# Marketproof MCP — Terms of Service **Effective date:** June 12, 2026 **Document version:** `1.2` --- ## 1. Agreement These Terms of Service (the "**Terms**") govern your access to and use of the Marketproof Model Context Protocol service (the "**MCP Service**"), including the API endpoints, administrative console, tool definitions, and underlying real-estate datasets (collectively, the "**Service**") provided by Marketproof Inc. ("**Marketproof**", "**we**", "**us**"). By creating an account, provisioning a Connection, exchanging credentials for an access token, or invoking any tool exposed by the Service, you (the individual or legal entity identified in your account, "**you**", "**your**") agree to be bound by these Terms. If you do not agree, do not access or use the Service. --- ## 2. Definitions - **Connection** — a credentialed client (client_id + client_secret) provisioned through the administrative console for use by an AI Agent or other integration. - **Tool Call** — a single invocation of a tool exposed by the Service (e.g. `search_buildings`, `search_inventory`). - **Marketproof Data** — the real-estate records, transactions, owner data, building attributes, analytics, and any derived signals returned by the Service. - **Output** — any response, summary, analysis, recommendation, classification, score, list, export, file, message, table, CRM entry, embedding, vector representation, or other material generated from, containing, derived from, or substantially informed by Marketproof Data. - **Derived Data** — any data, model, dataset, profile, score, signal, enrichment, annotation, embedding, or database created using Marketproof Data, whether alone or combined with other data. - **AI Agent** — any large-language-model agent, autonomous system, workflow tool, retrieval-augmented application, or similar software that issues Tool Calls or processes Outputs on your behalf. - **End User** — the human or AI Agent that initiates a Tool Call using a Connection's credentials. --- ## 3. License Grant Subject to your compliance with these Terms and payment of any applicable fees, Marketproof grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service solely for your own internal business workflows and personal productivity. This includes: 1. Provisioning Connections under your account; 2. Issuing Tool Calls through those Connections; 3. Displaying and using Marketproof Data and Outputs **internally**, including allowing AI Agents that you control to read and reason over Marketproof Data on your behalf, provided those AI Agents are configured to comply with these Terms. "Internal use" does **not** include providing Marketproof Data, Outputs, or Derived Data to clients, customers, investors, partners, prospects, or the general public, except for limited, non-substantial excerpts incorporated into your own analysis and not reasonably substitutable for the Service. This license does **not** include any right to sell, sublicense, redistribute, publish, export, warehouse, scrape, train on, benchmark, or use Marketproof Data, Outputs, or Derived Data to build, improve, or operate any product, service, dataset, model, or workflow for third parties, except as expressly authorized in writing by Marketproof. **Enterprise use requires a separate agreement.** The license above covers self-serve use by individuals and teams within a single workspace. Use of the Service at enterprise scale — including organization-wide or brokerage-wide deployment, integration into internal platforms or tooling made available across an organization, contracted volume commitments, or custom data, security, or billing terms — requires a separate written agreement with Marketproof. Contact support@marketproof.com to arrange one. Marketproof may suspend or limit access that, in its reasonable judgment, constitutes enterprise use without such an agreement. Marketproof retains all right, title, and interest in and to the Service and the Marketproof Data, including all intellectual property rights. --- ## 4. Restrictions You **shall not**, and shall not permit or enable any third party, AI Agent, application, automation, employee, contractor, affiliate, customer, client, or downstream system to, **directly or indirectly**: The restrictions in this Section 4 apply equally to Marketproof Data, Outputs, and Derived Data. The phrase "Marketproof Data" in this Section, where the context permits, is read to include all three. ### 4.1 Resale and redistribution a. Sell, lease, sublicense, distribute, syndicate, or otherwise make the Marketproof Data, Outputs, or Derived Data, or any substantial portion of any of them, available to any third party. b. Incorporate the Marketproof Data, Outputs, or Derived Data into any product, service, or dataset that is offered to third parties (whether free or paid), including but not limited to: lead-generation services, market reports for resale, AI training datasets, enrichment services, or competing real-estate data products. c. Display the Marketproof Data on any public website, social media account, mobile application, or other public-facing surface without prior written consent from Marketproof. ### 4.2 Bulk extraction, retention, and caching d. Systematically extract Marketproof Data with the intent of building a substitute database or otherwise replicating the Service. e. Circumvent or attempt to circumvent the rate