Terms of Service

These Terms of Service (“Terms”) govern your access to and use of the PropHub platform and related services (collectively, the “Services”) provided by PropAlpha.ai, Inc. (“PropAlpha,” “we,” “our,” or “us”). By accessing or using the Services, you agree to be bound by these Terms and our Privacy Policy.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms. If you do not have such authority, or do not agree with these Terms, you must not use the Services.

1. Definitions

• “Account” means the account you create to access and use the Services.
• “Customer Data” means all data, content, and information submitted by you or on your behalf through the Services.
• “Subscription” means your paid subscription to the Services under an Order Form or as selected through our website.
• “Authorized Users” means your employees, contractors, and agents who are permitted to access the Services under your Subscription.
• “Order Form” means a written or electronic ordering document specifying the Services, subscription tier, fees, and term.

2. Access and Use of Services

2.1 License Grant

Subject to your compliance with these Terms and payment of applicable fees, PropAlpha grants you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Services during the Subscription term solely for your internal business purposes.

2.2 Account Registration

You must provide accurate, current, and complete information when creating an Account. You are responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your Account. You must notify us immediately at security@propalpha.ai if you suspect any unauthorized use of your Account.

2.3 Authorized Users

You may permit Authorized Users to access the Services up to the number of seats included in your Subscription. You are responsible for Authorized Users’ compliance with these Terms. Each Authorized User must have their own credentials; sharing credentials among multiple individuals is not permitted.

2.4 Acceptable Use

You agree not to, and will not permit Authorized Users to:

• Use the Services for any unlawful purpose or in violation of any applicable law or regulation
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Services
• Reproduce, distribute, modify, create derivative works of, or publicly display the Services
• Attempt to gain unauthorized access to any part of the Services or its related systems
• Use the Services to transmit malware, viruses, or other malicious code
• Scrape, crawl, or use automated means to access the Services without our written consent
• Use the Services in a manner that could impair or overburden our infrastructure
• Resell, sublicense, or otherwise make the Services available to third parties outside your organization

3. Customer Data

3.1 Ownership

You retain all rights, title, and interest in and to your Customer Data. PropAlpha does not claim any ownership over Customer Data.

3.2 License to PropAlpha

You grant PropAlpha a limited, non-exclusive license to access, process, and use your Customer Data solely to provide and improve the Services, and as directed by you. We will not use your Customer Data for any other purpose.

3.3 Your Responsibility

You are solely responsible for the accuracy, quality, integrity, and legality of Customer Data, and for obtaining any consents or licenses necessary for PropAlpha to process it. You represent that Customer Data does not violate any third-party rights or applicable laws.

3.4 Data Processing

To the extent Customer Data includes personal data subject to data protection laws (including GDPR), our Data Processing Agreement (“DPA”) governs such processing. Our DPA is incorporated by reference into these Terms and is available at propalpha.ai/legal/gdpr.

4. Fees and Payment

4.1 Subscription Fees

You agree to pay all fees specified in your Order Form or selected subscription plan. Fees are due in advance and are non-refundable except as expressly set forth in these Terms.

4.2 Billing

For monthly subscriptions, fees are billed on the same day each month. For annual subscriptions, fees are billed annually in advance. We use Stripe for payment processing; by providing payment information, you authorize PropAlpha to charge your payment method on a recurring basis.

4.3 Taxes

All fees are exclusive of applicable taxes. You are responsible for all applicable sales, use, value-added, and similar taxes, excluding taxes based on PropAlpha’s net income.

4.4 Late Payments

Overdue amounts accrue interest at the rate of 1.5% per month (or the maximum rate permitted by law, if lower). We reserve the right to suspend access to the Services for accounts more than 30 days past due, with 10 days’ written notice.

4.5 Price Changes

We may change subscription fees upon 60 days’ written notice prior to the start of a renewal term. Continued use of the Services after a price change takes effect constitutes acceptance of the new fees.

5. Intellectual Property

5.1 PropAlpha IP

The Services, including all software, algorithms, interfaces, documentation, and related materials, are the exclusive property of PropAlpha and its licensors. These Terms do not transfer any intellectual property rights to you. All rights not expressly granted are reserved.

5.2 Feedback

If you provide suggestions, ideas, or feedback about the Services (“Feedback”), you grant PropAlpha a royalty-free, worldwide, perpetual, irrevocable license to use, incorporate, and commercialize the Feedback without any obligation to you.

6. Confidentiality

Each party (“Receiving Party”) agrees to hold the other party’s (“Disclosing Party’s”) Confidential Information in strict confidence using at least the same degree of care it uses for its own confidential information (but no less than reasonable care), and not to disclose such information to any third party without prior written consent. “Confidential Information” means any information designated as confidential or that reasonably should be understood to be confidential given its nature. Customer Data is deemed your Confidential Information; PropAlpha’s pricing, technology, and roadmap are PropAlpha’s Confidential Information.

7. Warranties and Disclaimers

7.1 PropAlpha Warranties

PropAlpha warrants that:

• The Services will perform materially in accordance with applicable documentation
• PropAlpha will maintain commercially reasonable security measures
• PropAlpha will not knowingly introduce malware into the Services

7.2 Disclaimer

EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. PROPALPHA DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PROPALPHA BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF THE SERVICES, EVEN IF PROPALPHA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

PROPALPHA’S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE FEES PAID BY YOU IN THE 12 MONTHS PRECEDING THE CLAIM OR (B) $1,000.

The limitations in this section apply regardless of the theory of liability (contract, tort, strict liability, or otherwise) and shall survive any termination of these Terms.

9. Indemnification

You agree to indemnify, defend, and hold harmless PropAlpha and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your use of the Services in violation of these Terms; (b) your Customer Data; or (c) your violation of any applicable law or third-party rights.

10. Term and Termination

10.1 Term

These Terms are effective from the date you first access the Services and continue until your Subscription expires or is terminated.

10.2 Termination for Convenience

Either party may terminate these Terms with 30 days’ written notice. You will not receive a refund for prepaid fees for any unused portion of a subscription term, except where required by applicable law.

10.3 Termination for Cause

Either party may terminate these Terms immediately upon written notice if the other party materially breaches these Terms and fails to cure the breach within 30 days of receiving written notice of the breach.

10.4 Effect of Termination

Upon termination, your access to the Services will cease. PropAlpha will make your Customer Data available for export for 30 days following termination, after which it will be deleted from our systems in accordance with our data retention policy. Sections 5, 6, 7, 8, 9, and 11 survive termination.

11. General Provisions

11.1 Governing Law

These Terms are governed by the laws of the State of Texas, without regard to conflict of law principles. Any disputes shall be resolved in the state or federal courts located in Travis County, Texas, and both parties consent to the exclusive jurisdiction of such courts.

11.2 Dispute Resolution

Before initiating any legal proceeding, each party agrees to attempt to resolve disputes informally by providing written notice and allowing 30 days for good-faith negotiation.

11.3 Entire Agreement

These Terms, together with any Order Forms and the Privacy Policy, constitute the entire agreement between you and PropAlpha with respect to the Services and supersede all prior agreements, representations, and understandings.

11.4 Amendments

We may modify these Terms at any time. We will provide at least 30 days’ notice of material changes via email or in-app notification. Continued use after the effective date constitutes acceptance.

11.5 Severability and Waiver

If any provision is found unenforceable, the remaining provisions remain in full force. A waiver of any breach is not a waiver of any subsequent breach.

11.6 Force Majeure

Neither party is liable for failures or delays caused by circumstances beyond its reasonable control, including natural disasters, acts of government, labor disputes, or internet outages.

12. Contact

For questions about these Terms, please contact us: