Patio — Terms and Conditions

1. Provision of Service

1.1 Access and Use: Subject to your compliance with this Agreement and payment of all applicable fees, Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable right to access and use the Service for your internal business purposes.

1.2 Service Modifications: We reserve the right to modify, update, or discontinue the Service (or any part thereof) at any time, with or without notice. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Service.

1.3 Free Trial: New organizations receive a full-featured trial (currently thirty (30) days). Upon trial expiration without conversion to a paid subscription, access to certain features is suspended; Customer Data is preserved in accordance with our data retention policies and is restored upon subscription.

2. Restrictions on Use

You shall not, and shall not permit any third party to:

• Copy, modify, create derivative works of, or reverse engineer the Service or its underlying code.
• Rent, lease, lend, sell, license, or sublicense the Service.
• Use the Service to transmit any viruses, malware, or destructive code.
• Bypass or breach any security device or protection used by the Service.
• Use the Service for any illegal or unauthorized purpose, or in violation of any local, state, national, or international law, including without limitation fair housing, telemarketing, and consumer-protection laws.

3. Customer Data

3.1 Ownership: You retain all right, title, and interest in and to all data, information, or material that you submit to the Service ("Customer Data").

3.2 License to Company: You grant Company a worldwide, royalty-free, non-exclusive license to host, copy, transmit, and display Customer Data as reasonably necessary for us to provide the Service.

3.3 Data Security: We will implement reasonable and appropriate technical and organizational measures designed to secure Customer Data against accidental or unlawful loss, access, or disclosure. However, you acknowledge that no system is completely impenetrable.

4. Text Messaging (SMS) Program Terms

4.1 Consent: Certain features send recurring informational and operational text messages (office announcements, transaction and commission updates, task reminders) to users who opt in. Consent is optional and not a condition of using the Service. Message frequency varies; message and data rates may apply.

4.2 Opt-Out: Reply STOP to cancel at any time; reply HELP for help.

4.3 Carriers: Wireless carriers are not liable for delayed or undelivered messages.

4.4 Your Messaging: When you use the Service to send messages to your own contacts, you are the sender of record and are responsible for obtaining any consents required by applicable law (including the TCPA) and for honoring opt-out requests.

5. Calls, Recording, and AI Assistant

5.1 Recording and Transcription: The Service can record and transcribe calls placed or received through Patio numbers, and can answer inbound calls with an AI assistant ("Jessica") that identifies itself as an AI.

5.2 Consent Responsibility: Recording-consent laws vary by state. You are responsible for compliance with call-recording and monitoring laws applicable to you and the parties you call, including any required notices in two-party-consent jurisdictions.

5.3 AI Output: AI-generated summaries, briefs, drafts, and marketing content are provided as drafts for your review. You are responsible for reviewing AI output before relying on it or publishing it, including for accuracy and fair-housing compliance. The Service does not provide legal, tax, or brokerage advice.

6. Phone Numbers

6.1 Provisioning: Dedicated business numbers are provisioned to seats through the Service and remain registered within Company's telecommunications accounts during your subscription.

6.2 Compliant Use: Numbers may not be used for unlawful, deceptive, or abusive calling or messaging.

7. Fees and Payment

7.1 Subscription Fees: You agree to pay all fees associated with your chosen subscription plan, including platform and per-seat fees. All fees are non-refundable except as expressly provided in this Agreement.

7.2 Taxes: You are responsible for all applicable taxes, levies, or duties imposed by taxing authorities associated with your purchases, excluding taxes based on Company's net income.

7.3 Late Payments: Any late payments shall be subject to a late fee equal to 1.5% per month of the amount due, or the maximum amount permitted by law, whichever is less.

7.4 Usage Allowances: Certain features carry usage allowances or credit-based metering as described in your plan; overage credits are non-refundable.

8. Intellectual Property

8.1 Company IP: Company retains all right, title, and interest, including all intellectual property rights, in and to the Service, its underlying technology, the Jessica assistant, designs, and any improvements, enhancements, or modifications thereto. No rights are granted to you other than as expressly set forth herein, and nothing in this Agreement conveys or assigns any Company intellectual property to any user.

8.2 Feedback: If you submit suggestions or feedback, Company may use them without restriction or obligation to you.

8.3 Trademarks: No right or license is granted to use Company's names, logos, or marks.

8.4 Reservation of Rights: All rights not expressly granted are reserved by Company.

9. Term and Termination

9.1 Term: This Agreement commences on the date you first accept it and continues until all subscriptions hereunder have expired or have been terminated.

9.2 Termination for Cause: Either party may terminate this Agreement upon written notice if the other party breaches any material provision and fails to cure such breach within thirty (30) days of receipt of notice.

9.3 Effect of Termination: Upon termination, all licenses granted to you will immediately terminate, and you must cease all use of the Service. Company will delete or return Customer Data in accordance with our standard data retention policies, unless legally prohibited.

10. Disclaimers

THE SERVICE IS PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. THE SERVICE IS A SOFTWARE TOOL; IT IS NOT A REAL ESTATE BROKERAGE AND DOES NOT PROVIDE LEGAL, TAX, FINANCIAL, OR BROKERAGE ADVICE.

11. Limitation of Liability

IN NO EVENT WILL COMPANY, ITS DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, COMPANY'S AGGREGATE LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO COMPANY FOR THE SERVICE DURING THE SIX (6) MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING.

12. Indemnification

You agree to defend, indemnify, and hold Company harmless, including its subsidiaries, affiliates, and all of its respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys' fees and expenses, made by any third party due to or arising out of: (1) your Customer Data; (2) use of the Service in violation of this Agreement; (3) your violation of any applicable laws or rights of a third party; or (4) messages or calls you send or place through the Service.

13. Governing Law and Jurisdiction

This Agreement and any dispute or claim arising out of or in connection with it shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles. Any legal action or proceeding related to this Agreement shall be instituted exclusively in the state or federal courts located in McLennan County, Texas, and each party irrevocably submits to the jurisdiction of such courts.

14. Miscellaneous

14.1 Entire Agreement: This Agreement constitutes the entire agreement and understanding between you and Company regarding the Service.

14.2 Severability: If any provision of this Agreement is determined to be unlawful, void, or unenforceable, that provision is deemed severable and does not affect the validity and enforceability of any remaining provisions.

14.3 Assignment: You may not assign or transfer this Agreement without Company's prior written consent. We may freely assign this Agreement.

15. Contact

Patio Technologies LLC — john@runpatio.com