These User Agreement and Terms of Use, together with any order form, subscription terms, privacy policy, acceptable use policy, or other terms incorporated by reference, collectively form this "Agreement" between DatePilot, LLC, a Colorado limited liability company with its principal office at PO Box 100442, Denver, CO 80250 ("Company," "we," "us," or "our"), and the person or entity accessing or using the Service ("User," "you," or "your").
By accessing, registering for, uploading documents to, or using the Service, you agree to be bound by this Agreement. If you are using the Service on behalf of an entity, brokerage firm, employer, client, or other organization, you represent that you have authority to bind that organization, and "you" includes that organization.
The Service allows users to upload real estate contracts and related documents for the purpose of generating a preliminary summary of certain apparent dates, deadlines, milestones, and related information contained in or inferred from the uploaded materials.
The Service is a document-assistance, workflow, and information-extraction tool only. It is not a substitute for your own review, calendaring, legal judgment, professional judgment, brokerage compliance, transaction management procedures, or advice from licensed professionals.
The Service does not provide legal advice, brokerage advice, real estate advice, tax advice, accounting advice, title advice, escrow advice, lending advice, or other professional advice.
Company is not acting as your attorney, real estate broker, transaction broker, single agent, employing broker, managing broker, compliance officer, title company, closing agent, escrow agent, lender, consultant, fiduciary, or advisor.
No attorney-client, broker-client, fiduciary, agency, advisory, or professional relationship is created by your use of the Service.
You are solely responsible for consulting qualified attorneys, licensed real estate brokers, employing brokers, transaction coordinators, compliance personnel, title companies, lenders, tax advisors, and other professionals as applicable.
If you are a Colorado real estate broker, brokerage firm, employing broker, transaction coordinator, assistant, attorney, investor, buyer, seller, landlord, tenant, or other party using the Service in connection with a Colorado real estate transaction, you acknowledge and agree that:
You acknowledge that real estate contracts often contain complex, interdependent, conditional, amended, extended, waived, or manually modified deadlines. You further acknowledge that uploaded documents may be incomplete, illegible, outdated, superseded, internally inconsistent, incorrectly scanned, poorly formatted, handwritten, modified, missing pages, or affected by addenda, amendments, notices, counterproposals, extensions, termination rights, or other documents not uploaded to the Service. Accordingly:
Company does not guarantee that any output is complete, correct, current, enforceable, legally meaningful, or suitable for your purpose.
The Service may use artificial intelligence, optical character recognition, machine learning, automation, parsing tools, document extraction tools, or similar technologies. These technologies may produce inaccurate, incomplete, misleading, fabricated, duplicated, omitted, or improperly prioritized results.
You understand and agree that:
You assume all risk arising from your use of, or reliance on, the Service.
The Service is provided for convenience only. It is not a deadline-control system, legal compliance system, brokerage compliance system, transaction management system, or risk-management substitute.
Company makes no representation or warranty that the Service will identify, extract, summarize, calendar, remind, notify, or preserve any date, deadline, milestone, contingency, notice requirement, or obligation.
Any summary generated by the Service is preliminary and must be reviewed against the full original source documents.
You are solely responsible for all documents, data, text, contracts, forms, addenda, amendments, disclosures, personal information, confidential information, financial information, signatures, and other content that you upload, submit, transmit, or otherwise provide to the Service ("User Content").
You represent and warrant that:
Company is not responsible for reviewing User Content for legality, completeness, accuracy, confidentiality, privilege, privacy, or compliance.
Company will handle User Content in accordance with its Privacy Policy, if any. However, you acknowledge that no internet-based service, cloud platform, email transmission, AI tool, or electronic storage system can be guaranteed to be completely secure.
You are solely responsible for determining whether the Service is appropriate for confidential, privileged, personal, financial, brokerage, client, customer, or transaction information.
Company does not guarantee that uploaded contracts or summaries will remain confidential, privileged, error-free, or immune from unauthorized access, loss, or disclosure.
You grant Company and its vendors, service providers, hosting providers, contractors, AI providers, and technical partners a non-exclusive, worldwide, royalty-free license to host, store, copy, transmit, scan, parse, process, analyze, display, summarize, and otherwise use User Content solely as necessary to provide, maintain, secure, improve, troubleshoot, and support the Service, subject to the Privacy Policy.
Company does not claim ownership of your User Content.
You are responsible for maintaining the confidentiality of your login credentials and for all activity occurring under your account. You must promptly notify Company of any unauthorized access or suspected security breach.
Company is not liable for any loss, disclosure, missed deadline, transaction damage, or other harm arising from unauthorized account access, compromised credentials, shared logins, user error, or failure to maintain account security.
You may not use the Service to:
THE SERVICE, OUTPUTS, SUMMARIES, DATE EXTRACTIONS, DEADLINE IDENTIFICATIONS, CALENDAR INFORMATION, REMINDERS, NOTIFICATIONS, AND ALL RELATED MATERIALS ARE PROVIDED "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS."
TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF ACCURACY, COMPLETENESS, RELIABILITY, TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, QUIET ENJOYMENT, AVAILABILITY, SECURITY, ERROR-FREE OPERATION, AND COMPLIANCE WITH LAW OR REGULATORY REQUIREMENTS.
