1. Agreement and authority
1.1. Acceptance. These Terms become an agreement between DispoIQ and the business customer identified in an Order (“Customer,” “you,” or “your”) when you expressly accept these Terms through an acceptance process identifying this version, or sign an Order that expressly incorporates this version. Posting these Terms does not by itself establish your acceptance or replace an existing customer agreement. An individual accepting for a business represents that they have authority to bind it. An individual subscribing in their own name represents that the subscription is exclusively for their business activities, rather than personal, family, or household use. 1.2. Agreement documents. “Agreement” means these Terms, your accepted Order, and the DispoIQ Acceptable Use Policy, version 1.0, incorporated when you accept this version of the Terms. A separately agreed addendum is included only as expressly agreed by the parties. The Privacy Policy explains personal-data practices; it does not expand your licensed feature entitlements or replace a required data processing agreement. Planned policies and documentation are not incorporated merely because they appear on the documentation site. 1.3. Priority. An Order changes these Terms only if it expressly identifies the clause being changed and is accepted by an authorized DispoIQ representative. A separately agreed data processing addendum controls a conflict concerning its specific personal-data processing subject matter. These Terms otherwise control conflicts with incorporated use policies; an incorporated use policy may impose more specific use restrictions without expanding purchased entitlements. Help articles and marketing materials do not independently amend this Agreement or create service-level commitments.2. Definitions
2.1. “Authorized User” means an individual permitted by your business to use your workspace within the purchased seat and permission limits. 2.2. “Customer Content” means information and materials you or Authorized Users submit to the Service, including your uploaded contacts, property listings, images, files, messages, offers, and your own notes. It excludes the Service itself and Licensed Data as supplied by its licensors. Combining Licensed Data with your notes does not transfer ownership of the underlying Licensed Data. 2.3. “Licensed Data” means third-party-sourced property, investor, contact, transaction, or enrichment information made available through the Service under a license or access permission. Information may be subject to restrictions different from those applying to Customer Content. 2.4. “Order” means the purchase record you expressly accept, or a separately executed order form, identifying your purchased plan, subscription term, seats, fees, currency, billing cadence, actual amount due, and any agreed additional services. Your Order, rather than a monthly-equivalent marketing figure, identifies the commitment you accept. 2.5. “Service” means the DispoIQ hosted business software and related functionality actually made available under your Order, including applicable deal-page, buyer/contact-management, discovery, engagement, offer-tracking, and messaging features. Features depend on your purchased plan, configuration, approval requirements, and availability. A roadmap, waitlist, demonstration, or future feature description is not a present deliverable. 2.6. “Subscription Term” means the period of paid access identified in your Order, including a renewal period only when validly agreed under clause 5. 2.7. “Recipient Submissions” means information and materials that buyers, deal visitors, or communication recipients submit through your hosted deal pages or communications features, including contact details, offers, replies, and attachments where supported. Recipient Submissions are distinct from Customer Content and Licensed Data. Receiving them does not give you ownership of rights held by their submitters, and submitting them does not itself make a person a party to this Agreement.3. Access and account responsibility
3.1. Access grant. Subject to payment and compliance with this Agreement, DispoIQ grants you a limited, non-exclusive, non-transferable right during the Subscription Term to access and use the Service for your business’s own real-estate operations through Authorized Users. This grant does not permit operating a service bureau, reselling access, sublicensing the Service, or giving another business independent access under your subscription without our written authorization. 3.2. Users and administrators. Each individual Customer, individual accepting these Terms for a Customer, and individual signing in to a workspace, including every Authorized User, must be at least 18 years old and have reached the applicable legal age of majority where they live. You must not permit workspace account access by an individual who does not meet both requirements. This account-user eligibility rule does not apply merely because a person visits a deal page without signing in to a workspace. You are responsible for your Authorized Users’ activity and for deciding who may administer your workspace, access contacts, publish deals, send messages, or incur authorized charges. Each Authorized User must use their own permitted account; you must not share credentials to evade seat limits. Only a person authorized by your business may make a purchase or change a paid commitment on its behalf. Remove access when no longer appropriate and keep your business and billing information accurate. 3.3. Account compromise. Use the security options made available for your account, protect credentials and deal-sharing links, and notify us without undue delay if you discover unauthorized access or a material misuse of your workspace. We may require verification before making account changes. Neither this responsibility nor clause 16 excuses DispoIQ from an obligation that applicable law does not allow it to exclude. 3.4. Eligible operations. Subscriptions are offered for business customers throughout the United States. Messaging destinations are limited to the United States and Canada, subject to eligibility for the relevant provider, channel, number, and campaign; this geographic scope does not guarantee that any particular route or feature is enabled. You must have authority and any required licenses or permissions for your real-estate activities and comply with the Acceptable Use Policy. DispoIQ is a software provider, not your broker, title company, escrow agent, legal adviser, or party to your property transactions.4. Features, changes, and support
