not constitute a breach of, or material reduction in, the Service.

2.3. AI Agents.

(a) Agentic Features. Certain AI Features may be made available as AI Agents. “AI Agent” means an AI Feature that is configured to perform tasks, make determinations or take actions on Customer’s behalf on an autonomous or semi-autonomous basis, including by planning or executing multi-step workflows or interacting with other systems, applications, data sources or agents. “Agent Action” means any task performed, determination made or action taken by an AI Agent.

(b) Customer Configuration and Control. Customer is responsible for selecting, enabling, configuring and authorizing each AI Agent, including its scope of authority, permissions, integrations, guardrails and approval settings, through the administrative controls made available in the Service. Demandbase has no obligation to determine or verify whether the scope of authority Customer configures for an AI Agent is appropriate for Customer’s use case.

(c) Human Oversight. Customer is responsible for determining and implementing the level of human review and oversight appropriate for each AI Agent and Agent Action, including human review prior to any Agent Action that has a legal or similarly significant effect on individuals (as described in Section 7(d)) or that Customer otherwise considers consequential. Customer acknowledges that AI Agents operate on the probabilistic basis described in Section 6.2 and may produce erroneous, incomplete or unintended Agent Actions.

(d) Attribution; No Agency. As between the parties, each Agent Action taken within the scope of authority Customer configures or authorizes is deemed an action of Customer and is Customer’s sole responsibility, to the same extent as if the action had been taken by Customer or its Users directly. Nothing in these AI Terms, and no provision or operation of an AI Agent, makes Demandbase the agent or fiduciary of Customer or creates any agency, partnership or similar relationship between the parties.

(e) Application of these AI Terms. AI Agents are AI Features, and Agent Actions and any content they generate are subject to these AI Terms, including the disclaimers in Section 6 and the use restrictions in Section 7. Customer’s enablement and use of AI Agents, and all Agent Actions within the scope Customer configures or authorizes, constitute Customer’s use of the AI Features and Output under the Agreement for all purposes, including the allocation of responsibility and indemnification obligations in the Agreement.

3. Data Handling

3.1. No Training. Demandbase will not access, use or retain Input or Output to train, retrain or fine-tune AI Features, any Model Provider models or other AI or machine-learning models.

3.2. Operational Monitoring.

(a) Purpose. Notwithstanding Section 3.1, Demandbase may retain and internally review Input and Output for no longer than the Retention Period solely to detect, prevent and remediate abuse, misuse, security incidents, malfunctions or abnormal performance relating to the AI Features (“Operational Monitoring”).

(b) Safeguards. Data retained for Operational Monitoring will be: (i) kept logically separated from other production data, (ii) accessible only to authorized personnel on a need-to-know basis and (iii) automatically deleted upon expiration of the Retention Period, unless otherwise required by applicable Laws or to the extent reasonably necessary in connection with a specific, ongoing security, abuse or technical investigation, in which case the data will be deleted promptly upon conclusion of that investigation.

3.3. Inference and Processing. Customer acknowledges that Demandbase must process Input and Output to operate the Generative AI Features (including via its Model Providers). During inference-time processing:

(a) Tenant Isolation. Any caching, indexing or retrieval systems (such as vector databases) used to optimize or contextualize the Generative AI Features are logically separated on a per-customer basis. Demandbase will not use Customer’s Input or Output to populate a shared context window, cache or retrieval system that is accessible to or used for the benefit of any other customer.

(b) Ephemeral Processing. Except as permitted under Section 3.2 or as elected by Customer through administrative controls, any processing for content filtering or real-time execution is transient, and such systems will not retain Input or Output beyond the time necessary to generate the applicable session or interaction.

4. Intellectual Property

4.1. Input. Input is Customer Data for all purposes under the Agreement, including with respect to ownership of intellectual property rights.

4.2. Output.

(a) Ownership. As between the parties, Customer owns the Output. Demandbase hereby assigns to Customer all of Demandbase’s right, title and interest (if any) in and to the Output, excluding any Demandbase Data and any other Demandbase or third-party materials contained or reflected in the Output, in which Demandbase or the applicable third party retains all rights.

(b) Demandbase IP. Nothing in these AI Terms transfers to Customer any of Demandbase’s intellectual property rights in or to the Service, the AI Features, the underlying models or any related technology.

(c) Output Similarity. Customer acknowledges that due to the probabilistic nature of the AI Features, Output may not be unique. Different customers may receive similar or identical Output. Demandbase’s assignment under Section 4.2(a) does not grant Customer any exclusive right that would prevent Demandbase from generating or delivering similar or identical Output to other customers.

