Plus Plan Addendum

The Amplitude Plus plan is a program whereby Customers shall pay Amplitude the Fees (as set out in Section 2 of this Addendum) for a specified MTU (as defined below) volume or Event (as defined below) volume, and access to certain Amplitude Services as set out in the Plus plan documentation (the "Plus plan"). For purposes of this Addendum, an “MTU” means an identified or anonymous user with one or more Events during a calendar month. Each MTU will be counted once per month in each Customer organization; except that, if your account with Amplitude was created before October 2017 and your org ID is lower than 33746, each MTU will be counted once per month in each Customer project. An “Event” means a single action a user can perform in Customer’s product (e.g., mobile application or website) or any activity associated with a Customer end-user. Customers purchasing a specified MTU volume will receive an Events allowance of an average of 1000 Events per MTU, as calculated by (x) total number of MTUs purchased, times (y) 1000 Events. A Customer’s MTU, Events, and/or Events per MTU count (as applicable) will reset on the first day of each calendar month during the Subscription Term.

Additionally, Customer may choose to purchase add-on features, which Amplitude may make available as part of the Plus plan from time to time (“Add-On Features”). Add-On Features may be purchased at the same time as the Plus plan or at any other time during the Subscription Term (defined below). In the event that an Add-On Feature is purchased after Customer’s initial purchase of the Plus plan, Customer will be charged a prorated Fee (defined below) for the Add-On Feature for the period of time between when such Add-On Feature is purchased and the start of the next Renewal Subscription Term (defined below). Following the initial prorated payment, Fees for the Add-On Feature will be due at the same time as the other Plus Plan Fees which are due for any Renewal Subscription Term. Any Add-On Features purchased by Customer shall have the same Subscription Term as Customer’s Plus plan.

Customer shall pay Amplitude (i) the fees for the Amplitude Services, including any Add-On Features, listed on the Stripe payment checkout page when Customer purchases or upgrades the Plus plan, and (ii) if applicable, the fees for any Add-On Features listed on the in-product checkout page when Customer purchases such Add-On Features, plus any applicable taxes (collectively, the “Fees”). The Fees for each Renewal Subscription Term (defined below) shall be the then-current Fees for the Plus plan (including any Add-On Features) in effect at the time of renewal. Customer agrees to pay all Fees in US dollars. Except as otherwise set forth herein or separately agreed between Customer and Amplitude, all Fees and Overage Fees (defined below) due hereunder shall be billed to Customer’s credit card on file and Customer hereby authorizes the card issuer to pay all such amounts and authorizes Amplitude (or its billing agent) to charge the credit card account for such Fees or Overage Fees, as the case may be. All payment obligations are non-cancelable, and all Fees paid are non-refundable. Except as expressly set out herein, if Customer or Amplitude terminates Customer’s account or access to the Amplitude Services in accordance with the Terms or this Addendum, Customer is not entitled to a refund of any Fees already paid.

2.1 – Overages

If Customer’s use of the Amplitude Services exceeds the MTU or Event volume that Customer purchased when signing up for the Plus plan, including any Events per MTU allowance, Amplitude may: (i) invoice and charge Customer for such excess volume at a rate of one-point-two times (1.2x) Customer’s per-Event or per-MTU Fee, as applicable (the “Overage Fees”); and/or (ii) if Customer’s MTU or Event volume exceeds two hundred percent (200%) of their purchased volume, suspend or terminate Customer’s account. Overage Fees shall be calculated by Amplitude based on Customer’s MTU, Events, and/or Events per MTU count (as applicable) as of the last day of each calendar month. From time to time, Amplitude may choose to add additional features to the Plus plan which are subject to certain usage limits. In the event that Customer elects to use such features and such use exceeds the stated usage limits for such features, Customer may be subject to additional overage fees or other penalties as described in the terms or other documentation applicable to such features. Unless otherwise specified by Amplitude, payment for Overage Fees is due and will be charged on or around the seventh (7th) calendar day following the end of the calendar month in which such Overage Fees were incurred, or the Amplitude Services may be suspended or terminated.

