Before/after stance changes across captured policy versions, with exact citations. If no before/after delta is available yet, AIRIN shows the latest citation-backed stance events instead.
No before/after stance delta is available for this filter yet. Latest citation-backed stance events are shown below.
Jul 10, 2026subprocessors / sharingmedium
data sharing
Latest stance: third party or vendor sharing
“11.1. Confidential Information. During the term of this Agreement, each party (the “ Disclosing Party ”) may provide the other party (the “ Receiving Party ”) with certain information regarding the Disclosing Party’s business, technology, products, or services, or other confidential or proprietary information (collectively, “ Confidential Information ”) in whatever form (written, oral or visual) that is furnished or made available to the Receiving Party by or on behalf of the Disclosing Party that (a) if in tangible form, the Disclosing Party has labeled in writing as proprietary or confidential, (b) if in oral or visual form, the Disclosing Party has identified as proprietary or confidential at the time of disclosure, or (c) is of a character that is commonly and reasonably regarded as confidential and/or proprietary. For the avoidance of doubt, the Services, Documentation, and all enhancements and improvements thereto, will be considered Confidential Information of Klaviyo. 11.2. Protection of Confidential Information. The Receiving Party agrees that it will not use or disclose to any third party any Confidential Information of the Disclosing Party, except for exercising its rights and performing its obligations under this Agreement. The Receiving Party will limit access to the Confidential Information to its employees and contractors who have a need to know, who are subject to confidentiality obligations no less restrictive than those set forth herein and who have been informed of the confidential nature of such information.”
Open citationJul 10, 2026subprocessors / sharingmedium
data sharing
Latest stance: third party or vendor sharing
“11.2. Protection of Confidential Information. The Receiving Party agrees that it will not use or disclose to any third party any Confidential Information of the Disclosing Party, except for exercising its rights and performing its obligations under this Agreement. The Receiving Party will limit access to the Confidential Information to its employees and contractors who have a need to know, who are subject to confidentiality obligations no less restrictive than those set forth herein and who have been informed of the confidential nature of such information. In addition, the Receiving Party will protect the Disclosing Party’s Confidential Information from unauthorized use, access, or disclosure in the same manner that it protects its own proprietary information of a similar nature, but in no event with less than reasonable care. At the Disclosing Party’s request or upon termination of this Agreement, the Receiving Party will return to the Disclosing Party or destroy (or permanently erase in the case of electronic files) all copies of the Confidential Information that the Receiving Party does not have a continuing right to use under this Agreement, and, upon request, the Receiving Party shall provide to the Disclosing Party written notice certifying compliance with this sentence, unless prohibited by applicable law.”
Open citationJul 10, 2026privacyhigh
content license
Latest stance: sublicensable or transferable
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement. 7.2. Feedback. In the event that Customer or its Authorized Users provide any comments or suggestions in connection with the Services, whether written or oral (collectively, the “ Feedback ”), Klaviyo, in its sole discretion, shall be entitled to use the Feedback without restriction, and such Feedback will not be treated as confidential to Customer. Customer hereby grants Klaviyo, on behalf of itself and its Authorized Users, a worldwide, non-exclusive, irrevocable, perpetual, royalty-free right and license to incorporate the Feedback into Klaviyo products and services. 7.3. Aggregated Data. Klaviyo may collect and derive from Customer Data aggregated data that does not identify Customer, any third-party entity or any natural persons (“ Klaviyo Derived Data ”), and use and disclose such Klaviyo Derived Data for Klaviyo’s legitimate business purposes, which may include but is not limited to Services improvement, service and product development, research and marketing .”
Open citationJul 10, 2026privacymedium
content license
Latest stance: broad license
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement. 7.2. Feedback. In the event that Customer or its Authorized Users provide any comments or suggestions in connection with the Services, whether written or oral (collectively, the “ Feedback ”), Klaviyo, in its sole discretion, shall be entitled to use the Feedback without restriction, and such Feedback will not be treated as confidential to Customer. Customer hereby grants Klaviyo, on behalf of itself and its Authorized Users, a worldwide, non-exclusive, irrevocable, perpetual, royalty-free right and license to incorporate the Feedback into Klaviyo products and services. 7.3. Aggregated Data. Klaviyo may collect and derive from Customer Data aggregated data that does not identify Customer, any third-party entity or any natural persons (“ Klaviyo Derived Data ”), and use and disclose such Klaviyo Derived Data for Klaviyo’s legitimate business purposes, which may include but is not limited to Services improvement, service and product development, research and marketing .”
Open citationJul 10, 2026subprocessors / sharinghigh
content license
Latest stance: sublicensable or transferable
“14.8. Independent Contractors. Each party’s relationship to the other party is that of an independent contractor, and neither party is an agent or partner of the other. Neither party will have, and will not represent to any third party that it has, any authority to act on behalf of the other. 14.9. Third-Party Beneficiaries. There are no third-party beneficiaries under the Agreement. 14.10. Notices. Where Klaviyo requires Customer to provide an email address, Customer is responsible for providing Klaviyo with its most current email address. In the event that the last email address provided to Klaviyo is not valid, or for any reason is not capable of delivering to Customer any notices required or permitted by the Agreement, Klaviyo’s dispatch of the email containing such notice will nonetheless constitute effective notice. Customer may give notice to Klaviyo at the following email address: legal@klaviyo.com. Notice shall be deemed to have been duly given on the first business day following successful email transmission to Klaviyo. 14.11. Pre-GA Versions. From time to time, Klaviyo may make Pre-GA Versions available to Customer subject to a non-transferable, non-sublicensable, non-exclusive, revocable right to access for testing and evaluation purposes, and Customer may choose to try such Pre-GA Versions in its sole discretion and at its sole risk. Notwithstanding anything to the contrary in this Agreement, (i) Klaviyo provides the Pre-GA Versions on an AS-IS basis without any warranty, and Klaviyo disclaims all express or implied warranties to the maximum extent permitted by applicable law; (ii) Klaviyo has no obligation to provide support for Pre-GA Versions; and (ii) Customer acknowledges that the Pre-GA Versions may not be reliable, and Klaviyo shall not be”
Open citationJul 10, 2026privacyhigh
content license
Latest stance: sublicensable or transferable
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement.”
Open citationJul 10, 2026privacymedium
content license
Latest stance: broad license
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement.”
Open citationJul 10, 2026confidentialitymedium
content license
Latest stance: broad license
“7.2. Feedback. In the event that Customer or its Authorized Users provide any comments or suggestions in connection with the Services, whether written or oral (collectively, the “**Feedback**”), Klaviyo, in its sole discretion, shall be entitled to use the Feedback without restriction, and such Feedback will not be treated as confidential to Customer. Customer hereby grants Klaviyo, on behalf of itself and its Authorized Users, a worldwide, non-exclusive, irrevocable, perpetual, royalty-free right and license to incorporate the Feedback into Klaviyo products and services.”
Open citationJul 10, 2026commercial usehigh
content license
Latest stance: sublicensable or transferable
“14.11. Pre-GA Versions. From time to time, Klaviyo may make Pre-GA Versions available to Customer subject to a non-transferable, non-sublicensable, non-exclusive, revocable right to access for testing and evaluation purposes, and Customer may choose to try such Pre-GA Versions in its sole discretion and at its sole risk. Notwithstanding anything to the contrary in this Agreement, (i) Klaviyo provides the Pre-GA Versions on an AS-IS basis without any warranty, and Klaviyo disclaims all express or implied warranties to the maximum extent permitted by applicable law; (ii) Klaviyo has no obligation to provide support for Pre-GA Versions; and (ii) Customer acknowledges that the Pre-GA Versions may not be reliable, and Klaviyo shall not be liable for any damages arising from the use or inability to use the Pre-GA Versions. Customer’s use of the Pre-GA Versions is subject to Service use restrictions in the Agreement, including Section 3.2. Customer will provide Klaviyo with feedback on the Pre-GA Versions upon request. Klaviyo may unilaterally modify or discontinue the Pre-GA Versions at any time without notice or liability to Customer (or not release commercially), and any final commercial versions may be subject to the payment of additional fees.”