4.1. Purchased functionality. Your Order controls your plan and seats. Using or enabling an optional feature may require a separate authorization, charge, registration, or provider approval disclosed before the relevant commitment. We do not promise future AI, calling, public API, or integration features merely because they have been discussed or placed on a roadmap. 4.2. Service changes. We may maintain, update, and modify the Service to improve operation, address security or legal requirements, or respond to third-party changes. When reasonably possible, we will give 30 days’ advance notice of a change that materially reduces core paid functionality during an existing Subscription Term. Urgent legal or security changes may take effect immediately, with notice as soon as practical. A permitted feature change does not by itself create an additional cancellation or refund right. Ordinary cancellation rights and the refunds provided in clause 6.4, including mandatory rights under applicable law, remain available. This clause does not authorize retroactively charging for an unaccepted purchase. 4.3. Support and availability. Unless a separately accepted written agreement says otherwise, this Agreement contains no uptime percentage, response-time guarantee, service-credit program, or disaster-recovery deadline. You remain responsible for your business continuity and for keeping copies of records you are entitled to export. Any purchased support scope will be identified in the Order.5. Subscription fees and renewal
5.1. Fees. You must pay subscription, additional-seat, and separately authorized usage or resource charges stated in your Order or an applicable accepted rate schedule, together with any taxes disclosed as payable in that purchase. A displayed monthly equivalent for annual billing is not the annual invoice amount. The Order must identify the actual amount due and billing cadence; tax handling or exemptions expressly agreed in an Order apply to that Order. 5.2. Billing authorization. Amounts are due according to your accepted Order and any separately accepted funding instruction. You authorize recurring or automatic charges only through an express payment authorization covering the relevant commitment. Keep the payment method and billing contact accurate. Your obligation to pay a valid charge is not removed by ceasing to log in or by removing an Authorized User. A failed payment may result in suspension under clause 13; no collection fee or annual-installment acceleration is created by these Terms. 5.3. Renewal and cancellation. Subscriptions renew automatically for the renewal periods expressly identified in your Order unless renewal is canceled. You can cancel through Billing → Cancel plan, or contact support@dispoiq.app if you cannot use that route. A completed cancellation request through that control, or a cancellation request received by support, before the next renewal starts will stop that renewal. There is no additional advance-cancellation cutoff. DispoIQ will honor the time of a properly completed or received request even if its processing occurs later. Canceling renewal ends paid subscription access at the end of the then-current paid period, subject to the separate suspension and termination provisions below. A cancellation request completed or received after a renewal has already started does not automatically reverse that renewal; refund rights under clause 6.4 remain available. Any notices or authorizations required by applicable law remain required. 5.4. Plan, seat, cadence, and price changes. Contact support@dispoiq.app to arrange changes to an existing subscription or purchased seat count until a verified self-service change workflow is available. Confirm the price, effective date, and any adjustment before authorizing the change. A new checkout alone should not be treated as confirmation that an existing subscription has changed. Requested upgrades and added seats take effect when the authorized change is processed and confirmed, rather than waiting for renewal. Incremental subscription charges are prorated for the remaining paid period using its remaining actual days divided by its actual total days, applied to the increase in subscription fees for that period. For a prepaid annual term, use the annual subscription amounts for the paid annual service period, rather than displayed monthly equivalents. A change does not by itself reset the existing paid period or authorize a full new annual charge unless expressly agreed in an Order. Requested downgrades, reductions of purchased seat capacity, and changes between monthly and annual billing take effect at the next renewal. There is no ordinary mid-term refund. Already-paid seat capacity remains available through its paid period; removing or disabling a user does not by itself reduce the purchased seat count. DispoIQ will give 30 days’ advance notice of DispoIQ-initiated price changes to your designated account email. This rule applies to subscription, usage, carrier, and resource rates. It does not delay a customer-requested purchase or change at a current disclosed rate expressly accepted by that customer. The price-notice rule does not establish the notice period for every other amendment to this Agreement or the Privacy Policy. DispoIQ will not rely on a documentation edit alone to create a retroactive fee.6. Prepaid wallet and metered services