limits, row caps, tier restrictions, or other technical access controls of the Service. Prohibited evasion includes rotating Connections, cycling accounts, parallelizing extraction across multiple AI Agents, decomposing broad requests into sequential Tool Calls designed to reconstruct a bulk result, replaying prompts, simulating human activity, or routing requests through intermediate tools to conceal the source, destination, or purpose of the request. f. Use scraping, crawling, or automated harvesting techniques against the Service beyond ordinary use of the documented Tool Calls. g. Create or maintain a persistent copy, mirror, warehouse, cache, vector index, embedding store, searchable database, or archival repository of Marketproof Data or Outputs, except as reasonably necessary for in-flight session continuity. Temporary caching is permitted only to the extent technically necessary, must be access-controlled, must not be used to build a substitute dataset, and must be deleted within **seventy-two (72) hours** unless otherwise approved by Marketproof in writing. ### 4.3 Account integrity h. Share your Connection credentials with any third party, or use a single Connection for multiple unrelated end users or systems. i. Reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code, models, or proprietary algorithms of the Service. j. Remove, obscure, alter, or interfere with any attribution, watermark, signature, or telemetry embedded in the Marketproof Data or in Tool Call responses. k. Use the Service to compete with Marketproof or to build a product that competes with Marketproof. ### 4.4 AI Agent and MCP-specific use l. Connect the Service to any AI Agent, application, workflow, or environment that is not under your control or that is not configured to comply with these Terms. You are responsible for all Tool Calls, prompts, instructions, Outputs, files, automations, memory contents, retrieval stores, logs, and downstream actions generated by or through such AI Agents. m. Configure, instruct, or permit any AI Agent or workflow to: (i) extract Marketproof Data beyond what is reasonably necessary for the End User's immediate workflow; (ii) store Marketproof Data in long-term memory, vector databases, shared workspaces, or third-party systems except as expressly permitted; (iii) use Marketproof Data, Outputs, or Derived Data to train, fine-tune, distill, evaluate, benchmark, validate, or improve any machine-learning model, AI system, search index, ranking system, scoring system, or data-enrichment product; or (iv) make Tool Calls on behalf of unaffiliated third parties. ### 4.5 Commercial and competitive use n. Use the Service as a service bureau, managed service, outsourced data provider, enrichment service, lead-generation service, research desk, or similar offering for third parties. o. Combine Marketproof Data with other datasets for the purpose of creating, enhancing, validating, or commercializing a real-estate database, owner database, property-intelligence product, valuation product, contact database, lead-generation product, or comparable offering. p. Publish benchmarks, comparisons, performance analyses, coverage analyses, accuracy analyses, or competitive evaluations of the Service or Marketproof Data without Marketproof's prior written consent. ### 4.6 Lawful use q. Use the Service in violation of any applicable law, including but not limited to fair-housing law, consumer-protection law, data- protection law, or anti-spam law. r. Use the Service, Marketproof Data, or Outputs to make or assist decisions about housing availability, tenant eligibility, tenant screening, creditworthiness, insurance eligibility, protected-class targeting, exclusionary advertising, steering, redlining, or any other housing-related decision in a manner that violates fair-housing, civil-rights, consumer-protection, or similar laws. s. Use the Service, Marketproof Data, or Outputs, in whole or in part, to determine any individual's eligibility for credit, insurance, employment, housing, tenancy, government benefits, or any other purpose regulated by the Fair Credit Reporting Act or similar laws. The Service is not a consumer reporting agency, and Marketproof Data is not a consumer report. t. Contact any person using information obtained from the Service without first obtaining and documenting all consents, permissions, registrations, opt-outs, suppression-list checks, and other legal bases required under applicable telemarketing, anti-spam, or solicitation law. Marketproof does not represent that any phone number, email address, address, owner identity, or skip-trace result may lawfully be used for marketing, solicitation, debt collection, or other outreach. u. Use the Service to harass, defraud, defame, or harm any individual. --- ## 5. Account and Connection Responsibility You are responsible for all activity that occurs under your account and your Connections, including activity initiated by AI Agents to which you have delegated access. You are responsible for ensuring that any AI Agent acting on your behalf is constrained to comply with these Terms. You must maintain reasonable administrative, technical, and organizational safeguards designed to protect Service credentials, Marketproof Data, and Outputs from unauthorized access, disclosure, misuse, or loss. Access to credentials and to Marketproof Data must be restricted to