Terms of Service - Warchest

WARCHEST TERMS OF SERVICE

Last Updated: March 9, 2026

SECTION 1. ACCEPTANCE OF TERMS

1.1 Agreement to Terms. These Terms of Service (“Terms”) constitute a legally binding agreement between you (“Customer,” “Client,” “you,” or “your”) and Data Management and Compliance, Inc., a Delaware corporation doing business as Warchest (“Warchest,” “we,” “us,” or “our”), governing your access to and use of the Warchest platform, including Warchest Compliance, Warchest Cashflow, and any related services, features, content, and applications (collectively, the “Services”).

1.2 Acceptance. By accessing or using the Services, clicking “I Accept,” signing an Order Form, or otherwise indicating your acceptance, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are accepting these Terms on behalf of a company, organization, political committee, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, and “you” and “your” will refer to that entity.

1.3 Eligibility. To access and use the Services, you acknowledge and agree that:

(a) You are at least 18 years of age;

(b) You are capable of forming a binding contract with Warchest;

(c) You are not located in any comprehensively embargoed or sanctioned jurisdiction, including Cuba, Iran, North Korea, Syria, the Crimea, Zaporizhzhia, and Kherson regions, the Donetsk People’s Republic, the Luhansk People’s Republic, or Russia, and are not otherwise prohibited from using the Services under applicable law;

(d) You are not included on any U.S. or other applicable restricted party lists.

1.4 Order Forms. Your use of specific Services may be governed by an order form, statement of work, or similar ordering document (“Order Form”) that references these Terms. Each Order Form, together with these Terms, constitutes the “Agreement.” If these Terms and an Order Form conflict, the Order Form controls.

1.5 Additional Terms. Certain features or services may be subject to additional terms, policies, or guidelines (“Additional Terms”) that we may provide separately. Your use of such features or services constitutes acceptance of those Additional Terms.

1.6 Changes to Terms. Warchest may modify these Terms at any time by posting a revised version at www.mywarchest.com/termsofservice and providing written notice to you. Such revised version will become effective thirty (30) days after notice is provided. If you do not agree with any material modification, you must notify Warchest within thirty (30) days of receiving notice. On receipt of your notice, your subscription will continue under the prior terms until the end of the then-current Term, at which point the current version will apply. If Warchest can no longer reasonably provide Services under the prior terms, Warchest may terminate this Agreement upon notice and provide a pro rata refund for prepaid Services that remain unused.

SECTION 2. DEFINITIONS

The following definitions apply throughout these Terms:

2.1 “Anonymized Information” means information derived from Customer Data that: (a) combines information about multiple individuals and does not identify any individual; or (b) has been transformed so it cannot identify any individual.

2.2 “Confidential Information” means the terms of this Agreement and any information concerning or relating to a Party’s business operations, including proprietary technology, business plans, Customer Data, Reports, financial information, customer information, trade secrets, and technical information. All information disclosed by a Party should be presumed Confidential Information. Confidential Information does not include information that: (a) is or becomes publicly known through no fault of the receiving party; (b) is disclosed to the receiving party by a third party with the right to do so; (c) was known to the receiving party before disclosure; or (d) is independently developed by the receiving party. Confidential Information does not include Anonymized Information.

2.3 “Customer,” “Client,” “you,” or “your” means the entity or individual subscribing to the Services, including political committees, campaigns, Democratic organizations, and their consultants.

2.4 “Customer Data” means, collectively: (a) Donor Records submitted in connection with Warchest Compliance; and (b) User Data submitted in connection with Warchest Cashflow. You own all Customer Data and retain all legal rights associated with it. Warchest may process but will not own any personal, individual, or sensitive data processed through the Services.

2.5 “Donor Records” or “Donor Data” means data about donors that you import into Warchest Compliance from ActBlue or other sources of donations.

2.6 “Effective Date” means the date you first accept these Terms, sign an Order Form, or begin using the Services, whichever occurs first.

2.7 “Order Form” means an order form, purchase order, statement of work, or similar ordering document executed by you and Warchest that references these Terms and specifies the Services, fees, and Term applicable to your subscription.

2.8 “Report” means any compliance report, analysis, or output generated by the Services based on your Customer Data.

2.9 “Security Breach” means: (a) any unauthorized access to Customer Data, Reports, or Confidential Information; or (b) any unauthorized intrusion resulting in disclosure of such information.