Open citationJul 10, 2026privacyhigh
content license
Latest stance: sublicensable or transferable
“3.1. Access. Subject to the terms and conditions of the Agreement, Klaviyo grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the Term. Customer may permit its Authorized Users to use the Services provided that Customer shall be responsible for each Authorized User’s compliance with the Agreement.”
Open citationJul 10, 2026indemnity / liabilitymedium
legal burden
Latest stance: indemnity
“To the extent that Klaviyo charges any of the aforementioned taxes, they are calculated using the tax rates that apply based on the billing address provided by Customer. Such amounts are in addition to the Fees and will be billed to Customer’s authorized payment method. If Customer is exempt from payment of any such taxes, Customer must provide Klaviyo with evidence of exemption. If Customer is not charged any of the aforementioned taxes by Klaviyo, Customer is responsible for determining if taxes are payable, and if so, self-remitting such taxes to the appropriate tax authorities in Customer’s jurisdiction. Customer will make all payments of Fees to Klaviyo free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments of Fees to Klaviyo will be Customer’s sole responsibility, and Customer will provide Klaviyo with official receipts issued by the appropriate taxing authority, or such other evidence as Klaviyo may reasonably request, to establish that such taxes have been paid. Customer shall indemnify, defend, and hold Klaviyo harmless in connection with any proceedings brought by any taxing authorities in connection with this Agreement. 6.5. Expenses. If pre-approved by Customer in a Service Order, Customer shall reimburse Klaviyo for reasonable out-of-pocket expenses (including travel and living) incurred in performing its obligations for specific Services under such Service Order.”
Open citationJul 10, 2026indemnity / liabilitymedium
legal burden
Latest stance: indemnity
“Notwithstanding the foregoing, Klaviyo reserves the right at its own expense to participate in the defense and control of any matter subject to indemnification by Customer; provided, however, that if Klaviyo reasonably determines that Customer is unwilling or unable to defend Klaviyo or another indemnified party’s interests, then Klaviyo may assume the defense against any claims at Customer’s sole expense.”
Open citationJul 10, 2026indemnity / liabilitymedium
legal burden
Latest stance: liability limited
“All liabilities accrued under this Agreement prior to the effective date of termination and the following Sections will survive expiration or termination of this Agreement for any reason: 1 (Definitions), 2 (Modification of the Agreement), 4.3 (Suspension, Limitation and Termination of Access), 5 (Intellectual Property), 6 (Fees and Expenses; Payments), 8 (AI Features), 9.4 (Disclaimer), 10 (Limitation of Liability), 11 (Confidentiality), 12 (Indemnification), 13.3 (Effect of Termination) and 14 (Miscellaneous).”
Open citationJul 10, 2026indemnity / liabilitymedium
legal burden
Latest stance: indemnity
“6.4. Taxes. The Fees are exclusive of all applicable sales, use, value-added and other taxes, and all applicable duties, tariffs, assessments, export and import fees, or other similar charges, and Customer will be responsible for payment of all such taxes (other than taxes based on Klaviyo’s income), fees, duties, and charges and any related penalties and interest, arising from the payment of the Fees and the delivery of the Services. To the extent that Klaviyo charges any of the aforementioned taxes, they are calculated using the tax rates that apply based on the billing address provided by Customer. Such amounts are in addition to the Fees and will be billed to Customer’s authorized payment method. If Customer is exempt from payment of any such taxes, Customer must provide Klaviyo with evidence of exemption. If Customer is not charged any of the aforementioned taxes by Klaviyo, Customer is responsible for determining if taxes are payable, and if so, self-remitting such taxes to the appropriate tax authorities in Customer’s jurisdiction. Customer will make all payments of Fees to Klaviyo free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments of Fees to Klaviyo will be Customer’s sole responsibility, and Customer will provide Klaviyo with official receipts issued by the appropriate taxing authority, or such other evidence as Klaviyo may reasonably request, to establish that such taxes have been paid. Customer shall indemnify, defend, and hold Klaviyo harmless in connection with any proceedings brought by any taxing authorities in connection with this Agreement.”
Open citationJul 10, 2026indemnity / liabilitymedium
legal burden
Latest stance: indemnity
“12.3. Procedure. The indemnifying party’s obligations as set forth above are expressly conditioned upon each of the foregoing: (a) the indemnified party shall promptly notify the indemnifying party in writing of any threatened or actual claim or suit; (b) the indemnifying party shall have sole control of the defense or settlement of any claim or suit; and (c) the indemnified party shall cooperate with the indemnifying party to facilitate the settlement or defense of any claim or suit. Notwithstanding the foregoing, Klaviyo reserves the right at its own expense to participate in the defense and control of any matter subject to indemnification by Customer; provided, however, that if Klaviyo reasonably determines that Customer is unwilling or unable to defend Klaviyo or another indemnified party’s interests, then Klaviyo may assume the defense against any claims at Customer’s sole expense.”
Open citationJul 10, 2026retentionhigh
content license
Latest stance: sublicensable or transferable
“3.1. Access. Subject to the terms and conditions of the Agreement, Klaviyo grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the Term. Customer may permit its Authorized Users to use the Services provided that Customer shall be responsible for each Authorized User’s compliance with the Agreement. 3.2. Restrictions. Customer will not, and will not permit any Authorized User or other party to: (a) modify, adapt, alter, translate, or create derivative works of the Services; (b) sublicense, lease, rent, loan, distribute, or otherwise transfer the Services or Documentation to any third party; (c) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Services, except to the extent expressly permitted by applicable law (and then only upon advance written notice to Klaviyo); (d) bypass, delete, or disable any copy protection or security mechanisms of the Services; (e) use or demonstrate the Services in any other way that is in competition with Klaviyo, or provide access to a competitor; (f) remove any notice of proprietary rights from the Services; (g) attempt to gain unauthorized access to, or disrupt the integrity, performance or security of the Services or the data contained therein; (h) use or copy the Services or Documentation, except as expressly allowed herein or (i) use the Services in violation of the Acceptable Use Policy .”
Open citationJul 10, 2026retentionmedium
data sharing
Latest stance: third party or vendor sharing
“3.1. Access. Subject to the terms and conditions of the Agreement, Klaviyo grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the Term. Customer may permit its Authorized Users to use the Services provided that Customer shall be responsible for each Authorized User’s compliance with the Agreement. 3.2. Restrictions. Customer will not, and will not permit any Authorized User or other party to: (a) modify, adapt, alter, translate, or create derivative works of the Services; (b) sublicense, lease, rent, loan, distribute, or otherwise transfer the Services or Documentation to any third party; (c) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Services, except to the extent expressly permitted by applicable law (and then only upon advance written notice to Klaviyo); (d) bypass, delete, or disable any copy protection or security mechanisms of the Services; (e) use or demonstrate the Services in any other way that is in competition with Klaviyo, or provide access to a competitor; (f) remove any notice of proprietary rights from the Services; (g) attempt to gain unauthorized access to, or disrupt the integrity, performance or security of the Services or the data contained therein; (h) use or copy the Services or Documentation, except as expressly allowed herein or (i) use the Services in violation of the Acceptable Use Policy .”