personnel and AI Agents with a legitimate need to know, and access must be promptly revoked when no longer needed. You must notify Marketproof without undue delay, and in any event within **seventy-two (72) hours**, after discovering any unauthorized access to credentials, Marketproof Data, Outputs, Connections, or systems integrated with the Service. --- ## 6. Acceptable Use and Monitoring You acknowledge that Marketproof may collect and analyze Tool Call metadata, response metadata, query parameters, result counts, usage patterns, Connection identifiers, account identifiers, IP addresses, user-agent information, AI Agent identifiers, destination tools, and related telemetry to operate, secure, bill, improve, and enforce the Service. Marketproof may, in its reasonable discretion, **throttle, filter, truncate, watermark, redact, delay, deny, or require additional approval** for Tool Calls or responses that Marketproof reasonably believes may violate these Terms, exceed permitted use, expose sensitive data, or create legal, security, operational, or commercial risk. Marketproof may also reduce rate limits or suspend or terminate Connections or accounts that exhibit patterns inconsistent with ordinary use, including but not limited to: a. Sustained Tool Call volume that suggests bulk extraction; b. Query patterns characteristic of dataset replication; c. Sharing of credentials across unrelated end users; d. Sharding requests across multiple Connections, accounts, or AI Agents to evade rate limits or row caps; e. Any conduct that, in Marketproof's reasonable judgment, threatens the security, integrity, or availability of the Service. Marketproof will use commercially reasonable efforts to notify you before suspending an active account, except where such notice would prejudice an investigation or pose a security risk. --- ## 7. Data Ownership and Sources The Marketproof Data is derived from public-records sources, licensed third-party feeds, and proprietary processing performed by Marketproof. Notwithstanding any individual data point's status as a public record, the Marketproof Data as a whole — including the selection, organization, normalization, and enrichment of records — constitutes a protected compilation under U.S. and international copyright and database-right law. You acquire no ownership interest in the Marketproof Data through your use of the Service. --- ## 8. Audit Rights Marketproof may, upon reasonable notice and during business hours, audit your use of the Marketproof Data to verify compliance with these Terms. You agree to cooperate with such audits, including by providing information about your downstream uses of the Marketproof Data, the AI agents and systems you have authorized to make Tool Calls on your behalf, and the controls you have in place to ensure those agents comply with these Terms. --- ## 9. Term and Termination These Terms apply for as long as you use the Service. Marketproof may suspend or terminate your access at any time for breach of these Terms, for non-payment, or where Marketproof reasonably believes continued access poses a risk to the Service or to other users. Upon termination, the rights granted to you under Section 3 cease immediately, and you must delete all Marketproof Data in your possession, except where retention is required by applicable law. Sections 4 (Restrictions), 7 (Data Ownership), 10 (Indemnification), 11 (Disclaimer), 12 (Limitation of Liability), 14 (Governing Law), and any provision that by its nature should survive, will survive termination. --- ## 10. Indemnification You will indemnify, defend, and hold harmless Marketproof and its officers, directors, employees, and agents from and against any claim, loss, liability, damage, or expense (including reasonable attorneys' fees) arising out of or relating to your breach of these Terms, your misuse of the Marketproof Data, or any act or omission of an AI agent acting under your account. --- ## 11. Disclaimer of Warranties THE SERVICE AND THE MARKETPROOF DATA ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, OR COMPLETENESS. Real-estate data is inherently subject to change and data-quality artifacts; you are responsible for independent verification before relying on any data point for a transactional decision. --- ## 12. Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY LAW, MARKETPROOF SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUES, DATA, OR GOODWILL, ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS. MARKETPROOF'S AGGREGATE LIABILITY UNDER THESE TERMS WILL NOT EXCEED THE FEES PAID BY YOU TO MARKETPROOF IN THE TWELVE MONTHS PRECEDING THE CLAIM. --- ## 13. Modifications Marketproof may modify these Terms from time to time. Material modifications will be reflected by a change to the document version identifier above. Continued use of the Service after a new version takes effect constitutes acceptance of the modified Terms; your account and Connections will be required to re-acknowledge the current version through the administrative console. --- ## 14. Governing Law These Terms are governed by the laws of the State of New York, without regard to conflict-of-laws principles. The state and federal courts located in New York County, New York have exclusive jurisdiction over any dispute arising out of or relating to these Terms. --- ## 15. Contact Questions about these Terms: info@marketproof.com