6.1. Separate usage charges. Where messaging is enabled, it uses a prepaid wallet and per-message usage charges at disclosed customer rates under an applicable accepted rate schedule. Carrier and A2P 10DLC registration fees are additional. Phone-number resources and discovery or enrichment operations may also carry separately disclosed charges where offered. Subscription fees and wallet-funded usage are separate obligations; a subscription does not make metered operations unlimited or free. 6.2. Billable events, settlement, and funding. The rate schedule accepted for a metered feature must identify its chargeable units and events, including any message-segment, media, inbound/outbound, provider, carrier, registration, number, and enrichment charges applicable to your use. Price changes are subject to clause 5.4. A wallet reservation is a hold, not a promise of the final price or successful delivery. Valid usage you already authorized is settled in full at the applicable accepted rate even if the final charge exceeds its reservation or the remaining wallet funds and creates a negative balance. You remain responsible for any valid unpaid amount. A hold for a pending operation is not itself a final charge or an amount owed merely because it reduces available funds. This does not permit new unfunded spending: new paid operations that require customer funding must have sufficient available funds. We may decline or pause a metered operation when required funding or authorization is unavailable. Where an authorized funding route is available, under a separate funding instruction you expressly accept, you authorize us to charge your authorized payment card for top-ups to restore funding, including clearing a negative wallet balance, only within the agreed triggers, amounts, and limits. Saving a card alone does not authorize arbitrary amounts or unlimited retries. This provision does not represent that automatic funding is currently available or enabled. A pending or failed payment is not confirmed wallet funding; if a required top-up fails or needs further authorization, wallet-funded work that lacks sufficient available funds remains blocked. A successful top-up applied to an existing usage deficit funds that charge rather than creating a second usage charge; we will not collect the same charge twice. These Terms do not by themselves impose a minimum top-up, change subscription cancellation rights, or remove any billing-error correction, mandatory-law right, or expressly owed refund under clause 6.4. 6.3. Messaging outcomes and other pending operations. Registration submission does not guarantee approval; submitting a message does not guarantee recipient delivery. Subscription billing begins when paid application access starts and continues while messaging registration is pending or rejected. Messaging charges use the customer rate accepted under clause 6.2 that applies to the attempt: the disclosed fixed and per-unit amounts, or, if you have accepted cost-plus pricing, the documented third-party cost plus the agreed markup. A failed or undelivered outcome does not itself reduce that agreed charge or create an automatic refund. A wallet reservation is a hold, not a final charge. If acceptance for sending, chargeable quantity or required cost information is missing, uncertain or unreliable, the reservation may remain pending rather than becoming a final charge. If we confirm an attempt was refused before acceptance for sending without incurred spend, we release its unincurred reservation. Billing-error corrections, applicable-law rights and all expressly owed refunds under clause 6.4 remain available; this clause does not override your accepted rate schedule. For registration, enrichment and other non-messaging operations, the feature-specific offer you expressly accept must identify the billable event and applicable charges, including how rejected submissions, no-match or other unsuccessful results, resubmissions and pending outcomes affect those charges. The messaging outcome rule does not determine those charges. Your accepted terms and the correction and refund rights in clause 6.4 continue to apply. 6.4. Balances, refunds, and billing questions. Subscription payments and unused wallet funds purchased with money are ordinarily nonrefundable. Canceling renewal does not entitle you to a prorated subscription refund. Unused purchased wallet funds are retained for reactivation; cancellation and the data export/deletion windows in clause 14.4 do not expire or forfeit those funds. These restrictions do not prevent refunds for verified billing errors, refunds required by applicable law, the subscription refunds for qualifying DispoIQ-caused suspension in clause 13.2, the refunds for termination due to DispoIQ’s material uncured breach in clause 14.2, or the early convenience-termination refunds in clause 14.3. If separately offered, promotional wallet amounts have no cash value and are subject to their expressly disclosed offer conditions; no promotional offer or credit-unit billing model is established by these Terms. Report suspected billing errors to support@dispoiq.app with enough information to identify the charge. We will review the billing evidence and correct verified errors; these Terms do not impose a shortened billing-dispute deadline or a fixed refund-processing time. 6.5. Phone-number rental. Where phone-number rental is offered and expressly accepted, the rate is USD $5 per rented number per month, without volume tiers or a separate number activation fee. The first USD $5 rental charge applies only after successful activation of the number and covers one month. Subsequent USD $5 renewals fall on that number’s monthly anniversary. Registration and messaging charges are separate. Your accepted purchase or retention arrangement must identify the applicable rental billing period and amount due. If you voluntarily release a number before its paid rental month ends, there is no ordinary prorated refund for the unused rental time. Billing-error corrections, refunds required by applicable law and any refund DispoIQ expressly owes remain preserved. This rule does not reduce separate remedies for DispoIQ-caused suspension, breach or early termination. Rental charges and funding remain subject to clauses 5.1–5.4 and 6.2–6.4; a documentation edit does not itself authorize a purchase, a recurring charge or paid retention.7. Customer Content and intellectual property