COMPANY DOES NOT WARRANT THAT:
TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY AND ITS OWNERS, MEMBERS, MANAGERS, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, AFFILIATES, LICENSORS, VENDORS, SUCCESSORS, AND ASSIGNS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, ENHANCED, PUNITIVE, OR SIMILAR DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST COMMISSIONS, LOST BUSINESS OPPORTUNITIES, LOSS OF EARNEST MONEY, FAILED CLOSINGS, TERMINATED CONTRACTS, MISSED DEADLINES, DEFAULTS, PROFESSIONAL DISCIPLINE, REGULATORY COMPLAINTS, LOST DATA, LOSS OF GOODWILL, OR TRANSACTION DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICE SHALL NOT EXCEED THE GREATER OF:
THE LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE THEORY OF LIABILITY, INCLUDING CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, WARRANTY, STATUTE, OR OTHERWISE.
To the maximum extent permitted by law, you agree to defend, indemnify, and hold harmless Company and its owners, members, managers, officers, directors, employees, contractors, agents, affiliates, licensors, vendors, successors, and assigns from and against any and all claims, demands, lawsuits, proceedings, investigations, liabilities, damages, losses, judgments, settlements, fines, penalties, costs, and expenses, including reasonable attorneys' fees and costs, arising out of or relating to:
Company reserves the right to assume exclusive defense and control of any matter subject to indemnification, and you agree to cooperate with Company's defense.
To the maximum extent permitted by law, you release Company and its owners, members, managers, officers, directors, employees, contractors, agents, affiliates, licensors, vendors, successors, and assigns from any and all claims, liabilities, damages, losses, and expenses arising out of or relating to your use of the Service, your reliance on any output, any missed deadline, any real estate transaction, or any dispute with any third party.
You may not use the Service as your sole system for mission-critical deadlines, legal deadlines, statutory deadlines, contractual deadlines, objection deadlines, notice deadlines, closing deadlines, or transaction obligations.
You must maintain independent backup systems, manual review procedures, professional review procedures, and calendar controls.
Company may modify, suspend, restrict, discontinue, or terminate all or part of the Service at any time, with or without notice. Company is not liable for any unavailability, delay, outage, data loss, interruption, modification, discontinuance, or failure of the Service.
The Service may rely on third-party hosting providers, AI providers, OCR providers, cloud storage providers, payment processors, analytics providers, calendar platforms, email systems, or other vendors.
Company is not responsible for third-party services, errors, outages, acts, omissions, security incidents, data handling, or terms. Your use of third-party services may be subject to separate terms and privacy policies.
If the Service is offered on a paid basis, you agree to pay all fees, charges, taxes, and other amounts associated with your account. Fees are non-refundable except as expressly stated in writing by Company.
Company may change pricing, features, limits, or subscription terms upon notice or as otherwise permitted by applicable law.
Company may suspend or terminate your access to the Service at any time if Company believes you have violated this Agreement, created risk for Company, misused the Service, failed to pay fees, uploaded improper content, violated law, or otherwise acted in a manner Company deems harmful.
Upon termination, your right to use the Service ends immediately. Sections intended to survive termination shall survive, including disclaimers, limitations of liability, indemnification, release, governing law, dispute resolution, and ownership provisions.
Company and its licensors own all rights, title, and interest in and to the Service, software, workflows, prompts, models, systems, designs, trade names, trademarks, logos, documentation, templates, interfaces, features, know-how, and related intellectual property.
Except for the limited right to use the Service under this Agreement, no rights are granted to you.
If you provide suggestions, ideas, improvements, requests, comments, or other feedback, you grant Company a perpetual, irrevocable, worldwide, royalty-free right to use, modify, commercialize, and exploit that feedback without restriction or compensation.
This Agreement is governed by the laws of the State of Colorado, without regard to conflict-of-law principles.
Subject to any arbitration provision below, any lawsuit or proceeding arising out of or relating to this Agreement or the Service shall be brought exclusively in the state or federal courts located in Denver County, Colorado, and each party consents to personal jurisdiction and venue in those courts.
At Company's election, any dispute, claim, or controversy arising out of or relating to this Agreement or the Service shall be resolved by binding individual arbitration administered by the American Arbitration Association under its applicable commercial arbitration rules.
You and Company agree that disputes will be resolved only on an individual basis and not as a class action, collective action, representative action, private attorney general action, or consolidated proceeding.
Notwithstanding the foregoing, Company may seek injunctive or equitable relief in court to protect its intellectual property, confidential information, systems, business, or users.
To the maximum extent permitted by law, any claim arising out of or relating to this Agreement or the Service must be brought within one year after the claim accrues, or it is permanently barred.
Company may update this Agreement from time to time. Updated terms will be effective when posted or otherwise made available, unless a later effective date is stated. Your continued use of the Service after updated terms become effective constitutes acceptance of the updated terms.
You consent to receive notices, disclosures, agreements, and communications electronically. You agree that electronic acceptance of this Agreement has the same legal effect as a handwritten signature.
If any provision of this Agreement is held invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect. The invalid provision will be modified to the minimum extent necessary to make it enforceable, if permitted by law.
This Agreement, together with incorporated policies and written order terms, constitutes the entire agreement between you and Company regarding the Service and supersedes all prior or contemporaneous understandings.