Website Terms of Use

1.1. Website Policy

We provide the Websites to you subject to these Terms of Use ("Website Policy"), which may be updated by us from time to time pursuant to Section 1 herein. By accepting these Terms of Use, you agree to be bound by these Terms and BrokerHQ AI, LLC's Privacy Policy. If you do not agree to these Terms, you should not access or use the Websites. In addition, when accessing the Websites you shall be subject to any posted guidelines or rules applicable to the Websites, which may be posted and modified from time to time. All such guidelines or rules are hereby incorporated by reference into these Terms.

1.2. Changes to Terms

These Terms, or any part thereof, may be modified by us, including the addition or removal of terms at any time, and such modifications, additions or deletions will be effective immediately upon posting. Your use of the Websites after such posting shall be deemed to constitute acceptance by you of such modifications, additions or deletions.

1.3. Changes to Websites

We may change or discontinue any aspect, service or feature of the Websites at any time, including, but not limited to, content, availability, and equipment needed for access or use.

1.4. Registration

You may be given the opportunity to register via an online registration form, to create a user account ("Your Account") that may allow you to receive information from us and/or to participate in certain features on the Websites. We will use the information you provide in accordance with the Privacy Policy. By registering you represent and warrant that all information that you provide on the registration form is current, complete and accurate to the best of your knowledge. You agree to maintain and promptly update your registration information on the Websites so that it remains current, complete and accurate. You are responsible for obtaining and maintaining all connectivity, computer software, hardware and other equipment needed for access to and use of the Websites and all charges related to the same.

1.5. User Conduct Guidelines

• You agree not to interfere with or disrupt the Websites or the servers or networks connected to the Websites, or disobey any requirements, procedures, policies or regulations of networks connected to the Websites.
• You agree not to reproduce, duplicate, copy, reverse engineer, hack, sell, resell or exploit for any commercial purpose, any portion of the Websites, use of the Websites, or access to the Websites.
• You agree not to engage in any activity that would constitute a criminal offense or give rise to a civil liability.
• You agree not to impersonate any person or entity, including, but not limited to, BrokerHQ AI, LLC or any BrokerHQ AI, LLC employee, or falsely state or otherwise misrepresent your affiliation with any person or entity.
• You agree not to interfere with any other user's right to privacy, including by harvesting or collecting personally-identifiable information about users of the Websites or posting private information.

1.6. Intellectual Property Rights

All text, graphics, photographs, trademarks, logos, icons, user interfaces, sounds, music, videos, artwork, software and computer code (collectively, "Content"), including but not limited to the "look and feel", layout, design, structure, color scheme, selection, combination and arrangement of the Content present on the Websites is owned by or licensed to us. Such Content is protected by copyright, trademark, trade dress and various other intellectual property and unfair competition laws. Except with our express written permission or as permitted by applicable laws, you may not copy, distribute, reproduce, mirror, frame, publicly display, publicly perform, translate, reverse engineer, hack, create derivative works of, re-publish or transmit the Websites or Content (in whole or in part) in any way or through any medium for distribution, publication or for any commercial purpose. You may display, copy and download Content from the Websites solely for your personal and non-commercial use provided that: (a) you do not remove any copyright or proprietary notice from the Content; (b) such Content will not be copied or posted on any networked computer or published in any medium; and (c) no modifications are made to such Content. By accepting these Terms, you grant BrokerHQ AI, LLC the right to display your name and logo on our customer lists and on our website.

1.7. Disclaimer of Warranty; Limitation of Liability

(a) You expressly agree that the use of the websites is at your sole discretion and risk. BrokerHQ AI, LLC, its other affiliates nor any of their respective employees, partners, third-party content providers, third-party service providers or licensors do not warrant that your use of the websites will be uninterrupted or error-free; nor do we give you any warranty, express or implied, as to the results that may be obtained from use of the websites, or as to the accuracy, reliability or content of any information, service, or merchandise provided through the websites. (b) The websites are provided on an "as is" basis without warranties of any kind, either express or implied, including, but not limited to, warranties of title or implied warranties of merchantability or fitness for a particular purpose, other than those warranties which are implied by and incapable of exclusion, restriction or modification under the laws applicable to these terms. (c) To the fullest extent permissible by applicable law, in no event shall BrokerHQ AI, LLC, or its future parent or affiliated companies, be liable to you for any property damage, lost profits, cost of substitute goods or services, loss of data, loss of goodwill, work stoppage, computer and/or device or technology failure or malfunction or for any form of direct or indirect, special, incidental, consequential, exemplary or punitive damages based on any causes of action arising out of use of the websites or any alleged failure of performance, error, omission, interruption, deletion, defect, or delay in service, operation, or transmission of the websites, or any alleged computer virus, communication line failure, theft or destruction of property, and/or unauthorized access to, alteration of, or use of or posting of any record, content, or technology, pertaining to or on the websites.