5. Output Indemnification

5.1. Copyright Indemnity. Demandbase’s indemnification obligations under the Agreement for third-party intellectual property infringement claims extend to any third-party claim alleging that Customer’s use of Output infringes a third-party copyright (an “Output Claim”).

5.2. Exclusions. In addition to the exclusions in the Agreement, Demandbase’s indemnification obligations regarding Output Claims do not apply to the extent resulting from Customer:

(a) failing to use the AI Features in accordance with the Documentation, including any failure to use provided safety filters or guardrails;

(b) providing infringing or allegedly infringing Input or Input designed to, or reasonably likely to, generate infringing Output; or

(c) modifying Output, or combining Output with other materials, where the alleged infringement would not have occurred but for the modification or combination.

5.3. Liability Cap. Output Claims are not subject to any waiver or disclaimer of consequential damages but are subject to the general limitation of liability under the Agreement, regardless of any exceptions or higher caps in the Agreement that may otherwise apply to indemnification or intellectual property claims.

6. AI Warranties and Disclaimers

6.1. Safety Measures. Demandbase will implement and maintain commercially reasonable technical and organizational measures (such as content filtering or abuse monitoring) designed to mitigate the generation of harmful or illegal Output.

6.2. Output Disclaimer. Customer acknowledges that due to the probabilistic nature of generative AI, Output may contain errors, inaccuracies or biases. Demandbase makes no representations or warranties regarding the accuracy, completeness or suitability of the Output. Customer is solely responsible for independently reviewing and verifying Output before relying on, publishing or otherwise using the Output.

6.3. No High-Risk AI. Demandbase represents and warrants that, as made available by Demandbase and when used in accordance with the Documentation, the AI Features do not constitute a “High-Risk AI System” as defined under the EU Artificial Intelligence Act, unless explicitly disclosed in the Documentation along with applicable classification and compliance information.

7. AI-Specific Use Restrictions.

In addition to the use restrictions in the Agreement, Customer will not, and will not permit any third party to, use the AI Features or Output to:

1. train, retrain or fine-tune any third-party artificial intelligence or machine-learning models that compete with Demandbase or its Model Providers (e.g., model extraction or distillation);
2. represent any Output as being approved or vetted by Demandbase;
3. represent any Output as being a wholly human-generated work;
4. make automated decisions that have a legal or similarly significant effect on individuals (e.g., housing, employment, lending or healthcare) without appropriate human review and compliance with applicable Laws;
5. use the AI Features in violation of any Model Provider acceptable use policy (or equivalent) made available to Customer in the Documentation; or
6. engage in any practice prohibited under the EU Artificial Intelligence Act or equivalent applicable AI law.

8. Model Providers.

8.1. Acknowledgment. Customer acknowledges that the AI Features may use Model Providers to process Input and Output. Demandbase will maintain a current list of Model Providers in its Documentation and notify Customer prior to any changes to the list of Model Providers taking effect (email or in-product notification to an administrator is sufficient).

8.2. Authorization. Customer authorizes Demandbase to use Model Providers to process its Input and Output as necessary to provide the AI Features.

8.3. Responsibility. Use of Model Providers does not change Demandbase’s obligations under the Agreement, including with respect to processing of Input and Output by Model Providers.

8.4. No Direct Pass-Through. Customer is not required to enter into separate agreements with Model Providers unless expressly agreed in the Agreement.

8.5. Model Provider Obligations. Demandbase will ensure its Model Providers are subject to contractual obligations regarding the processing of Input and Output that are materially consistent with the requirements of Section 3 of these AI Terms (Data Handling).

8.6. Temporary Suspension. Demandbase may temporarily suspend or limit AI Features to the extent required by the unavailability of a Model Provider, applicable Laws or a material security or safety risk. Demandbase will promptly notify Customer of any suspension or limitation and will use commercially reasonable efforts to restore the affected AI Features. Any suspension under this section does not limit the rights of either party under the Agreement.

9. General.

9.1. Relationship to the Agreement. These AI Terms are incorporated into and form part of the Agreement. In the event of a conflict between these AI Terms and the Agreement, these AI Terms will control with respect to the subject matter covered here. Otherwise, these AI Terms will be construed in accordance with the terms of the Agreement. Sections 3.1, 4, 5, 6 and 7 of these AI Terms will survive expiration or termination of the Agreement.

9.2. Updates. Demandbase may update these AI Terms from time to time in accordance with the amendment provisions of the Agreement. Updates will not materially decrease Demandbase’s overall obligations during a Subscription Term.