7.1. Content rights and responsibility. As between you and DispoIQ, you retain rights you hold in Customer Content. You are responsible for having the rights and permissions necessary to submit it and instruct us to process, display, or transmit it. For Recipient Submissions, you are responsible for the notices, permissions, and lawful customer instructions needed for collection and processing through your hosted pages or communications features. You must not represent that you own a submitter’s or another third party’s information merely because it appears in your workspace. 7.2. Service license and processing permission. To the extent you hold or are authorized to grant the necessary rights, you grant DispoIQ a non-exclusive license during the period we lawfully retain Customer Content to host, copy, process, transmit, and display it only as necessary to provide, secure, troubleshoot, and administer the Service, carry out your authorized instructions, or meet applicable legal obligations. We handle Recipient Submissions for those same limited purposes under lawful customer instructions and the permissions applicable to the actual submission arrangement; your instructions do not grant rights you lack authority to grant. These permissions are subject to the applicable Privacy Policy and any agreed data processing addendum. They do not authorize selling your personal information, sharing mobile information or consent for third-party marketing, or training unrelated AI models. 7.3. DispoIQ ownership. DispoIQ and its licensors retain all rights in the Service, software, designs, documentation, and other technology. This does not transfer rights you hold in Customer Content or rights held by submitters in Recipient Submissions. You receive access rights, not ownership of that technology. You may not remove proprietary notices, circumvent access controls, reverse engineer except where a restriction is prohibited by law, scrape the Service outside an authorized feature, or copy protected elements to create a competing service. 7.4. Feedback. If you voluntarily give us product suggestions, we may use those suggestions to improve the Service without payment or an obligation to adopt them. This permission does not transfer ownership of Customer Content or Recipient Submissions or override confidentiality and personal-data restrictions. 7.5. Future secondary-use arrangements. We currently do not use customers’ uploaded contacts, message content, messaging-consent records, or private deal-page engagement to enrich another customer’s records, create advertising audiences, resell data, or train AI models. This statement concerns those customer-provided records; it does not change the permitted service processing in clause 7.2 or the treatment of independently sourced Licensed Data under clause 8. We reserve the right to offer future arrangements for those secondary uses, subject to applicable law and the conditions below. Before any new use begins, we will specifically disclose the affected information, purposes, recipients, and relevant changes to our processing role and individual choices. We will obtain any customer authorization or separately agreed amendment needed for rights not granted by this Agreement, give affected individuals the notices required by applicable law, obtain their consent where required, and provide and honor applicable opt-out and other rights. Required controls must be in place before the new use begins; this clause does not represent that those controls or uses are currently available. Clause 7.2, confidentiality obligations, source-license restrictions, and any binding data processing addendum continue to apply. Where an agreed addendum prohibits a use, neither a policy update nor relabeling the information authorizes it; any legally permissible change must first be validly agreed under that addendum’s change process, with required legal protections preserved. This clause does not override the restrictions on sharing mobile information or messaging consent for third-party marketing. It grants no present permission for the secondary uses listed above and does not supply consent or rights that you lack authority to grant. Any future arrangement applies only prospectively after its requirements are met. Posting revised terms or continued use alone does not erase collection-time commitments or retroactively authorize incompatible processing.8. Licensed Data and discovery results
8.1. Limited permission. Access to Licensed Data is limited to the rights available under the relevant source license and the purposes disclosed and accepted for the purchased feature. This Agreement grants no export, resale, redistribution, or external database use beyond those rights. You must not sell, sublicense, publicly redistribute, or use Licensed Data outside an authorized feature unless the applicable license expressly permits that use. No source-specific permission is created merely by adding a record to your CRM. 8.2. Verification. Licensed Data and matching results can be incomplete, inaccurate, outdated, or incorrectly associated with a person or entity. Verify important facts independently before relying on them. A discovered investor, contact match, transaction, phone number, or engagement score does not establish ownership, liquidity, purchasing intent, identity, financial suitability, or willingness to receive communications. 8.3. No communications permission. Public availability, a purchased data record, a skip-trace match, a do-not-call screening result, or registration approval does not by itself establish recipient consent or a lawful basis for your marketing. You must determine and retain the permission required for each recipient and communication.9. Messaging and recipient responsibilities
