Terms of Service
Effective July 21, 2026 · A binding agreement between you ("Subscriber", "you") and TopperBase LLC ("we", "us", "our").
1. Acceptance and eligibility
By creating an account, clicking to accept, or using TopperBase (the "Service"), you agree to these Terms and to our Privacy Policy. You represent that you are at least 18 years old and have authority to bind your business. If you do not agree, do not use the Service.
2. The Service and license
Subject to these Terms and payment of applicable fees, we grant you a non-exclusive, non-transferable, revocable right to access and use the Service for your internal business purposes during your subscription. We may update, improve, or modify the Service over time.
3. Accounts and security
You are responsible for the accuracy of your registration information, for keeping credentials confidential, and for all activity under your account and your users' accounts. Notify us promptly of any unauthorized use. You are responsible for your users' compliance with these Terms.
4. Subscription, fees, and billing
The Service is offered on a recurring subscription. You agree to pay the fees for your selected plan on the stated billing cycle. Payments are handled by a third-party payment processor; we do not store full payment-card numbers. Fees are exclusive of taxes, which you are responsible for. Fees are billed in advance and are non-refundable except where required by law. Your subscription renews automatically unless you cancel before the renewal date; cancellation takes effect at the end of your current billing period. We may change fees on at least 30 days' notice, effective at your next renewal.
5. Your data and ownership
As between the parties, you own the data you and your users enter into the Service ("Subscriber Data"). You grant us a limited license to host, process, transmit, and display Subscriber Data solely to provide and support the Service. You are responsible for the Subscriber Data, including having all rights and consents necessary to provide any personal data about your own customers, and for its lawful use. Our handling of personal data within Subscriber Data is governed by our Privacy Policy and any data processing addendum we enter into with you.
6. Accuracy of financial information — your responsibility
The Service helps you produce quotes, invoices, pricing, tax figures, totals, balances, and payment and refund records, but it is a tool — not a substitute for your own review or for professional accounting, tax, or legal advice. YOU ARE SOLELY RESPONSIBLE FOR VERIFYING THE ACCURACY OF ALL FINANCIAL INFORMATION ENTERING AND LEAVING THE SERVICE — including item prices, costs, quantities, discounts, tax rates and calculations, subtotals and totals, balances, deposits, and payment and refund records — before you rely on it, send it to a customer, or use it for any accounting, tax, invoicing, or other purpose. We do not warrant that any figure, calculation, or document produced by or exported from the Service is accurate, complete, current, or suitable for your obligations, and to the maximum extent permitted by law we are not responsible or liable for any error, omission, miscalculation, or reliance on financial information in or from the Service. You are responsible for keeping your own independent records as needed.
7. Acceptable use
You will not: (a) use the Service unlawfully or to store or transmit unlawful, infringing, or harmful content; (b) attempt to gain unauthorized access to the Service or its systems, or probe, scan, or breach security; (c) interfere with or disrupt the Service; (d) reverse engineer or copy the Service except as permitted by law; (e) resell or provide the Service to third parties except as expressly permitted; or (f) use the Service to violate the privacy or rights of others.
8. Third-party services and data
The Service may retrieve public reference data (for example, U.S. NHTSA vPIC vehicle data) and may rely on third-party providers. We are not responsible for third-party services or the accuracy of third-party data. Any product, pricing, or fitment data you import from third parties is your responsibility and subject to your agreements with those sources.
Our public marketing pages use Google Analytics 4 to measure traffic. It is not loaded on the sign-in screen or on any page behind it, so it receives no Subscriber or Subscriber Customer records. What it collects, and how to opt out, is set out in our Privacy Policy.
9. Intellectual property
We and our licensors own all rights in the Service, including its software, design, and content (excluding Subscriber Data). No rights are granted except as expressly stated. Feedback you provide may be used by us without obligation.
10. Disclaimers
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT DATA (INCLUDING PRICING, TAX, OR FITMENT DATA) WILL BE ACCURATE.
11. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, LOST REVENUE, LOST BUSINESS, OR LOST, LEAKED, OR CORRUPTED DATA, ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
REGARDLESS OF THE FORM OR THEORY OF ANY CLAIM (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STATUTE, OR OTHERWISE), OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE TOTAL AMOUNTS YOU HAVE ACTUALLY PAID TO US FOR THE SERVICE. IN NO EVENT MAY YOU RECOVER FROM US, OR WILL WE BE LIABLE TO YOU FOR, ANY AMOUNT GREATER THAN WHAT YOU HAVE PAID US. This limitation is an essential basis of the bargain between us and applies to the maximum extent permitted by law.
12. Security incidents and data breaches
We maintain commercially reasonable administrative, technical, and physical safeguards designed to protect data in the Service, as described in our Privacy Policy. However, no system is completely secure, and we do not and cannot guarantee that the Service or your data will never be subject to unauthorized access, loss, theft, leakage, disclosure, alteration, or destruction.
You are responsible for safeguarding your account credentials and controlling your users' access. Many incidents originate from weak or compromised passwords, shared credentials, or misuse on the customer side, and you are responsible for incidents arising from your or your users' acts or omissions.
If we become aware of a security incident that we determine has compromised the security, confidentiality, or integrity of personal data in the Service, we will notify you without undue delay and take the actions required of us by applicable law within the timeframes it requires, and we will reasonably cooperate with your own legally required notifications.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE ARE NOT LIABLE FOR ANY LOSS, THEFT, LEAK, CORRUPTION, OR UNAUTHORIZED ACCESS TO OR DISCLOSURE OF DATA, EXCEPT TO THE EXTENT DIRECTLY CAUSED BY OUR FAILURE TO MEET A SECURITY OBLIGATION REQUIRED OF US BY LAW; AND ANY SUCH LIABILITY REMAINS SUBJECT TO THE LIMITATION OF LIABILITY IN SECTION 11.
13. Indemnification
You will defend and indemnify us against third-party claims arising from your Subscriber Data, your use of the Service, or your breach of these Terms, to the extent permitted by law.
14. Term, suspension, and termination
These Terms apply while you use the Service. We may suspend or terminate access for non-payment, breach, or risk to the Service. You may cancel per Section 4. On termination, your right to use the Service ends; we will make Subscriber Data available for export for 30 days, after which we may delete it.
15. Changes to the Service or Terms
We may modify these Terms. When we do, we will update the effective date above and require you to accept the updated Terms within the Service before continued use. Material changes are effective as required by law.
16. Governing law and disputes
These Terms are governed by the laws of the State of Utah, without regard to conflict-of-laws rules. You agree to the exclusive jurisdiction and venue of the state and federal courts located in Salt Lake County, Utah, and each party waives any right to a jury trial.
17. General
These Terms (with the Privacy Policy and any data processing addendum) are the entire agreement between the parties. If any provision is unenforceable, the rest remains in effect, and the unenforceable provision will be limited to the minimum extent necessary. We may assign these Terms in connection with a merger or sale; you may not assign without our consent. Neither party is liable for delays caused by events beyond its reasonable control. No waiver is implied by a failure to enforce.
18. Contact
TopperBase LLC · support@topperbase.com.