DealsEngine.ai Subscription and Services Agreement

1. Platform Nature and "Under Construction" Acknowledgment

• Ongoing Construction and Updates: The Subscriber acknowledges and agrees that the Platform, its underlying code, features, algorithms, integrations, and tools (including but not limited to the AI Deal Analyzer, AI Listing Description Generator, SmartMatch Engine, Comparable Sales Automated Tool, and Outreach marketing modules) are under continuous and ongoing construction, optimization, and development.
• Feature Modifications: The Company reserves the right, in its sole discretion, to modify, update, replace, suspend, or deprecate any functionalities, user interfaces, data sets, service regions, or components of the Platform at any time without prior notice.
• Availability: The Subscriber understands that certain services, features, and functionalities may temporarily or permanently become unavailable or perform differently as the Platform undergoes modifications. The Subscriber agrees that the Company will not be liable to the Subscriber or any third party for any such modifications, suspensions, or service adjustments.

2. Subscription Terms, Fees, and Non-Refundability

• Subscription Structure: Access to certain premium features of the Platform is provided on a recurring subscription basis (e.g., quarterly, annually, or otherwise specified in your selected tier).
• Non-Refundability: ALL SUBSCRIPTION PAYMENTS AND RELATED FEES ARE STRICTLY NON-REFUNDABLE. The Subscriber explicitly acknowledges that no refunds, credits, or prorated adjustments will be issued for partial terms, unused credits, downgrades, or early cancellations.
• Automatic Renewal: Unless otherwise canceled in writing or via the Subscriber’s billing portal prior to the end of the current billing period, the subscription will automatically renew for successive terms of equal length, and the registered payment method will be charged at the then-current subscription rate.
• Billing Disputes: Any billing disputes must be submitted to us in writing at [email protected] within thirty (30) days of the charge date, or the Subscriber waives the right to dispute such charge.

3. SMS Outreach, Telephony, and A2P 10DLC Compliance

• A2P 10DLC Regulations: Wholesaler users, agents, and any Subscribers utilizing the Platform’s messaging, marketing, or outreach modules (including email, SMS, and broadcast systems) must strictly comply with all local, state, and federal regulations governing Application-to-Person (A2P) 10-Digit Long Code (10DLC) text messaging, the Telephone Consumer Protection Act (TCPA), and the CAN-SPAM Act.
• Mandatory Custom Number Acquisition: The Platform does not provide shared messaging pools for outbound marketing. Wholesaler and campaign subscribers must apply for, register, and fund their own dedicated messaging numbers and brand/campaign registry profiles through the Platform's designated telephony providers.
• Compliance Requirements: The Subscriber is solely responsible for obtaining explicit, documented, and verifiable opt-in consent from all message recipients; managing and honoring opt-out/unsubscribe requests (e.g., STOP, UNSUBSCRIBE commands); registering their business profile (EIN/TIN registration) and active campaigns with the Campaign Registry (TCR); and paying all compliance fees, vetting fees, carrier pass-through charges, and messaging costs associated with their registered numbers.
• Indemnification: The Subscriber agrees to indemnify, defend, and hold harmless DealsEngine LLC, its officers, directors, and affiliates from any fines, penalties, litigation costs, damages, or liabilities arising from the Subscriber's failure to comply with SMS, TCPA, or A2P 10DLC compliance standards.

4. Right to Modify Benefits and Plan Features

• Regular Adjustments: The Company reserves the right to change plan benefits, user access limits, AI generation limits, search quotas, data access tiers, and pricing structures on a regular basis.
• Notification of Pricing Changes: While feature changes may occur dynamically, the Company will notify Subscribers of any subscription price increases at least thirty (30) days before the renewal date. Continued use of the Platform after the pricing change takes effect constitutes acceptance of the new pricing.

5. Additional Services and Costs

• Add-On Features: The Company may introduce premium features, specialized data layers (e.g., regional tax sale lists, probate scraper outputs, skip-tracing integrations), custom web development, or administrative consulting services that are not included in the standard subscription tiers.
• Separate Pricing: These features or services may be provided at an additional cost, either as a one-off fee or an add-on subscription fee, subject to a separate invoice or transaction agreement.

6. Limitation of Liability and "As-Is" Warranty

• No Warranty: THE PLATFORM AND ALL OF ITS CONTENTS, TOOLS, AND DATA ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. The Company does not guarantee the accuracy of AI-generated property descriptions, comparable sales data, analysis results, or lead validation lists.
• Diligence Requirement: The Subscriber is solely responsible for performing their own independent due diligence, verification of title, zoning, occupancy, structural integrity, and financial analysis before entering into any real estate transactions.
• Limitation of Liability: TO THE MAXIMUM EXTENT PERMITTED BY LAW, DEALSENGINE LLC SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, OR DATA, ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE PLATFORM. Our total liability for any claim under this Agreement is limited to the amount paid by the Subscriber to us in the three (3) months preceding the event giving rise to the claim.

7. Governing Law and Dispute Resolution

This Agreement shall be governed by, and construed in accordance with, the laws of the State of Maryland, without regard to its conflict of law principles. Any dispute arising out of or relating to this Agreement shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association (AAA), held in Prince George's County, Maryland.