This Addendum will commence on the Addendum Effective Date and continue until terminated as set forth below. Notwithstanding Section 6.1 of the Terms, and subject to earlier termination as provided herein, the initial subscription term shall be either twelve (12) months or one (1) month as reflected on the Stripe payment checkout page when Customer purchases the Plus plan (the "Initial Subscription Term"). Customer will be charged a prorated Fee for the first month of the Initial Subscription Term starting from signup to the last day of that calendar month. At the end of the Initial Subscription Term, Customer’s subscription shall be automatically renewed for successive terms of twelve (12) months or one (1) month, on the first day of the following month or annual period, depending on the purchased plan (each a "Renewal Subscription Term" and together with the Initial Subscription Term, the "Subscription Terms"), unless Customer cancels the Plus plan prior to the end of the then-current Subscription Term. Customer may cancel its Plus plan by navigating to the Plans and Billing section of its organization settings, clicking Manage Billing and selecting Cancel Plan. All billing inquiries and disputes should be directed to Amplitude’s accounting department at plusbilling@amplitude.com.

If Customer chooses not to renew its Plus plan subscription at the end of a Subscription Term, Amplitude may automatically downgrade Customer’s account to a Starter Plan and Customer’s access to and use of the Amplitude Services shall then be governed by the Terms, unless (i) otherwise agreed between the parties, (ii) Customer provides written notice to Amplitude that it wishes to terminate its use of the Amplitude Services and/or delete its account, or (iii) Customer’s account or access to the Amplitude Services has been terminated pursuant to the Terms and/or this Addendum.

In addition to a party’s termination rights under the Terms and Amplitude’s termination rights under Section 2.1, either party may terminate the Terms and this Addendum during a Subscription Term if the other party: (a) commits a material breach of the Terms and/or this Addendum and if the breach is capable of remedy, fails to cure that breach within thirty (30) days of the non-breaching party’s written notice of such breach; (b) ceases to do business in the ordinary course; or (c) seeks protection under any bankruptcy, receivership, trust deed, creditors arrangement, composition or comparable proceeding, or if any such proceeding is instituted against such party (and not dismissed within sixty (60) days). Moreover, if Amplitude detects any fraudulent, abusive or irregular use of the Amplitude Services by Customer that materially impacts Customer’s Events per MTU, Amplitude may take reasonable and necessary action, including immediately suspending or terminating Customer’s access to the Amplitude Services.

If the Addendum is terminated by Customer due to a material breach by Amplitude, then Amplitude shall refund Customer on a pro-rata basis any prepaid Fees covering the remainder of the then-current Subscription Term. For the avoidance of doubt, if the Addendum is terminated as a result of a material breach by Customer, then Customer shall pay in full any outstanding Overage Fees and all other Fees prepaid by Customer are nonrefundable.

Notwithstanding the limitation of liability set forth in Section 9 of the Terms, Amplitude’s maximum aggregate liability for any and all claims and damages arising out of or related to the Amplitude Services, whether arising in contract, tort (including negligence), strict liability, statute or otherwise, shall not exceed the amount actually paid or payable by Customer to Amplitude for the Amplitude Services under the Plus plan in the twelve (12) months prior to the act that gave rise to the liability, even if Amplitude has been advised of the possibility of any of the foregoing types of losses or damages. In no event shall either party be responsible or liable to the other party for any indirect, exemplary, incidental, punitive, special or consequential damages of any kind, regardless of the form of action, even if informed of such damages in advance.

Any failure to enforce any provision of this Addendum shall not constitute a waiver thereof or of any other provision.

Notwithstanding anything in the Terms, Amplitude reserves the right, in its sole discretion, to: (i) change the Fees or the Overage Fees; (ii) add, modify, or remove benefits and/or features from the Plus plan, and Amplitude does not represent or warrant that particular benefits or features will be offered indefinitely; and/or (iii) modify this Addendum from time to time, with notice to Customer or by posting the modified terms on the Amplitude website (each, a “Change”).

Unless otherwise specified by Amplitude, any Change becomes effective for Customer upon renewal. Customer’s continued use of the Services after a Change goes into effect will constitute Customer’s acceptance of such Change.