2.10 “Service Data” means data, information, or material uploaded or routed to you via the Services, or transmitted using the Services, or otherwise provided to you by Warchest, together with any derivative works made therefrom. Service Data is deemed to be the Confidential Information of Warchest.

2.11 “Services” means Warchest’s cloud-based software platform, including Warchest Compliance (a compliance software solution for political fundraisers), Warchest Cashflow (an Internet-based budget management software application), and any related features, functions, tools, processes, data, statistics, analysis, information, databases, documentation, system and network interfaces, and software applications.

2.12 “Term” means the initial subscription period specified in your Order Form and any Renewal Terms.

2.13 “Usage Data” means query logs and any data (other than User Data or Customer Data) relating to the operation, support, and/or your use of the Services.

2.14 “User Data” means data generated by your equipment, shared or uploaded by you, and/or data otherwise transmitted by you or at your direction to Warchest in connection with Warchest Cashflow.

SECTION 3. DESCRIPTION OF SERVICES

3.1 Warchest Platform. Warchest provides cloud-based compliance and data management software designed specifically for Democratic campaigns, political committees, and organizations. The Services include:

(a) Warchest Compliance: A compliance software solution for political fundraisers that processes Donor Records imported from ActBlue or other donation sources and generates compliance Reports to support federal, state, and local campaign finance reporting requirements.

(b) Warchest Cashflow: An Internet-based budget management software application that provides tools for financial planning, budget tracking, and cash flow analysis for political campaigns and organizations.

3.2 Service Levels. The specific Services, features, and service levels applicable to your subscription will be set forth in your Order Form.

3.3 Customer Support. Warchest provides customer support from 9:00 a.m. to 5:00 p.m. Eastern Time, Monday through Friday, excluding U.S. federal holidays.

3.4 Modifications to Services. Warchest may modify, update, or discontinue features of the Services from time to time. Warchest will provide reasonable notice of any material changes that adversely affect your use of the Services.

3.5 Third-Party Integrations. The Services may integrate with third-party platforms, including ActBlue and Amalgamated Bank. Your use of third-party services is subject to the terms and policies of those third parties, and Warchest is not responsible for third-party services.

SECTION 4. ACCOUNT REGISTRATION AND SECURITY

4.1 Account Creation. To access the Services, you must create an account by providing accurate, complete, and current information. You agree to update your account information promptly to keep it accurate and complete.

4.2 Account Credentials. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to:

(a) Create a strong, unique password;

(b) Not share your credentials with unauthorized persons;

(d) Ensure that you log out of your account at the end of each session.

4.3 Authorized Users. You may authorize employees, contractors, and agents to access the Services on your behalf (“Authorized Users”). You are responsible for ensuring that all Authorized Users comply with these Terms and for any acts or omissions of your Authorized Users.

4.4 Account Security. Warchest implements reasonable security measures to protect your account. However, you acknowledge that no method of electronic transmission or storage is completely secure, and Warchest cannot guarantee absolute security.

4.5 Suspension. Warchest may suspend your access to the Services if Warchest reasonably believes that your account has been compromised or is being used in violation of these Terms.

SECTION 5. SUBSCRIPTION AND PAYMENT TERMS

5.1 Fees. You agree to pay all fees specified in your Order Form. Unless otherwise stated in your Order Form, fees are quoted in U.S. dollars and are exclusive of applicable taxes.

5.2 Billing. Unless otherwise agreed in your Order Form, Warchest will invoice you upon signing the Order Form. Warchest will invoice you on the first day of each Term. You agree to pay within the number of days stated in your Order Form (“net” indicates days after invoice date).

5.3 Payment Method. You agree to pay invoices via credit card or electronic fund transfer and to provide Warchest with accurate payment information. You authorize Warchest to share payment information with Stripe and/or Amalgamated Bank for payment processing.

5.4 Taxes. You are responsible for all sales, use, and similar taxes arising from your subscription, excluding taxes based on Warchest’s income.

5.5 Invoice Disputes. If you dispute an invoice in good faith, you must notify Warchest in writing within fifteen (15) days of receipt, specifying the disputed items and reasons. The parties will work to resolve disputes promptly. You remain responsible for undisputed amounts.

5.6 Late Payment. If any undisputed amount is not paid when due, Warchest may charge interest at the lesser of 1.5% per month or the maximum rate permitted by law.