1.8. No Legal Advice

You expressly acknowledge and agree that any information or materials, written, visual or oral, provided by BrokerHQ AI, LLC to you do not constitute legal advice and that such information and materials are provided for general information purposes only. You must not rely on such information and materials without obtaining proper legal advice from qualified lawyers or attorneys in your jurisdiction.

1.9. Indemnification

You agree to defend, indemnify and hold harmless BrokerHQ AI, LLC, its affiliates and their respective directors, officers, employees and partners from and against all claims and expenses, including attorneys' fees, arising out of the use of the Websites by you. BrokerHQ AI, LLC reserves the right to take over the exclusive defense of any claim for which we are entitled to indemnification under this section. In such event, you shall provide BrokerHQ AI, LLC with such cooperation as is reasonably requested by BrokerHQ AI, LLC.

1.10. Termination

We may terminate or suspend these Terms at any time without notice to you. Without limiting the foregoing, we shall have the right to immediately terminate your access to the Websites in the event of any conduct by you that we, in our sole discretion, consider to be unacceptable, or in the event of any breach by you of these Terms. The provisions of Sections 1.8. and 1.9 shall survive the termination of these Terms.

1.11. Governing Law and Jurisdiction

These Terms are governed by the laws of the State of Washington, without regard to its conflict-of-laws rules, and any dispute will be resolved in the state or federal courts located in Washington. Please report any violations of these Terms to BrokerHQ AI, LLC.

1.12. Copyrights

We respect others' intellectual property rights, and expect our users and customers to do the same. If you believe that your work has been copied on the Websites in a way that constitutes copyright infringement, please contact BrokerHQ AI, LLC. We reserve the right to terminate access to the Websites for users or customers who post material that infringes on the intellectual property rights of others.

1.13. Links to Third-Party Websites

Links to other websites may be included on the Websites. Unless expressly stated, these websites are not under our control. We neither assume nor accept responsibility or liability for the content of third party websites. The inclusion of a link to another website on the Websites is for information only and does not imply any endorsement of these websites themselves or of those in control of them. We strongly recommend you to read carefully the terms and conditions and privacy policies, as well as cookie policies of any third-party websites or services that you visit.

1.14. Updating Cookie Consent

We use cookies on the Websites. Some cookies are essential which allows us to provide certain features on the Websites. We use other types of cookies only with your prior explicit consent (i.e. analytics cookies, advertising cookies, social media cookies). You can read more about the cookies in our cookie declaration. We do not keep your consent for the use of cookies on the Website forever. We think it is a good practice to update user consent in relation to cookies. For this reason, we delete the cookies for which you have provided your consent after 180 days. After this, you will be asked to update your choice for the use of cookies on the Websites.

1.15. Miscellaneous

These Terms and any operating rules for the Websites established by us constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with respect to such subject matter. The provisions of these Terms are for the benefit of BrokerHQ AI, LLC, its affiliates and its third party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. If any part of these Terms is found by a court of competent jurisdiction to be invalid or unenforceable, it will be replaced with language reflecting the original purpose in a valid and enforceable manner. The enforceable sections of these Terms will remain binding upon the parties. The section headings used herein are for convenience only and shall not be given any legal import.

PART 2: PLATFORM TERMS (BROKERHQ APPLICATION)

These Platform Terms govern your access to and use of the BrokerHQ application and related services at app.brokerhq.ai (the "Service" or "Platform"). They apply in addition to the Website Terms of Use above. If there is a conflict between the Website Terms of Use and these Platform Terms with respect to the Platform, these Platform Terms control.

2.1. Definitions

"Customer Data" means the data, files, and content you or your team upload to, generate in, or transmit through the Platform, including comps, pipeline records, contacts, and documents. "Third-Party Data" means Customer Data that originates from a third-party provider or a licensed source, for example data exported from a subscription you hold. "Account" means your registered Platform account.