9.1. Your communications. You control your message content, audience, purpose, timing, and instructions. You are responsible for applicable marketing, telecommunications, privacy, and real-estate requirements, including appropriate consent, disclosures, identity, opt-outs, suppression, and recordkeeping. Do not send communications when required consent or another required permission is absent, withdrawn, or cannot be substantiated. 9.2. Restrictions. You must not evade carrier restrictions, registration requirements, recipient suppression, or other safeguards; misrepresent your business or its messaging purpose; disguise prohibited content; or distribute traffic among numbers to bypass restrictions. You must honor opt-outs across the communications to which they apply and must not re-import a record to defeat suppression. 9.3. Cooperation. Provide accurate business and campaign information for required registration and reasonably requested evidence of permission or compliance. We may reject or restrict communications and suspend a sending capability where necessary to prevent abuse, address recipient complaints, comply with legal or provider requirements, or investigate a credible violation. Such review does not constitute legal advice or a certification of your compliance. 9.4. Detailed requirements. The Acceptable Use Policy applies to communications made through the Service. A future Messaging & Communications Policy or separate provider agreement is incorporated only if expressly agreed under clause 1.2. You must give recipients any required sender identification, help, and opt-out information and honor applicable opt-outs. Platform controls do not guarantee that every communication meets your obligations.10. Deal pages and property transactions
10.1. Listing responsibility. You are responsible for the accuracy and legality of your listings, pictures, documents, prices, representations, and offers, and for your authority to market a property or contractual interest. Make required disclosures, including your role and the nature of the interest being offered. We do not verify title, ownership, occupancy, condition, valuation, assignment rights, or a participant’s ability to perform a transaction. 10.2. Sharing. You decide what to publish or share and with whom. A person with a shared deal link may be able to access the materials permitted by that link’s configuration. Do not assume a link prevents forwarding or makes a document confidential. You are responsible for selecting sharing permissions and avoiding disclosure of information you lack authority to share. 10.3. Independent transactions. Deal discussions, offers, due diligence, negotiations, and closings occur at your risk and subject to your separate agreements with the participants. DispoIQ is not responsible for a buyer’s or seller’s conduct or contractual performance. No completed sale, response rate, profit, or other business outcome is guaranteed.11. Personal data and confidentiality
11.1. Roles and instructions. You must lawfully collect and disclose personal data you submit or collect through the Service, give required notices, and provide lawful instructions for processing it. Our role may differ between customer-directed processing and our own account, billing, security, or other business processing. The Privacy Policy describes applicable data practices. Any separately agreed data processing addendum governs its specified processing; these Terms do not treat the Privacy Policy as a substitute for processing terms required by applicable law. 11.2. Safeguards. Each party must handle personal data consistently with its applicable legal obligations and any separately agreed processing terms. This Agreement makes no commitment to a certification, specified infrastructure control, or fixed breach-notification interval. It does not limit mandatory security, privacy, or incident-notification duties. 11.3. Confidentiality. Each party must protect non-public business information disclosed by the other in connection with the Agreement, use it only for the Agreement’s purposes, and disclose it only to personnel or service providers who need access and are bound by appropriate obligations. This duty does not cover information demonstrably public without breach, independently developed, previously lawfully known, or lawfully received without a confidentiality duty. Required legal disclosures are permitted, with notice where legally allowed and reasonable cooperation at the requesting party’s expense. Materials you intentionally publish or share are not confidential as against their intended audience solely because they originated in your workspace. Personal-data obligations remain independently applicable.12. Third-party services
12.1. Dependencies and integrations. Third-party identity, hosting, payment, data, messaging, carrier, or other services may support the Service. A separately connected service may require you to accept its own terms and authorize data transfer. Do not provide a third-party credential or account you lack authority to use. We are not responsible for independent third-party products or agreements you select, subject to any non-excludable obligations and our obligations for providers acting on our behalf under an agreed data processing addendum. 12.2. Provider changes. Third-party outages, restrictions, pricing changes, approval decisions, or discontinued access may affect a feature. Any resulting contractual notice, price adjustment, or remedy is governed by clauses 4–6 and your Order; this clause does not itself create an unlimited power to impose new fees.13. Suspension
13.1. Grounds. We may suspend the affected account, feature, communication, or content when reasonably necessary to address a security threat, suspected fraud, credible unlawful or prohibited use, material payment failure, a legal order, or an applicable provider restriction. We may act immediately where delay would create risk or prevent compliance. 13.2. Notice, review, restoration, and charges. Where legally permitted and consistent with the reason for suspension, we will inform your account contact of the reason and the steps needed for review. You may request review through support@dispoiq.app. Restoration depends on resolving the issue and any applicable provider decision; a review request does not guarantee reinstatement or a particular response or restoration time. Suspension does not itself cancel your subscription or authorize deletion of all your data. Subscription charges continue until cancellation or termination takes effect if access is suspended because of your breach, nonpayment, or messaging-compliance violation. That suspension alone creates no optional refund right. Subscription billing also continues during an independent carrier or provider restriction outside DispoIQ’s control, with ordinary cancellation rights and the refund rights in clause 6.4 preserved. If DispoIQ deliberately suspends all your paid access for its own reasons without customer fault, we will refund subscription fees in proportion to the suspended time within the relevant paid period. Calculate this proportion separately for each affected prepaid subscription charge using the time actually suspended within the service period that charge covers, including the covered remaining portion for a prorated upgrade or added-seat charge. Do not prorate an already prorated amount again over the full original term. This specific refund does not establish a general uptime guarantee or apply merely because a feature or independent provider route is unavailable. The refunds and mandatory rights in clause 6.4 remain available as applicable.14. Termination, cancellation, and remaining data