5.7 Suspension for Non-Payment. Warchest may suspend Services if: (a) you fail to pay when due; (b) Warchest notifies you; and (c) you fail to pay within ten (10) business days of notice. If you dispute an amount in writing, Warchest will not suspend Services until thirty-one (31) days after receiving the dispute notice.

5.8 No Refunds. Except as expressly provided in these Terms or your Order Form, all fees are non-refundable.

SECTION 6. PERMITTED USE AND RESTRICTIONS

6.1 License Grant. Subject to these Terms, Warchest grants you a non-exclusive, worldwide, non-transferable license to access and use the Services for your internal business purposes during the Term.

6.2 Service Data License. During the Term, Warchest grants you a limited, non-exclusive, non-sublicensable, non-transferable, revocable license to access, capture, copy, store, transmit, maintain, and display the Service Data solely to the extent necessary to receive the Services under this Agreement.

6.3 Restrictions. Except as expressly authorized by this Agreement, you agree not to, and not to allow any Authorized User or third party to:

(a) Grant any unauthorized third party access to or permission to use the Services;

(b) Decompile, disassemble, reverse engineer, or otherwise attempt to derive any trade secrets embodied in the Services;

(d) Sell, resell, license, sublicense, distribute, rent, lease, or otherwise commercially exploit the Services except as expressly provided in this Agreement;

(e) Interfere with or disrupt the integrity or performance of the Services or the data contained therein;

(f) Send, store, or use any Customer Data in connection with the Services for which you lack sufficient ownership or other rights;

(g) Send spam or otherwise duplicative or unsolicited messages in violation of applicable law;

(h) Send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material in connection with the Services;

(i) Send or store any material containing viruses, worms, trojan horses, or other malicious code in connection with the Services;

(j) Access the Services to build a competitive product or service;

(k) Copy any features, functions, or graphics of the Services.

6.4 Compliance with Law. You agree to comply with all applicable laws in your use of the Services, including federal, state, and local campaign finance laws and regulations.

6.5 Third-Party Rights. You agree to obtain all necessary rights, permissions, and authorizations from third parties to provide Customer Data to Warchest.

SECTION 7. DATA PRIVACY AND COMPLIANCE

7.1 Customer Data Ownership. You own all Customer Data. Warchest will not sell, share, or disclose your Customer Data except as necessary to provide the Services or as required by law.

7.2 Warchest Data Rights. You grant Warchest a limited, non-exclusive, royalty-free license to use Customer Data to perform its obligations under this Agreement.

7.3 Anonymized Information. You agree that Warchest owns all rights, title, and interest in Anonymized Information and may use it indefinitely to monitor, improve, and develop the Services.

7.4 Usage Data. Warchest may collect and use Usage Data to develop, improve, support, and operate the Services. Warchest will not share any Usage Data that includes your Confidential Information with a third party except: (a) in accordance with Section 9 (Confidentiality); or (b) to the extent the Usage Data is aggregated and anonymized such that you, your users, and any other natural persons cannot be identified.

7.5 Report Ownership. After Warchest delivers a Report to you, you own the Report and may use it in any lawful manner.

7.6 Data Security. Warchest will: (a) protect the security and integrity of all Customer Data, Reports, and Confidential Information; and (b) maintain a written information security program with administrative, technical, and physical safeguards against unauthorized disclosure, use, or anticipated threats.

7.7 Security Standards. Warchest’s information security program will comply with applicable federal and state laws and industry best practices, including requirements for firewalls, patching, and encryption of data at rest and in transit.

7.8 Security Breach Notification. If Warchest discovers a Security Breach, Warchest will: (a) notify Client in writing as soon as practicable and without unreasonable delay, but no later than thirty (30) calendar days after confirming the Security Breach, and provide available details regarding the nature and scope of the breach; and (b) cooperate with Client to protect the affected information and mitigate the breach as required by applicable law. Notification may be delayed at the written request of a law enforcement agency that determines notification would impede a criminal investigation.

7.9 Data Retention. Warchest may return, delete, or destroy Customer Data after delivering the corresponding Report. Nothing in these Terms requires Warchest to retain Confidential Information or act as a data storage provider.

7.10 Service Data Obligations. Upon termination of this Agreement, you will destroy all copies of the Service Data and certify the same in writing to Warchest; provided that Service Data on back-up media may be destroyed or recycled according to your retention schedule for such media.