2.2. Accounts and Eligibility

You must register for an Account to use the Platform. You agree to provide accurate information, keep it current, and keep your login credentials confidential. You are responsible for all activity under your Account. You may not share your credentials or allow anyone outside your authorized team to access the Platform through your Account. You access the Platform as a business user for commercial purposes in the course of your work.

2.3. Your Ownership of Customer Data

As between you and BrokerHQ, you own your Customer Data. You grant BrokerHQ a limited, non-exclusive, worldwide, royalty-free license to host, store, process, display, and analyze your Customer Data solely to provide and improve the Service for you and your team. This license ends when your Customer Data is deleted from the Service, except for backups and logs retained for the limited periods described in these Terms and our Security and Data Policy.

2.4. How We Use and Protect Customer Data

We do not sell your Customer Data. We do not share your Customer Data between firms or customers. We do not pool your Customer Data into a shared or cross-customer database, and we do not use your Customer Data to train general or cross-customer models. We may use de-identified, aggregated usage information to operate, secure, and improve the Service. Our security practices, service providers, retention, and deletion are described in our Security and Data Policy, which is incorporated into these Terms by reference.

2.5. Third-Party Data and Your Responsibilities

You are responsible for the data you upload. By uploading Customer Data, you represent and warrant that you have the right to upload it and to allow BrokerHQ to process it for you, and that doing so does not violate any law or any agreement between you and a third party, including the terms of service or license of any data provider. You are responsible for complying with the terms of any third-party subscription or license from which you source data, and you will not upload data in a manner those terms prohibit.

2.6. Acceptable Use of the Platform

In addition to Section 1.5, you agree not to: (a) reverse engineer, decompile, or attempt to derive the source code or underlying models of the Platform; (b) resell, sublicense, or provide the Platform to anyone except your authorized team; (c) use the Platform to build a competing product; (d) upload malicious code or attempt to gain unauthorized access to the Platform or its data; or (e) use the Platform in violation of any applicable law or third-party right.

2.7. Fees, Billing, Renewal, and Cancellation

Paid plans are billed at the fees and on the billing cycle presented to you at purchase. If your plan renews automatically, it renews for successive terms unless you cancel before the end of the current term, and we disclose renewal terms to you at purchase. You may cancel at any time, effective at the end of your current billing term. Refund terms, if any, are those presented to you at purchase.

2.8. No Brokerage, Real Estate, or Investment Advice

The Platform provides information and tools to support your own professional judgment. Information provided through the Platform, including comps, market data, lease information, and any derived insight or score, is for general informational purposes only. It is not an appraisal, an opinion of value, a broker price opinion, or brokerage, legal, financial, tax, or investment advice. You are solely responsible for your professional decisions and for any advice you give your clients, and you must independently verify information before relying on it.

2.9. Service Availability and Warranty

The Platform is provided on an "as is" and "as available" basis. The disclaimers in Section 1.7 apply to the Platform. We do not warrant that the Platform will be uninterrupted or error-free, or that data within it is accurate or complete.

2.10. Limitation of Liability (Platform)

To the fullest extent permitted by law, BrokerHQ's total liability for any claim arising out of or relating to the Platform will not exceed the total fees you paid to BrokerHQ for the Platform in the twelve (12) months before the event giving rise to the claim. The limitations in Section 1.7 also apply.

2.11. Indemnification (Platform)

In addition to Section 1.9, you will defend, indemnify, and hold harmless BrokerHQ from claims arising out of your Customer Data, your breach of a third-party data provider's terms, or your infringement of a third party's rights through your use of the Platform. BrokerHQ will defend and indemnify you against third-party claims to the extent they arise from BrokerHQ's own breach of these Terms that directly causes a data security incident, subject to the limitations in these Terms.

2.12. Term, Termination, and Data Export

You may stop using and terminate your Account at any time. We may suspend or terminate your access for breach of these Terms or for conduct we reasonably consider harmful or unlawful. Before deletion, you may export your Customer Data in a common format. After termination, we delete your Customer Data within thirty (30) days, except for backups and limited logs retained for security and dispute resolution for up to one hundred eighty (180) days, after which they are purged. Sections 1.8, 1.9, 2.5, 2.8, 2.10, and 2.11 survive termination.