Open citationJul 10, 2026commercial uselow
commercial use
Latest stance: allowed
“9.3. Limited Warranty. Klaviyo warrants that the Services, when used in accordance with the terms of this Agreement, will perform substantially in accordance with the Documentation during the term of this Agreement. The foregoing warranty shall not apply to performance issues of the Services resulting from (i) content provided by or passed through Customer or third parties in connection with the Services (including Customer Data); (ii) Customer’s data structures, operating environment, equipment or other technology; (iii) the use or combination of the Services with any other software, services or hardware not supported by Klaviyo; (iv) causes external to the Services, such as problems with the hardware, network or other infrastructure with which the Services are used; (v) unauthorized or improper use of the Services; or (vi) any modification of the Services by Customer or its Authorized Users. Provided that Customer promptly notifies Klaviyo in writing of any breach of the foregoing warranty during the term of this Agreement, Klaviyo shall, as Customer’s sole and exclusive remedy, use commercially reasonable efforts to correct such non-conformance and if Klaviyo fails to remedy the non-conformity, Customer may terminate the Agreement.”
Open citationJun 17, 2026privacyhigh
content license
Latest stance: sublicensable or transferable
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement. 7.2. Feedback. In the event that Customer or its Authorized Users provide any comments or suggestions in connection with the Services, whether written or oral (collectively, the “ Feedback ”), Klaviyo, in its sole discretion, shall be entitled to use the Feedback without restriction, and such Feedback will not be treated as confidential to Customer. Customer hereby grants Klaviyo, on behalf of itself and its Authorized Users, a worldwide, non-exclusive, irrevocable, perpetual, royalty-free right and license to incorporate the Feedback into Klaviyo products and services. 7.3. Aggregated Data. Klaviyo may collect and derive from Customer Data aggregated data that does not identify Customer, any third-party entity or any natural persons (“ Klaviyo Derived Data ”), and use and disclose such Klaviyo Derived Data for Klaviyo’s legitimate business purposes, which may include but is not limited to Services improvement, service and product development, research and marketing .”
Open citationJun 17, 2026privacymedium
content license
Latest stance: broad license
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement. 7.2. Feedback. In the event that Customer or its Authorized Users provide any comments or suggestions in connection with the Services, whether written or oral (collectively, the “ Feedback ”), Klaviyo, in its sole discretion, shall be entitled to use the Feedback without restriction, and such Feedback will not be treated as confidential to Customer. Customer hereby grants Klaviyo, on behalf of itself and its Authorized Users, a worldwide, non-exclusive, irrevocable, perpetual, royalty-free right and license to incorporate the Feedback into Klaviyo products and services. 7.3. Aggregated Data. Klaviyo may collect and derive from Customer Data aggregated data that does not identify Customer, any third-party entity or any natural persons (“ Klaviyo Derived Data ”), and use and disclose such Klaviyo Derived Data for Klaviyo’s legitimate business purposes, which may include but is not limited to Services improvement, service and product development, research and marketing .”
Open citationJun 17, 2026retentionhigh
content license
Latest stance: sublicensable or transferable
“3.1. Access. Subject to the terms and conditions of the Agreement, Klaviyo grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the Term. Customer may permit its Authorized Users to use the Services provided that Customer shall be responsible for each Authorized User’s compliance with the Agreement. 3.2. Restrictions. Customer will not, and will not permit any Authorized User or other party to: (a) modify, adapt, alter, translate, or create derivative works of the Services; (b) sublicense, lease, rent, loan, distribute, or otherwise transfer the Services or Documentation to any third party; (c) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Services, except to the extent expressly permitted by applicable law (and then only upon advance written notice to Klaviyo); (d) bypass, delete, or disable any copy protection or security mechanisms of the Services; (e) use or demonstrate the Services in any other way that is in competition with Klaviyo, or provide access to a competitor; (f) remove any notice of proprietary rights from the Services; (g) attempt to gain unauthorized access to, or disrupt the integrity, performance or security of the Services or the data contained therein; (h) use or copy the Services or Documentation, except as expressly allowed herein or (i) use the Services in violation of the Acceptable Use Policy .”
Open citationJun 17, 2026confidentialitymedium
content license
Latest stance: broad license
“7.2. Feedback. In the event that Customer or its Authorized Users provide any comments or suggestions in connection with the Services, whether written or oral (collectively, the “**Feedback**”), Klaviyo, in its sole discretion, shall be entitled to use the Feedback without restriction, and such Feedback will not be treated as confidential to Customer. Customer hereby grants Klaviyo, on behalf of itself and its Authorized Users, a worldwide, non-exclusive, irrevocable, perpetual, royalty-free right and license to incorporate the Feedback into Klaviyo products and services.”
Open citationJun 17, 2026retentionmedium
data sharing
Latest stance: third party or vendor sharing
“3.2. Restrictions. Customer will not, and will not permit any Authorized User or other party to: (a) modify, adapt, alter, translate, or create derivative works of the Services; (b) sublicense, lease, rent, loan, distribute, or otherwise transfer the Services or Documentation to any third party; (c) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Services, except to the extent expressly permitted by applicable law (and then only upon advance written notice to Klaviyo); (d) bypass, delete, or disable any copy protection or security mechanisms of the Services; (e) use or demonstrate the Services in any other way that is in competition with Klaviyo, or provide access to a competitor; (f) remove any notice of proprietary rights from the Services; (g) attempt to gain unauthorized access to, or disrupt the integrity, performance or security of the Services or the data contained therein; (h) use or copy the Services or Documentation, except as expressly allowed herein or (i) use the Services in violation of the [Acceptable Use Policy](https://www.klaviyo.com/legal/acceptable-use-policy). Klaviyo shall have the right, but not the obligation, to review and monitor all use of the Services to ensure compliance with the terms and conditions of this Agreement.”
Open citationJun 17, 2026confidentialitymedium
data sharing
Latest stance: third party or vendor sharing
“11.2. Protection of Confidential Information. The Receiving Party agrees that it will not use or disclose to any third party any Confidential Information of the Disclosing Party, except for exercising its rights and performing its obligations under this Agreement. The Receiving Party will limit access to the Confidential Information to its employees and contractors who have a need to know, who are subject to confidentiality obligations no less restrictive than those set forth herein and who have been informed of the confidential nature of such information. In addition, the Receiving Party will protect the Disclosing Party’s Confidential Information from unauthorized use, access, or disclosure in the same manner that it protects its own proprietary information of a similar nature, but in no event with less than reasonable care. At the Disclosing Party’s request or upon termination of this Agreement, the Receiving Party will return to the Disclosing Party or destroy (or permanently erase in the case of electronic files) all copies of the Confidential Information that the Receiving Party does not have a continuing right to use under this Agreement, and, upon request, the Receiving Party shall provide to the Disclosing Party written notice certifying compliance with this sentence, unless prohibited by applicable law.”
Open citationJun 17, 2026commercial usemedium
data sharing
Latest stance: third party or vendor sharing
“3.1. Access. Subject to the terms and conditions of the Agreement, Klaviyo grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the Term. Customer may permit its Authorized Users to use the Services provided that Customer shall be responsible for each Authorized User’s compliance with the Agreement. 3.2. Restrictions. Customer will not, and will not permit any Authorized User or other party to: (a) modify, adapt, alter, translate, or create derivative works of the Services; (b) sublicense, lease, rent, loan, distribute, or otherwise transfer the Services or Documentation to any third party; (c) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Services, except to the extent expressly permitted by applicable law (and then only upon advance written notice to Klaviyo); (d) bypass, delete, or disable any copy protection or security mechanisms of the Services; (e) use or demonstrate the Services in any other way that is in competition with Klaviyo, or provide access to a competitor; (f) remove any notice of proprietary rights from the Services; (g) attempt to gain unauthorized access to, or disrupt the integrity, performance or security of the Services or the data contained therein; (h) use or copy the Services or Documentation, except as expressly allowed herein or (i) use the Services in violation of the Acceptable Use Policy .”
Open citationJun 17, 2026subprocessors / sharingmedium
data sharing
Latest stance: third party or vendor sharing
“11.2. Protection of Confidential Information. The Receiving Party agrees that it will not use or disclose to any third party any Confidential Information of the Disclosing Party, except for exercising its rights and performing its obligations under this Agreement. The Receiving Party will limit access to the Confidential Information to its employees and contractors who have a need to know, who are subject to confidentiality obligations no less restrictive than those set forth herein and who have been informed of the confidential nature of such information. In addition, the Receiving Party will protect the Disclosing Party’s Confidential Information from unauthorized use, access, or disclosure in the same manner that it protects its own proprietary information of a similar nature, but in no event with less than reasonable care. At the Disclosing Party’s request or upon termination of this Agreement, the Receiving Party will return to the Disclosing Party or destroy (or permanently erase in the case of electronic files) all copies of the Confidential Information that the Receiving Party does not have a continuing right to use under this Agreement, and, upon request, the Receiving Party shall provide to the Disclosing Party written notice certifying compliance with this sentence, unless prohibited by applicable law.”
Open citationJun 17, 2026commercial usemedium
data sharing
Latest stance: third party or vendor sharing
“3.2. Restrictions. Customer will not, and will not permit any Authorized User or other party to: (a) modify, adapt, alter, translate, or create derivative works of the Services; (b) sublicense, lease, rent, loan, distribute, or otherwise transfer the Services or Documentation to any third party; (c) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Services, except to the extent expressly permitted by applicable law (and then only upon advance written notice to Klaviyo); (d) bypass, delete, or disable any copy protection or security mechanisms of the Services; (e) use or demonstrate the Services in any other way that is in competition with Klaviyo, or provide access to a competitor; (f) remove any notice of proprietary rights from the Services; (g) attempt to gain unauthorized access to, or disrupt the integrity, performance or security of the Services or the data contained therein; (h) use or copy the Services or Documentation, except as expressly allowed herein or (i) use the Services in violation of the [Acceptable Use Policy](https://www.klaviyo.com/legal/acceptable-use-policy). Klaviyo shall have the right, but not the obligation, to review and monitor all use of the Services to ensure compliance with the terms and conditions of this Agreement.”
Open citationJun 17, 2026subprocessors / sharingmedium
data sharing
Latest stance: third party or vendor sharing
“11.1. Confidential Information. During the term of this Agreement, each party (the “ Disclosing Party ”) may provide the other party (the “ Receiving Party ”) with certain information regarding the Disclosing Party’s business, technology, products, or services, or other confidential or proprietary information (collectively, “ Confidential Information ”) in whatever form (written, oral or visual) that is furnished or made available to the Receiving Party by or on behalf of the Disclosing Party that (a) if in tangible form, the Disclosing Party has labeled in writing as proprietary or confidential, (b) if in oral or visual form, the Disclosing Party has identified as proprietary or confidential at the time of disclosure, or (c) is of a character that is commonly and reasonably regarded as confidential and/or proprietary. For the avoidance of doubt, the Services, Documentation, and all enhancements and improvements thereto, will be considered Confidential Information of Klaviyo. 11.2. Protection of Confidential Information. The Receiving Party agrees that it will not use or disclose to any third party any Confidential Information of the Disclosing Party, except for exercising its rights and performing its obligations under this Agreement. The Receiving Party will limit access to the Confidential Information to its employees and contractors who have a need to know, who are subject to confidentiality obligations no less restrictive than those set forth herein and who have been informed of the confidential nature of such information.”
Open citationJun 17, 2026retentionmedium
data sharing
Latest stance: third party or vendor sharing
“3.1. Access. Subject to the terms and conditions of the Agreement, Klaviyo grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the Term. Customer may permit its Authorized Users to use the Services provided that Customer shall be responsible for each Authorized User’s compliance with the Agreement. 3.2. Restrictions. Customer will not, and will not permit any Authorized User or other party to: (a) modify, adapt, alter, translate, or create derivative works of the Services; (b) sublicense, lease, rent, loan, distribute, or otherwise transfer the Services or Documentation to any third party; (c) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Services, except to the extent expressly permitted by applicable law (and then only upon advance written notice to Klaviyo); (d) bypass, delete, or disable any copy protection or security mechanisms of the Services; (e) use or demonstrate the Services in any other way that is in competition with Klaviyo, or provide access to a competitor; (f) remove any notice of proprietary rights from the Services; (g) attempt to gain unauthorized access to, or disrupt the integrity, performance or security of the Services or the data contained therein; (h) use or copy the Services or Documentation, except as expressly allowed herein or (i) use the Services in violation of the Acceptable Use Policy .”
Open citationJun 17, 2026confidentialitymedium
data sharing
Latest stance: third party or vendor sharing
“11.1. Confidential Information. During the term of this Agreement, each party (the “ Disclosing Party ”) may provide the other party (the “ Receiving Party ”) with certain information regarding the Disclosing Party’s business, technology, products, or services, or other confidential or proprietary information (collectively, “ Confidential Information ”) in whatever form (written, oral or visual) that is furnished or made available to the Receiving Party by or on behalf of the Disclosing Party that (a) if in tangible form, the Disclosing Party has labeled in writing as proprietary or confidential, (b) if in oral or visual form, the Disclosing Party has identified as proprietary or confidential at the time of disclosure, or (c) is of a character that is commonly and reasonably regarded as confidential and/or proprietary. For the avoidance of doubt, the Services, Documentation, and all enhancements and improvements thereto, will be considered Confidential Information of Klaviyo. 11.2. Protection of Confidential Information. The Receiving Party agrees that it will not use or disclose to any third party any Confidential Information of the Disclosing Party, except for exercising its rights and performing its obligations under this Agreement. The Receiving Party will limit access to the Confidential Information to its employees and contractors who have a need to know, who are subject to confidentiality obligations no less restrictive than those set forth herein and who have been informed of the confidential nature of such information.”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: indemnity
“6.4. Taxes. The Fees are exclusive of all applicable sales, use, value-added and other taxes, and all applicable duties, tariffs, assessments, export and import fees, or other similar charges, and Customer will be responsible for payment of all such taxes (other than taxes based on Klaviyo’s income), fees, duties, and charges and any related penalties and interest, arising from the payment of the Fees and the delivery of the Services. To the extent that Klaviyo charges any of the aforementioned taxes, they are calculated using the tax rates that apply based on the billing address provided by Customer. Such amounts are in addition to the Fees and will be billed to Customer’s authorized payment method. If Customer is exempt from payment of any such taxes, Customer must provide Klaviyo with evidence of exemption. If Customer is not charged any of the aforementioned taxes by Klaviyo, Customer is responsible for determining if taxes are payable, and if so, self-remitting such taxes to the appropriate tax authorities in Customer’s jurisdiction. Customer will make all payments of Fees to Klaviyo free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments of Fees to Klaviyo will be Customer’s sole responsibility, and Customer will provide Klaviyo with official receipts issued by the appropriate taxing authority, or such other evidence as Klaviyo may reasonably request, to establish that such taxes have been paid. Customer shall indemnify, defend, and hold Klaviyo harmless in connection with any proceedings brought by any taxing authorities in connection with this Agreement.”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: indemnity
“12.1. By Klaviyo. Klaviyo will defend at its expense any suit brought against Customer, and will pay any settlement Klaviyo makes or approves, or any damages finally awarded in such suit, insofar as such suit is based on a claim by any third party alleging that the Services infringe or misappropriate any Intellectual Property Rights in the U.S., Canada, European Union member countries, the United Kingdom, Australia, or New Zealand. If any portion of the Services becomes, or in Klaviyo’s opinion is likely to become, the subject of a claim of infringement, Klaviyo may, at Klaviyo’s option: (a) procure for Customer the right to continue using the Service; (b) replace or modify the Services to be non-infringing without materially impairing the functionality of the Services; or (c) terminate this Agreement and refund to Customer the pro-rated portion of any prepaid fees attributable to any unused Services, and upon such termination, Customer will immediately cease all use of the Services. Notwithstanding the foregoing, Klaviyo shall have no obligation under this Section or otherwise with respect to any infringement claim based upon (v) the Customer Data (w) any use of the Services not in accordance with this Agreement or as specified in the Documentation; (x) any use of the Services in combination with other products, equipment, software or data not supplied by Klaviyo; (y) any modification of the Services by any person other than Klaviyo; (z) modification of the Services based upon specifications furnished by Customer (any of the foregoing circumstances under clauses (v) through (z) will be collectively referred to as a “Customer Indemnity Responsibility”).”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: liability limited
“All liabilities accrued under this Agreement prior to the effective date of termination and the following Sections will survive expiration or termination of this Agreement for any reason: 1 (Definitions), 2 (Modification of the Agreement), 4.3 (Suspension, Limitation and Termination of Access), 5 (Intellectual Property), 6 (Fees and Expenses; Payments), 8 (AI Features), 9.4 (Disclaimer), 10 (Limitation of Liability), 11 (Confidentiality), 12 (Indemnification), 13.3 (Effect of Termination) and 14 (Miscellaneous).”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: indemnity
“12.2. By Customer. Customer will indemnify, defend and hold Klaviyo, its officers, directors, affiliates, subsidiaries, licensors, agents and employees (each a “**Klaviyo Party**”) harmless from and against any and all losses, damages, liability, costs and expenses awarded by a court or agreed upon in settlement, as well as all reasonable and related attorneys’ fees and court costs arising out of or relating to: (a) a Customer Indemnity Responsibility; (b) Customer’s breach or alleged breach of any representation, warranty or obligation under the Agreement, or any violation of law; or (c) the use, transmission, access, disclosure, or other processing of Customer Data.”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: liability limited
“12.2. By Customer. Customer will indemnify, defend and hold Klaviyo, its officers, directors, affiliates, subsidiaries, licensors, agents and employees (each a “**Klaviyo Party**”) harmless from and against any and all losses, damages, liability, costs and expenses awarded by a court or agreed upon in settlement, as well as all reasonable and related attorneys’ fees and court costs arising out of or relating to: (a) a Customer Indemnity Responsibility; (b) Customer’s breach or alleged breach of any representation, warranty or obligation under the Agreement, or any violation of law; or (c) the use, transmission, access, disclosure, or other processing of Customer Data.”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: indemnity
“12.3. Procedure. The indemnifying party’s obligations as set forth above are expressly conditioned upon each of the foregoing: (a) the indemnified party shall promptly notify the indemnifying party in writing of any threatened or actual claim or suit; (b) the indemnifying party shall have sole control of the defense or settlement of any claim or suit; and (c) the indemnified party shall cooperate with the indemnifying party to facilitate the settlement or defense of any claim or suit. Notwithstanding the foregoing, Klaviyo reserves the right at its own expense to participate in the defense and control of any matter subject to indemnification by Customer; provided, however, that if Klaviyo reasonably determines that Customer is unwilling or unable to defend Klaviyo or another indemnified party’s interests, then Klaviyo may assume the defense against any claims at Customer’s sole expense.”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: liability limited
“10.1. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER KLAVIYO, ITS AFFILIATES, SUPPLIERS, NOR SUBCONTRACTORS SHALL BE LIABLE FOR: (A) ANY SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES; OR (B) ANY LOSS OF PROFITS (WHETHER DIRECT OR INDIRECT), LOSS OF USE, DATA, BUSINESS, REVENUE, GOODWILL, VALUE, OR ANTICIPATED SAVINGS, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF KLAVIYO HAS BEEN ADVISED OF, OR COULD HAVE REASONABLY FORESEEN, THE POSSIBILITY OF SUCH DAMAGES.”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: liability limited
“**10. LIMITATION OF LIABILITY**”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: indemnity
“To the extent that Klaviyo charges any of the aforementioned taxes, they are calculated using the tax rates that apply based on the billing address provided by Customer. Such amounts are in addition to the Fees and will be billed to Customer’s authorized payment method. If Customer is exempt from payment of any such taxes, Customer must provide Klaviyo with evidence of exemption. If Customer is not charged any of the aforementioned taxes by Klaviyo, Customer is responsible for determining if taxes are payable, and if so, self-remitting such taxes to the appropriate tax authorities in Customer’s jurisdiction. Customer will make all payments of Fees to Klaviyo free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments of Fees to Klaviyo will be Customer’s sole responsibility, and Customer will provide Klaviyo with official receipts issued by the appropriate taxing authority, or such other evidence as Klaviyo may reasonably request, to establish that such taxes have been paid. Customer shall indemnify, defend, and hold Klaviyo harmless in connection with any proceedings brought by any taxing authorities in connection with this Agreement. 6.5. Expenses. If pre-approved by Customer in a Service Order, Customer shall reimburse Klaviyo for reasonable out-of-pocket expenses (including travel and living) incurred in performing its obligations for specific Services under such Service Order.”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: indemnity
“12.1. By Klaviyo. Klaviyo will defend at its expense any suit brought against Customer, and will pay any settlement Klaviyo makes or approves, or any damages finally awarded in such suit, insofar as such suit is based on a claim by any third party alleging that the Services infringe or misappropriate any Intellectual Property Rights in the U.S., Canada, European Union member countries, the United Kingdom, Australia, or New Zealand. If any portion of the Services becomes, or in Klaviyo’s opinion is likely to become, the subject of a claim of infringement, Klaviyo may, at Klaviyo’s option: (a) procure for Customer the right to continue using the Service; (b) replace or modify the Services to be non-infringing without materially impairing the functionality of the Services; or (c) terminate this Agreement and refund to Customer the pro-rated portion of any prepaid fees attributable to any unused Services, and upon such termination, Customer will immediately cease all use of the Services. Notwithstanding the foregoing, Klaviyo shall have no obligation under this Section or otherwise with respect to any infringement claim based upon (v) the Customer Data (w) any use of the Services not in accordance with this Agreement or as specified in the Documentation; (x) any use of the Services in combination with other products, equipment, software or data not supplied by Klaviyo; (y) any modification of the Services by any person other than Klaviyo; (z) modification of the Services based upon specifications furnished by Customer (any of the foregoing circumstances under clauses (v) through (z) will be collectively referred to as a “Customer Indemnity Responsibility”).”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: liability limited
“10. LIMITATION OF LIABILITY”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: liability limited
“9.4. Disclaimer. THE WARRANTIES SET FORTH IN SECTION 9 ARE THE EXCLUSIVE WARRANTIES FROM KLAVIYO AND, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, KLAVIYO DOES NOT MAKE ANY ADDITIONAL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, NON-INFRINGEMENT, OR ERROR-FREE OR UNINTERRUPTED USE OF THE SERVICE (INCLUDING THE DOCUMENTATION AND OUTPUTS). TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND WITHOUT LIMITING THE FOREGOING, KLAVIYO DOES NOT WARRANT THAT THE SERVICES WILL (A) MEET CUSTOMER’S REQUIREMENTS, (B) OPERATE WITHOUT INTERRUPTION OR DOWNTIME, OR (C) BE ERROR-FREE. CUSTOMER AGREES THAT IT IS NOT RELYING ON DELIVERY OF FUTURE FUNCTIONALITY, PUBLIC COMMENTS OR ADVERTISING OF KLAVIYO OR PRODUCT ROADMAPS IN OBTAINING SUBSCRIPTIONS FOR THE SERVICES.”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: liability limited