SECTION 8. INTELLECTUAL PROPERTY RIGHTS

8.1 Warchest IP. Except for the limited licenses granted herein, Warchest retains all right, title, and interest (including all intellectual property rights) in and to the Services, Service Data, all copies, modifications, and derivative works thereof, and all Warchest trademarks, logos, and brand elements.

8.2 Customer IP. You retain all right, title, and interest in and to your Customer Data and any intellectual property you owned prior to this Agreement.

8.3 Feedback. If you provide suggestions, ideas, or feedback regarding the Services (“Feedback”), you grant Warchest a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such Feedback into the Services without restriction or compensation.

8.4 No Implied Rights. Except for the express licenses granted in these Terms, neither party grants the other any rights, implied or otherwise, to the other’s intellectual property.

SECTION 9. CONFIDENTIALITY

9.1 Confidentiality Obligations. Each party agrees to maintain the confidentiality of Confidential Information received from the other party. Each party will take reasonable steps to prevent unauthorized disclosure and will only share Confidential Information with directors, officers, employees, agents, and contractors who need to know it and are bound by confidentiality obligations at least as restrictive as these Terms. Neither party will use Confidential Information except to perform its obligations or exercise its rights under this Agreement.

9.2 Required Disclosure. If a party is required by legal process to disclose Confidential Information, that party must promptly notify the other party and cooperate (at the other party’s expense) to protect the information.

9.3 Audit and Compliance. You acknowledge that Warchest may use Confidential Information, including Customer Data and Reports, for internal compliance and audit purposes and may share it with third parties conducting audits or compliance reviews, provided those third parties are bound by confidentiality obligations at least as restrictive as these Terms.

9.4 Survival. Confidentiality obligations continue for three (3) years after termination or expiration of this Agreement.

SECTION 10. DISCLAIMERS AND LIMITATION OF LIABILITY

10.1 Disclaimer of Warranties. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, WARCHEST PROVIDES THE SERVICES “AS IS” AND DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. No oral or written information from Warchest creates any warranty.

10.2 Internet Disclaimer. You acknowledge that Warchest does not control the internet and is not responsible for unauthorized access attempts, except for breaches of this Agreement. You are responsible for backing up your data and Customer Data.

10.3 Compliance Disclaimer. The Services are designed to support compliance with campaign finance laws and regulations. However, Warchest does not guarantee that use of the Services will ensure compliance with any specific legal requirements. You are solely responsible for ensuring your compliance with all applicable laws.

10.4 Exclusion of Consequential Damages. NEITHER PARTY WILL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE, OR SPECIAL DAMAGES (INCLUDING LOST PROFITS, DATA, BUSINESS, OR GOODWILL), REGARDLESS OF THE CAUSE OF ACTION OR LEGAL THEORY.

10.5 Liability Cap. EACH PARTY’S AGGREGATE LIABILITY FOR DIRECT DAMAGES UNDER THIS AGREEMENT WILL NOT EXCEED THE TOTAL AMOUNT PAID OR PAYABLE BY YOU IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

10.6 Essential Basis. The disclaimers and limitations in this Section 10 apply regardless of the form of action, whether in contract, tort, strict liability, or otherwise, and will survive and apply even if any limited remedy fails of its essential purpose. The parties agree that these limitations represent a reasonable allocation of risk.

SECTION 11. INDEMNIFICATION

11.1 Your Indemnification. You agree to defend, indemnify, and hold harmless Warchest, its parents, subsidiaries, and affiliates from all liabilities, claims, damages, and expenses (including reasonable attorneys’ fees) arising from: (a) your use of the Services; (b) your gross negligence or willful misconduct; (c) your breach of this Agreement; or (d) any claim that Customer Data infringes third-party intellectual property or privacy rights.

11.2 Warchest Indemnification. Warchest agrees to defend, indemnify, and hold harmless you, your parents, and affiliates from third-party claims arising from: (a) Warchest’s breach of this Agreement, including any Security Breach or unauthorized disclosure of your Confidential Information; (b) Warchest’s gross negligence or willful misconduct; or (c) any claim that the Services infringe third-party intellectual property rights.

11.3 IP Indemnification Procedures. For IP indemnification claims under Section 11.2(c), you will provide timely written notice, Warchest will have sole control of the defense, and you will provide reasonable cooperation upon request.

