The agreement caps each party's total aggregate liability at the amount paid or payable by the Customer in the twelve months preceding the incident, and excludes lost profits, indirect, special, incidental, consequential, and punitive damages for both parties.
This analysis describes what HubSpot's agreement states, permits, or reserves. It does not constitute a legal determination about enforceability. Regulatory applicability and practical outcomes may vary by jurisdiction, enforcement context, and individual circumstances. Read our methodology
This provision establishes the maximum financial recovery available to either party in the event of a breach or claim, capping HubSpot's liability at twelve months of fees paid and excluding categories of harm such as lost profits and consequential damages that may substantially exceed direct fees in a data breach or service failure scenario.
Interpretive note: Enforceability of the consequential damages exclusion and liability cap may vary by jurisdiction, particularly in the EU where mandatory consumer or data protection laws may override contractual limitations in specific circumstances.
The updated terms now explicitly state that AI is embedded throughout HubSpot's platform and is foundational to how subscription services operate. The agreement permits HubSpot to use customer data to train AI models, subject to contractual obligations. You can opt out of having your data used to train AI models by updating your settings in your HubSpot account.
View change record →Under this clause, the Customer's ability to recover damages from HubSpot in the event of a service failure, data breach, or breach of contract is limited to the fees paid in the prior twelve months. The agreement also states that neither party may recover lost profits or consequential damages, which may limit the practical recovery available to customers who suffer business losses resulting from a HubSpot service disruption or data incident.
How other platforms handle this
If you knowingly misrepresent that any activity or material on our Services is infringing, you may be liable to ActiveCampaign for certain costs and damages.
A party's liability for any Liability under these Terms will be reduced proportionately to the extent the relevant Liability was caused or contributed to by the actions (or inactions) of the other party...
The Netflix service and/or some of the Netflix content may not be available at any time as a result of events beyond our reasonable control...we will not be held liable should such events occur.
"IN NO EVENT SHALL EITHER PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED THE TOTAL AMOUNT PAID OR PAYABLE BY CUSTOMER IN THE TWELVE (12) MONTH PERIOD PRECEDING THE INCIDENT GIVING RISE TO THE LIABILITY. THE FOREGOING SHALL NOT LIMIT CUSTOMER'S PAYMENT OBLIGATIONS. IN NO EVENT SHALL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER FOR ANY LOST PROFITS OR REVENUES OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES, HOWEVER CAUSED, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE.Excerpt from HubSpot's Terms of Service
1) REGULATORY LANDSCAPE: Limitation of liability clauses are standard in commercial software agreements and are generally enforceable under both US (Massachusetts) and Irish law, subject to certain exceptions.
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This provision establishes the maximum financial recovery available to either party in the event of a breach or claim, capping HubSpot's liability at twelve months of fees paid and excluding categories of harm such as lost profits and consequential damages that may substantially exceed direct fees in a data breach or service failure scenario.
Under this clause, the Customer's ability to recover damages from HubSpot in the event of a service failure, data breach, or breach of contract is limited to the fees paid in the prior twelve months. The agreement also states that neither party may recover lost profits or consequential damages, which may limit the practical recovery available to customers who suffer …
ConductAtlas has identified this type of provision across 287 platforms. See the full comparison.
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