“9.3. Limited Warranty. Klaviyo warrants that the Services, when used in accordance with the terms of this Agreement, will perform substantially in accordance with the Documentation during the term of this Agreement. The foregoing warranty shall not apply to performance issues of the Services resulting from (i) content provided by or passed through Customer or third parties in connection with the Services (including Customer Data); (ii) Customer’s data structures, operating environment, equipment or other technology; (iii) the use or combination of the Services with any other software, services or hardware not supported by Klaviyo; (iv) causes external to the Services, such as problems with the hardware, network or other infrastructure with which the Services are used; (v) unauthorized or improper use of the Services; or (vi) any modification of the Services by Customer or its Authorized Users. Provided that Customer promptly notifies Klaviyo in writing of any breach of the foregoing warranty during the term of this Agreement, Klaviyo shall, as Customer’s sole and exclusive remedy, use commercially reasonable efforts to correct such non-conformance and if Klaviyo fails to remedy the non-conformity, Customer may terminate the Agreement. 9.4. Disclaimer. THE WARRANTIES SET FORTH IN SECTION 9 ARE THE EXCLUSIVE WARRANTIES FROM KLAVIYO AND, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, KLAVIYO DOES NOT MAKE ANY ADDITIONAL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, NON-INFRINGEMENT, OR ERROR-FREE OR UNINTERRUPTED USE OF THE SERVICE (INCLUDING THE DOCUMENTATION AND OUTPUTS).”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: liability limited
“9.3. Limited Warranty. Klaviyo warrants that the Services, when used in accordance with the terms of this Agreement, will perform substantially in accordance with the Documentation during the term of this Agreement. The foregoing warranty shall not apply to performance issues of the Services resulting from (i) content provided by or passed through Customer or third parties in connection with the Services (including Customer Data); (ii) Customer’s data structures, operating environment, equipment or other technology; (iii) the use or combination of the Services with any other software, services or hardware not supported by Klaviyo; (iv) causes external to the Services, such as problems with the hardware, network or other infrastructure with which the Services are used; (v) unauthorized or improper use of the Services; or (vi) any modification of the Services by Customer or its Authorized Users. Provided that Customer promptly notifies Klaviyo in writing of any breach of the foregoing warranty during the term of this Agreement, Klaviyo shall, as Customer’s sole and exclusive remedy, use commercially reasonable efforts to correct such non-conformance and if Klaviyo fails to remedy the non-conformity, Customer may terminate the Agreement.”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: indemnity
“This Section 12.1 states the sole and exclusive remedy of Customer and the entire liability of Klaviyo, or any of the officers, directors, employees, shareholders, contractors or representatives of the foregoing, for third party claims and actions described in this Section 12.1. 12.2. By Customer. Customer will indemnify, defend and hold Klaviyo, its officers, directors, affiliates, subsidiaries, licensors, agents and employees (each a “ Klaviyo Party ”) harmless from and against any and all losses, damages, liability, costs and expenses awarded by a court or agreed upon in settlement, as well as all reasonable and related attorneys’ fees and court costs arising out of or relating to: (a) a Customer Indemnity Responsibility; (b) Customer’s breach or alleged breach of any representation, warranty or obligation under the Agreement, or any violation of law; or (c) the use, transmission, access, disclosure, or other processing of Customer Data. 12.3. Procedure. The indemnifying party’s obligations as set forth above are expressly conditioned upon each of the foregoing: (a) the indemnified party shall promptly notify the indemnifying party in writing of any threatened or actual claim or suit; (b) the indemnifying party shall have sole control of the defense or settlement of any claim or suit; and (c) the indemnified party shall cooperate with the indemnifying party to facilitate the settlement or defense of any claim or suit.”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: liability limited
“This Section 12.1 states the sole and exclusive remedy of Customer and the entire liability of Klaviyo, or any of the officers, directors, employees, shareholders, contractors or representatives of the foregoing, for third party claims and actions described in this Section 12.1. 12.2. By Customer. Customer will indemnify, defend and hold Klaviyo, its officers, directors, affiliates, subsidiaries, licensors, agents and employees (each a “ Klaviyo Party ”) harmless from and against any and all losses, damages, liability, costs and expenses awarded by a court or agreed upon in settlement, as well as all reasonable and related attorneys’ fees and court costs arising out of or relating to: (a) a Customer Indemnity Responsibility; (b) Customer’s breach or alleged breach of any representation, warranty or obligation under the Agreement, or any violation of law; or (c) the use, transmission, access, disclosure, or other processing of Customer Data. 12.3. Procedure. The indemnifying party’s obligations as set forth above are expressly conditioned upon each of the foregoing: (a) the indemnified party shall promptly notify the indemnifying party in writing of any threatened or actual claim or suit; (b) the indemnifying party shall have sole control of the defense or settlement of any claim or suit; and (c) the indemnified party shall cooperate with the indemnifying party to facilitate the settlement or defense of any claim or suit.”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: indemnity
“Notwithstanding the foregoing, Klaviyo reserves the right at its own expense to participate in the defense and control of any matter subject to indemnification by Customer; provided, however, that if Klaviyo reasonably determines that Customer is unwilling or unable to defend Klaviyo or another indemnified party’s interests, then Klaviyo may assume the defense against any claims at Customer’s sole expense.”
Open citationJun 17, 2026indemnity / liabilitymedium
legal burden
Latest stance: liability limited
“10.1. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER KLAVIYO, ITS AFFILIATES, SUPPLIERS, NOR SUBCONTRACTORS SHALL BE LIABLE FOR: (A) ANY SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES; OR (B) ANY LOSS OF PROFITS (WHETHER DIRECT OR INDIRECT), LOSS OF USE, DATA, BUSINESS, REVENUE, GOODWILL, VALUE, OR ANTICIPATED SAVINGS, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF KLAVIYO HAS BEEN ADVISED OF, OR COULD HAVE REASONABLY FORESEEN, THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, KLAVIYO’S TOTAL, CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE AGREEMENT, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL OR EQUITABLE THEORY, WILL BE LIMITED TO THE TOTAL AMOUNT PAID BY CUSTOMER UNDER THIS AGREEMENT IN THE SIX (6) MONTHS PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. 10.2. Basis of the Bargain. The parties agree that the limitations of liability set forth in this Section 10 shall survive and continue in full force and effect despite any failure of consideration or of an exclusive remedy. The parties acknowledge that the Fees have been set and the Agreement entered into in reliance upon these limitations of liability and that all such limitations form an essential basis of the bargain between the parties.”
Open citationJun 17, 2026traininghigh
model training
Latest stance: training permitted
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement. 7.2. Feedback. In the event that Customer or its Authorized Users provide any comments or suggestions in connection with the Services, whether written or oral (collectively, the “ Feedback ”), Klaviyo, in its sole discretion, shall be entitled to use the Feedback without restriction, and such Feedback will not be treated as confidential to Customer. Customer hereby grants Klaviyo, on behalf of itself and its Authorized Users, a worldwide, non-exclusive, irrevocable, perpetual, royalty-free right and license to incorporate the Feedback into Klaviyo products and services. 7.3. Aggregated Data. Klaviyo may collect and derive from Customer Data aggregated data that does not identify Customer, any third-party entity or any natural persons (“ Klaviyo Derived Data ”), and use and disclose such Klaviyo Derived Data for Klaviyo’s legitimate business purposes, which may include but is not limited to Services improvement, service and product development, research and marketing .”