14.1. Customer cancellation. You may cancel renewal according to clause 5.3. For ordinary renewal cancellation, paid subscription access ends at the end of the then-current paid period, with no prorated subscription refund except as required under clause 6.4. Canceling renewal does not terminate separately recurring external resources or forfeit purchased wallet funds. Clauses 13 and 14.2–14.3 separately govern suspension and other termination, and nothing in this clause removes a termination or refund right required by applicable law. 14.2. Termination for breach. Before terminating for your curable material breach, we will give written notice and allow 5 calendar days to cure missed payments or 15 calendar days to cure other material breaches. We may terminate if the breach is not cured within the applicable period after written notice. We may terminate without a cure period for a breach that cannot be cured, fraud, intentional evasion of safeguards, or activity requiring immediate cessation under applicable law. These cure periods do not prevent separately permitted suspension under clause 13, including immediate action where urgent legal or security circumstances require it. You may terminate this Agreement if DispoIQ fails to cure a material breach within 30 calendar days after your written notice of that breach. If you terminate on that basis, we will refund unused prepaid subscription fees and unused purchased wallet funds, less valid incurred charges that remain unpaid, without deducting any charge more than once. Calculate the unused prepaid subscription fees using the charge-by-charge service-period calculation in clause 14.3. A feature change permitted by clause 4.2 does not by itself constitute a material breach. Rights required by applicable law remain available. 14.3. DispoIQ convenience termination. DispoIQ may end a subscription for any reason or no reason at any time, subject to applicable law. We will notify you of the termination as practical through the notice framework in clause 18; this clause does not require a fixed advance-notice period. If we voluntarily end paid service for convenience before the end of your paid period, we will refund the unused prepaid subscription portion and unused purchased wallet funds, less valid incurred charges that remain unpaid, without deducting any charge more than once. Calculate the unused prepaid subscription portion separately for each prepaid subscription charge by multiplying the amount prepaid for that charge by the proportion of the actual total days of the service period that charge covers that remain unused when paid service ends, then add those portions. A prorated upgrade or added-seat charge covers the remaining portion of the existing paid period for which it was charged; do not prorate that already prorated amount again over the full original term. For a prepaid annual subscription, use the actual annual charge and the service period it covers, rather than a displayed monthly equivalent. This calculation does not reset the existing paid period. These Terms do not establish a fixed refund-processing time. If we continue paid service through the end of the paid period, this exception does not create a time-based subscription proration. If DispoIQ elects convenience termination, this clause and its refund obligations apply even if an alleged customer breach also exists. To rely instead on termination for your breach under clause 14.2, we must satisfy that clause’s applicable grounds and cure conditions; the convenience right does not allow us to withhold its refund by relabeling convenience termination as breach termination. Refund rights under clause 6.4 remain available. 14.4. Consequences and export. On termination or expiration, your right to access the terminated Service ends, and valid amounts already owed remain payable. You have a 90-day window, measured from the end of paid subscription access, to request export of Customer Content and Recipient Submissions you are entitled to receive under applicable law and permissions. Submit the request to support@dispoiq.app with enough information to verify your workspace and authority. A request received within the 90-day request window is not canceled merely because that window expires. DispoIQ will preserve the information it is authorized to provide and needs to fulfill that request until the request is fulfilled or otherwise lawfully resolved, except to the extent an earlier deletion obligation requires a different result. Routine deletion after 180 days will not by itself defeat such a timely request. The export window does not extend normal paid subscription access or authorize export of Licensed Data beyond its source license. DispoIQ may delete eligible records after 180 days have elapsed from the end of paid subscription access. This is not a commitment to purge all information on day 180: applicable law, legal holds, backup handling, suppression records, and other lawful retention requirements or permissions may require different treatment. These data windows do not expire retained purchased wallet funds under clause 6.4 or remove records needed to maintain those financial entitlements. A valid privacy-rights request is handled under applicable law and is not required to wait until either period ends. No instant export, particular file format, guaranteed backup-erasure date, or right to another person’s information is created by this clause. Suspension or termination does not itself delete information. Rented phone numbers will be released when paid subscription access ends unless you separately agree to paid retention. Canceling renewal does not itself cause immediate release. Before release, we will warn you about losing the number and explain any transfer process actually available; no automatic transfer or recovery is promised. Any paid retention must be separately accepted with its scope, rental period and charges. An unreleased number alone does not authorize new continuing charges after paid access ends; valid accrued charges and the rights in clause 6.4 remain preserved. 