11.4 IP Infringement Remedies. If Services become or are likely to become subject to an IP infringement claim, Warchest may, at its option: (a) procure the right for you to continue using the Services; (b) modify the Services to be non-infringing with substantially equivalent functionality; or (c) if neither (a) nor (b) is reasonably available, terminate this Agreement and provide a pro rata refund for prepaid Services.

11.5 Exclusions. Warchest has no liability or indemnification obligation for: (a) use of Services for unintended purposes; (b) use of older software versions when newer versions were available; or (c) use of Services in breach of this Agreement.

SECTION 12. TERM AND TERMINATION

12.1 Term. This Agreement commences on the Effective Date and continues until all Order Forms have terminated or expired. Either party may terminate this Agreement or any Order Form at any time for any reason upon thirty (30) days’ advance written notice. Either party may terminate this Agreement immediately upon written notice if the other party materially breaches this Agreement and fails to cure such breach within thirty (30) days of receiving written notice of the breach.

12.5 Effect of Termination. Upon termination:

(a) Your right to access and use the Services terminates immediately;

(b) Warchest will provide all outstanding invoices and Reports within thirty (30) days;

(d) You must destroy all copies of Service Data and certify such destruction in writing;

(e) Warchest will make Customer Data available for electronic retrieval for thirty (30) days, after which Warchest may delete stored Customer Data.

12.6 Survival. Sections 2 (Definitions), 7.3 (Anonymized Information), 8 (Intellectual Property Rights), 9 (Confidentiality), 10 (Disclaimers and Limitation of Liability), 11 (Indemnification), 12.5 (Effect of Termination), 13 (Governing Law and Dispute Resolution), and 14 (General Provisions) survive termination.

SECTION 13. GOVERNING LAW AND DISPUTE RESOLUTION

13.1 Governing Law. This Agreement is governed by the laws of the Commonwealth of Massachusetts, without regard to conflict of laws principles.

13.2 Venue. The parties consent to exclusive jurisdiction and venue in the state and federal courts of Massachusetts. The parties waive objections to venue or forum and consent to service by certified mail or courier.

13.3 Jury Trial Waiver. THE PARTIES IRREVOCABLY WAIVE THE RIGHT TO TRIAL BY JURY IN ANY ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT.

13.4 Class Action Waiver. BY USING THE SERVICES AND AGREEING TO THIS AGREEMENT, YOU HEREBY WILLINGLY, EXPRESSLY, AND KNOWINGLY WAIVE ALL RIGHTS TO BRING OR PARTICIPATE IN ANY CLASS-ACTION LAWSUIT, CLASS-WIDE ARBITRATION, OR PRIVATE ATTORNEY-GENERAL ACTION BROUGHT UNDER OR IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF THE SERVICES. YOU MAY NOT BRING ANY CLAIM, SUIT, OR OTHER PROCEEDING TO ENFORCE THIS AGREEMENT AS THE MEMBER OF ANY CLASS OR AS PART OF ANY SIMILAR COLLECTIVE OR CONSOLIDATED ACTION. 1 IF ANY COURT OR ARBITRATOR DETERMINES THAT THIS CLASS ACTION WAIVER IS UNENFORCEABLE AS TO A PARTICULAR CLAIM OR REQUEST FOR RELIEF, THEN THAT CLAIM OR REQUEST FOR RELIEF SHALL BE SEVERED AND PROCEED INDIVIDUALLY, AND THE REMAINING CLAIMS SHALL CONTINUE TO BE SUBJECT TO THIS WAIVER. IN NO EVENT SHALL ANY CLAIM OR REQUEST FOR RELIEF BE ADJUDICATED ON A CLASS-WIDE OR CONSOLIDATED BASIS, AND NO ARBITRATOR OR COURT SHALL HAVE AUTHORITY TO PRESIDE OVER ANY FORM OF A REPRESENTATIVE, CLASS, OR COLLECTIVE PROCEEDING.

13.5 Attorneys’ Fees. The substantially prevailing party in any dispute is entitled to reimbursement of costs and reasonable attorneys’ fees.

CONTACT INFORMATION

Data Management and Compliance, Inc. DBA Warchest

405 Waltham Street, Suite 181 Lexington, MA 02421.

Email: support@mywarchest.com