Open citationJun 17, 2026traininghigh
model training
Latest stance: training permitted
“7.3. Aggregated Data. Klaviyo may collect and derive from Customer Data aggregated data that does not identify Customer, any third-party entity or any natural persons (“**Klaviyo Derived Data**”), and use and disclose such Klaviyo Derived Data for Klaviyo’s legitimate business purposes, which may include but is not limited to Services improvement, service and product development, research and marketing**. **Additionally, Klaviyo may collect and review Communications Content for other development, diagnostic and corrective purposes.”
Open citationJun 17, 2026commercial uselow
commercial use
Latest stance: allowed
“9.3. Limited Warranty. Klaviyo warrants that the Services, when used in accordance with the terms of this Agreement, will perform substantially in accordance with the Documentation during the term of this Agreement. The foregoing warranty shall not apply to performance issues of the Services resulting from (i) content provided by or passed through Customer or third parties in connection with the Services (including Customer Data); (ii) Customer’s data structures, operating environment, equipment or other technology; (iii) the use or combination of the Services with any other software, services or hardware not supported by Klaviyo; (iv) causes external to the Services, such as problems with the hardware, network or other infrastructure with which the Services are used; (v) unauthorized or improper use of the Services; or (vi) any modification of the Services by Customer or its Authorized Users. Provided that Customer promptly notifies Klaviyo in writing of any breach of the foregoing warranty during the term of this Agreement, Klaviyo shall, as Customer’s sole and exclusive remedy, use commercially reasonable efforts to correct such non-conformance and if Klaviyo fails to remedy the non-conformity, Customer may terminate the Agreement.”
Open citationJun 17, 2026retentionhigh
content license
Latest stance: sublicensable or transferable
“3.2. Restrictions. Customer will not, and will not permit any Authorized User or other party to: (a) modify, adapt, alter, translate, or create derivative works of the Services; (b) sublicense, lease, rent, loan, distribute, or otherwise transfer the Services or Documentation to any third party; (c) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Services, except to the extent expressly permitted by applicable law (and then only upon advance written notice to Klaviyo); (d) bypass, delete, or disable any copy protection or security mechanisms of the Services; (e) use or demonstrate the Services in any other way that is in competition with Klaviyo, or provide access to a competitor; (f) remove any notice of proprietary rights from the Services; (g) attempt to gain unauthorized access to, or disrupt the integrity, performance or security of the Services or the data contained therein; (h) use or copy the Services or Documentation, except as expressly allowed herein or (i) use the Services in violation of the [Acceptable Use Policy](https://www.klaviyo.com/legal/acceptable-use-policy). Klaviyo shall have the right, but not the obligation, to review and monitor all use of the Services to ensure compliance with the terms and conditions of this Agreement.”
Open citationJun 17, 2026subprocessors / sharinghigh
content license
Latest stance: sublicensable or transferable
“14.8. Independent Contractors. Each party’s relationship to the other party is that of an independent contractor, and neither party is an agent or partner of the other. Neither party will have, and will not represent to any third party that it has, any authority to act on behalf of the other. 14.9. Third-Party Beneficiaries. There are no third-party beneficiaries under the Agreement. 14.10. Notices. Where Klaviyo requires Customer to provide an email address, Customer is responsible for providing Klaviyo with its most current email address. In the event that the last email address provided to Klaviyo is not valid, or for any reason is not capable of delivering to Customer any notices required or permitted by the Agreement, Klaviyo’s dispatch of the email containing such notice will nonetheless constitute effective notice. Customer may give notice to Klaviyo at the following email address: legal@klaviyo.com. Notice shall be deemed to have been duly given on the first business day following successful email transmission to Klaviyo. 14.11. Pre-GA Versions. From time to time, Klaviyo may make Pre-GA Versions available to Customer subject to a non-transferable, non-sublicensable, non-exclusive, revocable right to access for testing and evaluation purposes, and Customer may choose to try such Pre-GA Versions in its sole discretion and at its sole risk. Notwithstanding anything to the contrary in this Agreement, (i) Klaviyo provides the Pre-GA Versions on an AS-IS basis without any warranty, and Klaviyo disclaims all express or implied warranties to the maximum extent permitted by applicable law; (ii) Klaviyo has no obligation to provide support for Pre-GA Versions; and (ii) Customer acknowledges that the Pre-GA Versions may not be reliable, and Klaviyo shall not be”
Open citationJun 17, 2026governing lawhigh
content license
Latest stance: sublicensable or transferable
“14.8. Independent Contractors. Each party’s relationship to the other party is that of an independent contractor, and neither party is an agent or partner of the other. Neither party will have, and will not represent to any third party that it has, any authority to act on behalf of the other. 14.9. Third-Party Beneficiaries. There are no third-party beneficiaries under the Agreement. 14.10. Notices. Where Klaviyo requires Customer to provide an email address, Customer is responsible for providing Klaviyo with its most current email address. In the event that the last email address provided to Klaviyo is not valid, or for any reason is not capable of delivering to Customer any notices required or permitted by the Agreement, Klaviyo’s dispatch of the email containing such notice will nonetheless constitute effective notice. Customer may give notice to Klaviyo at the following email address: legal@klaviyo.com. Notice shall be deemed to have been duly given on the first business day following successful email transmission to Klaviyo. 14.11. Pre-GA Versions. From time to time, Klaviyo may make Pre-GA Versions available to Customer subject to a non-transferable, non-sublicensable, non-exclusive, revocable right to access for testing and evaluation purposes, and Customer may choose to try such Pre-GA Versions in its sole discretion and at its sole risk. Notwithstanding anything to the contrary in this Agreement, (i) Klaviyo provides the Pre-GA Versions on an AS-IS basis without any warranty, and Klaviyo disclaims all express or implied warranties to the maximum extent permitted by applicable law; (ii) Klaviyo has no obligation to provide support for Pre-GA Versions; and (ii) Customer acknowledges that the Pre-GA Versions may not be reliable, and Klaviyo shall not be”
Open citationJun 17, 2026privacyhigh
content license
Latest stance: sublicensable or transferable
“3.1. Access. Subject to the terms and conditions of the Agreement, Klaviyo grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the Term. Customer may permit its Authorized Users to use the Services provided that Customer shall be responsible for each Authorized User’s compliance with the Agreement.”
Open citationJun 17, 2026commercial usehigh
content license
Latest stance: sublicensable or transferable
“3.1. Access. Subject to the terms and conditions of the Agreement, Klaviyo grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the Term. Customer may permit its Authorized Users to use the Services provided that Customer shall be responsible for each Authorized User’s compliance with the Agreement. 3.2. Restrictions. Customer will not, and will not permit any Authorized User or other party to: (a) modify, adapt, alter, translate, or create derivative works of the Services; (b) sublicense, lease, rent, loan, distribute, or otherwise transfer the Services or Documentation to any third party; (c) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Services, except to the extent expressly permitted by applicable law (and then only upon advance written notice to Klaviyo); (d) bypass, delete, or disable any copy protection or security mechanisms of the Services; (e) use or demonstrate the Services in any other way that is in competition with Klaviyo, or provide access to a competitor; (f) remove any notice of proprietary rights from the Services; (g) attempt to gain unauthorized access to, or disrupt the integrity, performance or security of the Services or the data contained therein; (h) use or copy the Services or Documentation, except as expressly allowed herein or (i) use the Services in violation of the Acceptable Use Policy .”