14.5. Survival. Clauses 7–8, 10.3, 11.3, 14.4–14.5, and 15–21 survive to the extent their subject matter requires. Clauses 6.4, 13.2, 14.2, and 14.3 also survive to the extent they govern retained purchased wallet funds, applicable billing corrections and refunds, and accrued refund obligations. Personal-data and confidentiality provisions survive for information still held. Payment obligations survive for valid accrued charges, not for unaccepted new purchases; any post-termination resource charges depend on the completed arrangement in clause 14.4.15. Warranties and disclaimers
15.1. Your assurances. You represent that you have authority to enter this Agreement, permit Authorized Users’ activities, submit Customer Content, and give the instructions you provide. You will comply with the use restrictions and responsibilities in this Agreement. 15.2. Disclaimers. To the extent permitted by applicable law and except for an express commitment in a separately accepted Order or addendum, the Service and Licensed Data are provided “as is” and “as available.” DispoIQ disclaims implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant uninterrupted or error-free operation, perfectly accurate data, successful registration, recipient delivery, particular buyer activity, or business results. These exclusions do not remove a right or obligation that applicable law does not permit the parties to exclude.16. Limitation of DispoIQ liability
16.1. Excluded loss. Subject to clause 16.3 and to the extent permitted by law, DispoIQ and its service providers will not be liable for covered customer contract claims arising under this Agreement for indirect, consequential, special, incidental, exemplary, or punitive damages, or lost profits, revenue, business opportunities, anticipated savings, goodwill, or loss of or damage to data, whether or not advised that those losses were possible. 16.2. Aggregate cap. Subject to clause 16.3, the aggregate liability of DispoIQ and its service providers for all covered customer contract claims under this Agreement will not exceed the greater of $100 or three months of qualifying subscription fees actually paid, attributable to the three-month service period immediately preceding the earliest event that gave rise to any covered customer contract claim under this Agreement, rather than the date a claim is submitted. This reference event fixes one shared overall cap for all covered customer contract claims under this Agreement, including claims arising from later or independent events; no new claim or incident creates an additional cap or resets it. Paid annual subscription fees are allocated monthly over the annual service period for this calculation; the calculation does not count an entire annual payment merely because it was received within a three-month window. Qualifying subscription fees include paid base-plan fees, recurring seat fees, and subscription add-on fees. Wallet funding, usage and carrier charges, and taxes are excluded from that fee base. For this fee-base calculation, determine the net qualifying subscription fees for each subscription service period before applying the monthly or daily allocation described in this clause. Allocate each refund or credit applied before the reference event to the qualifying fees and subscription service period it adjusts, and subtract it only to the extent it is not already reflected in the qualifying fees actually paid used for this calculation. Count each adjustment only once. Refunds applied after that reference event do not reduce the shared damages cap established for this Agreement. For a subscription service period only partly within that three-month window, count its qualifying fees in the proportion that the days within the window bear to the actual total days of that period. For annually paid fees allocated monthly as above, use each monthly allocated service period for this daily calculation. This allocation applies only to the liability-cap calculation and does not change subscription charges or create a cancellation refund. 16.3. Exceptions and allocation. Neither the loss exclusions in clause 16.1 nor the cap in clause 16.2 applies to liability arising from DispoIQ’s fraud, intentional misconduct, gross negligence, or recklessness, or to liability that cannot lawfully be excluded or limited. Refunds expressly owed under clauses 6.4 and 14.3 are payable in full outside the damages cap in clause 16.2. Payment of those refunds does not consume the available damages cap; the fee-base calculation in clause 16.2 still applies. This refund exception creates no additional refund entitlement and does not exempt other monetary remedies from the cap. These customer-contract provisions do not cap independent claims of recipients or other non-parties, regulatory penalties, or DispoIQ’s regulatory duties. The provider-side cap does not limit your valid payment obligations or your scoped indemnity under clause 17. No separate security/privacy cap, provider intellectual-property indemnity, or insurance commitment is established by this Agreement.17. Customer indemnity
17.1. Covered claims. To the extent permitted by law, you will defend DispoIQ and its personnel against third-party claims arising from Customer Content; your collection, use, disclosure, or instructions concerning Recipient Submissions; your property listings or transactions; your communications or lack of required consent; or your or an Authorized User’s unlawful use or material breach of this Agreement. You will indemnify them for resulting damages, settlements approved under clause 17.2, and reasonable defense costs. This obligation does not cover a claim to the extent caused by DispoIQ’s independent breach, unlawful conduct, or unauthorized alteration of Customer Content or Recipient Submissions. 17.2. Procedure. DispoIQ will notify you of a claim without undue delay, allow you to control the defense using competent counsel, and reasonably cooperate at your expense. Delayed notice relieves your obligation only to the extent the delay materially prejudices the defense. You may not settle a claim in a manner that imposes an admission, non-monetary obligation, or unreimbursed liability on DispoIQ without its written consent. DispoIQ may participate through its own counsel at its expense; if you fail to undertake a required defense, DispoIQ may defend and seek reasonable covered costs from you.18. Notices and document changes