Open citationJun 17, 2026commercial usehigh
content license
Latest stance: sublicensable or transferable
“3.1. Access. Subject to the terms and conditions of the Agreement, Klaviyo grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the Term. Customer may permit its Authorized Users to use the Services provided that Customer shall be responsible for each Authorized User’s compliance with the Agreement.”
Open citationJun 17, 2026privacyhigh
content license
Latest stance: sublicensable or transferable
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement.”
Open citationJun 17, 2026privacymedium
content license
Latest stance: broad license
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement.”
Open citationJun 17, 2026commercial usehigh
content license
Latest stance: sublicensable or transferable
“14.11. Pre-GA Versions. From time to time, Klaviyo may make Pre-GA Versions available to Customer subject to a non-transferable, non-sublicensable, non-exclusive, revocable right to access for testing and evaluation purposes, and Customer may choose to try such Pre-GA Versions in its sole discretion and at its sole risk. Notwithstanding anything to the contrary in this Agreement, (i) Klaviyo provides the Pre-GA Versions on an AS-IS basis without any warranty, and Klaviyo disclaims all express or implied warranties to the maximum extent permitted by applicable law; (ii) Klaviyo has no obligation to provide support for Pre-GA Versions; and (ii) Customer acknowledges that the Pre-GA Versions may not be reliable, and Klaviyo shall not be liable for any damages arising from the use or inability to use the Pre-GA Versions. Customer’s use of the Pre-GA Versions is subject to Service use restrictions in the Agreement, including Section 3.2. Customer will provide Klaviyo with feedback on the Pre-GA Versions upon request. Klaviyo may unilaterally modify or discontinue the Pre-GA Versions at any time without notice or liability to Customer (or not release commercially), and any final commercial versions may be subject to the payment of additional fees.”
Open citationJun 17, 2026trainingmedium
content license
Latest stance: broad license
“7.2. Feedback. In the event that Customer or its Authorized Users provide any comments or suggestions in connection with the Services, whether written or oral (collectively, the “**Feedback**”), Klaviyo, in its sole discretion, shall be entitled to use the Feedback without restriction, and such Feedback will not be treated as confidential to Customer. Customer hereby grants Klaviyo, on behalf of itself and its Authorized Users, a worldwide, non-exclusive, irrevocable, perpetual, royalty-free right and license to incorporate the Feedback into Klaviyo products and services.”
Open citationJun 17, 2026prompt ownershiphigh
content license
Latest stance: sublicensable or transferable
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement.”
Open citationJun 17, 2026prompt ownershipmedium
content license
Latest stance: broad license
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement.”
Open citationJun 17, 2026commercial usehigh
content license
Latest stance: sublicensable or transferable
“3.2. Restrictions. Customer will not, and will not permit any Authorized User or other party to: (a) modify, adapt, alter, translate, or create derivative works of the Services; (b) sublicense, lease, rent, loan, distribute, or otherwise transfer the Services or Documentation to any third party; (c) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Services, except to the extent expressly permitted by applicable law (and then only upon advance written notice to Klaviyo); (d) bypass, delete, or disable any copy protection or security mechanisms of the Services; (e) use or demonstrate the Services in any other way that is in competition with Klaviyo, or provide access to a competitor; (f) remove any notice of proprietary rights from the Services; (g) attempt to gain unauthorized access to, or disrupt the integrity, performance or security of the Services or the data contained therein; (h) use or copy the Services or Documentation, except as expressly allowed herein or (i) use the Services in violation of the [Acceptable Use Policy](https://www.klaviyo.com/legal/acceptable-use-policy). Klaviyo shall have the right, but not the obligation, to review and monitor all use of the Services to ensure compliance with the terms and conditions of this Agreement.”
Open citationJun 17, 2026tier differenceshigh
content license
Latest stance: sublicensable or transferable
“14.11. Pre-GA Versions. From time to time, Klaviyo may make Pre-GA Versions available to Customer subject to a non-transferable, non-sublicensable, non-exclusive, revocable right to access for testing and evaluation purposes, and Customer may choose to try such Pre-GA Versions in its sole discretion and at its sole risk. Notwithstanding anything to the contrary in this Agreement, (i) Klaviyo provides the Pre-GA Versions on an AS-IS basis without any warranty, and Klaviyo disclaims all express or implied warranties to the maximum extent permitted by applicable law; (ii) Klaviyo has no obligation to provide support for Pre-GA Versions; and (ii) Customer acknowledges that the Pre-GA Versions may not be reliable, and Klaviyo shall not be liable for any damages arising from the use or inability to use the Pre-GA Versions. Customer’s use of the Pre-GA Versions is subject to Service use restrictions in the Agreement, including Section 3.2. Customer will provide Klaviyo with feedback on the Pre-GA Versions upon request. Klaviyo may unilaterally modify or discontinue the Pre-GA Versions at any time without notice or liability to Customer (or not release commercially), and any final commercial versions may be subject to the payment of additional fees.”
Open citationJun 17, 2026traininghigh
content license
Latest stance: sublicensable or transferable
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement. 7.2. Feedback. In the event that Customer or its Authorized Users provide any comments or suggestions in connection with the Services, whether written or oral (collectively, the “ Feedback ”), Klaviyo, in its sole discretion, shall be entitled to use the Feedback without restriction, and such Feedback will not be treated as confidential to Customer. Customer hereby grants Klaviyo, on behalf of itself and its Authorized Users, a worldwide, non-exclusive, irrevocable, perpetual, royalty-free right and license to incorporate the Feedback into Klaviyo products and services. 7.3. Aggregated Data. Klaviyo may collect and derive from Customer Data aggregated data that does not identify Customer, any third-party entity or any natural persons (“ Klaviyo Derived Data ”), and use and disclose such Klaviyo Derived Data for Klaviyo’s legitimate business purposes, which may include but is not limited to Services improvement, service and product development, research and marketing .”
Open citationJun 17, 2026trainingmedium
content license
Latest stance: broad license
“7.1. Customer Data. Customer Data, and all worldwide Intellectual Property Rights therein, is, as between Klaviyo and Customer, the exclusive property of Customer. Customer grants Klaviyo a non-exclusive, sublicensable, transferable, worldwide, royalty-free and fully paid license to process and use the Customer Data as necessary for purposes of providing the Services and as otherwise permitted in this Agreement. Customer warrants that Customer is the owner or legal custodian of, or otherwise has the right and has or will obtain the necessary permissions, valid consents and releases to lawfully transmit, store and use all Customer Data in connection with the Services and to grant the rights granted to Klaviyo under this Agreement. 7.2. Feedback. In the event that Customer or its Authorized Users provide any comments or suggestions in connection with the Services, whether written or oral (collectively, the “ Feedback ”), Klaviyo, in its sole discretion, shall be entitled to use the Feedback without restriction, and such Feedback will not be treated as confidential to Customer. Customer hereby grants Klaviyo, on behalf of itself and its Authorized Users, a worldwide, non-exclusive, irrevocable, perpetual, royalty-free right and license to incorporate the Feedback into Klaviyo products and services. 7.3. Aggregated Data. Klaviyo may collect and derive from Customer Data aggregated data that does not identify Customer, any third-party entity or any natural persons (“ Klaviyo Derived Data ”), and use and disclose such Klaviyo Derived Data for Klaviyo’s legitimate business purposes, which may include but is not limited to Services improvement, service and product development, research and marketing .”
Open citationGenerated from live stance events. Informational only, not legal advice.