18.1. Notices. Operational notices may be sent to your registered account email or displayed in the Service. Formal contractual notices under this Agreement, including breach and termination notices, must be in writing and emailed to support@dispoiq.app for DispoIQ or to your designated account email for you. A formal email notice takes effect when actually delivered to the designated mailbox. No acknowledgement is required, but a notice known not to have been delivered is not effective merely because it was sent. Displaying an operational notice in the Service alone does not replace a required formal contractual notice. DispoIQ’s business address appears above; an email notice under this clause does not require a separate postal copy. Any legally required delivery method, service of legal process, or arbitration filing and service procedure must comply with applicable law and the applicable AAA rules. This clause does not replace those requirements. General inquiries may be directed to support@dispoiq.app; formal contractual notices must use the designated route above. 18.2. Changes to these Terms. DispoIQ reserves the right to change these Terms at any time for any reason, subject to applicable law. We will identify each version and its stated effective date, give notice of material changes through the designated notice channels in clause 18.1 as required by applicable law, and obtain any acceptance legally required for a change to take effect. Posting a new version does not by itself amend an existing Agreement; a change must become lawfully effective under the applicable notice and acceptance requirements. An amendment does not authorize retroactively imposing unaccepted charges or extinguishing accrued refund obligations. Price changes remain subject to the 30-day advance-notice rule in clause 5.4. A Terms amendment does not itself override applicable privacy notices, consent, or mandatory personal-data requirements. Refund rights under clause 6.4 remain available.19. Governing law and disputes
19.1. Governing law. This Agreement is governed by Florida law, subject to mandatory law that cannot be displaced by agreement. Clause 19.2 governs the agreed arbitration framework. 19.2. Binding arbitration. Except for the exceptions in clause 19.3, disputes between you and DispoIQ arising out of or relating to this Agreement or its breach will be resolved through binding arbitration administered by the American Arbitration Association (AAA) under its applicable Commercial Arbitration Rules, before one arbitrator. The seat of arbitration is Pinellas County, Florida. Hearings may take place remotely where permitted by the applicable rules, law, and arbitrator’s directions. Filing fees, arbitration costs, and any allocation of fees are governed by the applicable rules and law. This clause does not independently create a prevailing-party attorney-fee entitlement or an obligation to pay costs beyond those rules and law. 19.3. Mutual court exceptions. Either party may bring an eligible matter in a competent small-claims court, seek urgent interim relief from a court with jurisdiction, or apply to a competent court to recognize or enforce an arbitration award. Seeking permitted urgent relief does not itself waive arbitration of the underlying dispute. An award may be entered as a judgment in a court with jurisdiction. These exceptions apply equally to you and DispoIQ and do not establish exclusive court jurisdiction for all disputes or bind a recipient or other non-party who has not agreed to arbitrate.20. General provisions
20.1. Assignment. You may not transfer the Agreement or your subscription without DispoIQ’s written consent. DispoIQ may transfer the Agreement to an affiliate or as part of a merger, reorganization, or sale of the business or assets supporting the Service, subject to applicable law and without reducing accrued rights or expanding the permitted use of personal data. The transferring party remains responsible for obligations accrued before transfer unless a lawful release is expressly agreed. 20.2. Events outside reasonable control. Neither party is responsible for delay caused by an event beyond its reasonable control that it could not reasonably prevent or mitigate. The affected party must take reasonable mitigation steps. This does not excuse amounts already due or remove mandatory legal rights. No fixed prolonged-disruption termination deadline or refund remedy is created by this clause. 20.3. Relationship. The parties are independent contractors. The Agreement creates no agency, brokerage, employment, partnership, joint venture, or authority to bind the other party. It confers no enforcement rights on property transaction participants or message recipients merely because they interact with the Service. 20.4. Entire agreement and waiver. The Agreement is the complete agreement on its subject matter and replaces prior discussions on that subject, subject to the incorporated-document and priority rules in clause 1. A failure or delay in exercising a right is not a waiver. A waiver must be express and applies only to the identified instance. 20.5. Severability. If a provision is held invalid or unenforceable, the remainder continues to the extent lawful, and any permitted modification must preserve the lawful intended allocation without overriding mandatory rights.21. Contact
DispoIQ LLC7901 4th St N STE 300
St Petersburg, FL 33702
United States General inquiries: support@dispoiq.app. Customer support and privacy requests: support@dispoiq.app. Formal legal notices follow clause 18.1. Customer and privacy requests: support@dispoiq.app. A separately identified security or abuse route does not change the formal notice rules in clause 18.1.